Amendment

C22-0095

AMENDMENT NO. 1
LINKING AGREEMENT
(CITY OF GLENDALE, Contract No. C22-0095)

This Amendment No. 1 (“Amendment”) to the Linking Agreement (“Agreement”) is made this

day of 20 , (“Effective Date”), by and between the City of Glendale, an Atizona

municipal corporation (“City”) and JB Poindexter & Co., Inc. dba Reading Truck Equipment, LLC, a
Delaware limited liability company, authorized to do business in Atizona (“Contractor” ).

RECITALS

On January 24, 2022, the City and JB Poindexter & Co, Inc., dba Reading Truck Equiprnent, LLC
(“Contractor”) entered into Linking Agreement, Contract No. C22-0095, dated (“Agteement”); and

On October 26, 2022, the City and Contractor entered into Contract Extension 1, extending
the term of the Linking Agreement from October 1, 2022 through September 30, 2023; and

On August 24, 2023, City and Contractor entered into Contract Extension 2, extending the
term of the Linking Agreement from October 1, 2023 through September 30, 2024; and

City and Contractor wish to modify and amend the Agreement subject to and strictly in
accordance with the terms of this Amendment.

AGREEMENT

In consideration of the mutual promises set forth herein and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the City and Contractor hereby agree
as follows:

1,

Recitals. The recitals set forth above are not merely recitals but form an integral part of this
Amendment.

Term. The term of the Agreement is unchanged.
Scope of Work. The Scope of Work is unchanged.

Compensation. The original compensation amount of $45,000 is increased by $155,000, for
a maximum of $200,000 over the entire term of the Agreement (initial term plus any renewals).

Insurance Certificate. Curtent certificate will expire on July 1, 2024. A new certificate

applying to the extended term must be provided prior to this date to Materials Management
and the Contract Administrator.

05/10/2023

10.

Non-discrimination. Contractor must not discriminate against any employee or applicant
for employment on the basis of race, color, religion, sex, national ofigin, 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.

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 agtee 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.RS § 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:

(a) the forced labor of ethnic Uyghurs in the People’s Republic of China;

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

(O) 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.

Attestation of PCI Compliance. When applicable, the Contractor will ptovide 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.

Ratification of Agreement. City and Contractor hereby agree that except as expressly
provided herein, the provisions of the Agreement shall be, and remain in full force and effect
and that if any provision of this Amendment conflicts with the Agreement, then the provisions
of this Amendment shall prevail.

[Signatures on the following page.]

05/10/2023

CITY OF GIENDALE, an Ativom:

municipal coporation
Kerin R Phelps, Gity Marager_
ATTESI:
APPROVED AS TO FORM:
JB Poindexter & Co., Inc. dba

2 Delawate limitod imbibty company

AMENDMENT NO. 1
LINKING AGREEMENT
(CITY OF GLENDALE, Contract No. C22-0095)

EXHIBIT A
MARICOPA COUNTY
CONTRACT NO. 200209-C
HEAVY DUTY FLEET, CONSTRUCTION AND AGRICULTURAL/INDUSTRIAL
PARTS, SERVICE, AND ACCESSORIES

AMENDMENT NO. 1
LINKING AGREEMENT
(CITY OF GLENDALE, Contract No. C22-0095)

EXHIBIT B
Scope of Work

PROJECT

The Scope of Work is being amended to allow for purchases of vehicle upfitting, on an as-needed basis.

SERIAL 200209-C HEAVY DUTY FLEET, CONSTRUCTION AND
AGRICULTURAL/JINDUSTRIAL PARTS, SERVICE, & ACCESSORIES

DATE OF LAST REVISION: August 07, 2023 CONTRACT END DATE: September 30, 2024

CONTRACT PERIOD THROUGH SEPTEMBER 30, 2024 2022-2024

TO: All Departments
FROM: Office of Procurement Services

SUBJECT: Contract for HEAVY DUTY FLEET, CONSTRUCTION AND
AGRICULTURAL/INDUSTRIAL PARTS, SERVICE, & ACCESSORIES

Attached to this letter is published an effective purchasing contract for products and/or services to be
supplied to Maricopa County activities as awarded by Maricopa County on September 16, 2020
(Eff. 10/01/20).

All purchases of products and/or services listed on the attached pages of this letter are to be obtained
from the vendor holding the contract. Individuals are responsible to the vendor for purchases made
outside of contracts. The contract period is indicated above.

Kowa “Tyre

Kevin Tyne, Chief Procurement Officer

Office of Procurement Services
RN/mm
Attach
Copy to: Office of Procurement Services

Erick Van Hofwegen, Equipment Services

(Please remove Serial 15021-C from your contract notebooks)

SERIAL 200209-C

HEAVY DUTY FLEET, CONSTRUCTION AND AGRICULTURAL/INDUSTRIAL
PARTS, SERVICE, & ACCESSORIES

1.

INTENT

1.1.

1.2.

1.3.

1.4.

This Invitation for Bids is intended to establish a contract with multiple vendors to provide
a full line of parts, components, accessories, and services at contractor locations and in
the field, for light-duty and heavy-duty fleet vehicles (the minimum size for a heavy-duty
vehicle is one-ton vehicle with dual rear wheels) and construction, agricultural, and
industrial equipment. County anticipates awarded contractors may use parts and
accessories from all applicable manufacturers. Last year, the County Equipment Services
Department spent approximately $461,078 for parts and $821,434 for services for these
vehicles and equipment. Contract award does not guarantee any volume of business.

Other governmental entities under agreement with Maricopa County (County) may have
access to services provided hereunder (see also Sections 3.25 and 3.26 below).

The County reserves the right to add additional contractors, at the County’s sole discretion,
in cases where the currently listed contractors are of an insufficient number or skill-set to
satisfy the County’s needs or to ensure adequate competition on any project or task order
work,

Maricopa County reserves the right to award this contract to multiple vendors. The County
reserves the right to award in whole or in part, by item or group of items, by section or
geographic area, or make multiple awards, where such action serves the County’s best
interest.

SPECIFICATIONS

2.1,

2.2.

GENERAL

2.1.1. All charges to Maricopa County (County) shall be in accordance with the terms of
the pricing agreement. Purchases are authorized by purchase order or County
purchasing card only.

TECHNICAL REQUIREMENTS
2.2.1. Authorized Service Facilities and Vehicles

2.2.1.1. The contractor's facility shall be certified as a manufacturer's authorized
service facility for the type of vehicle size and equipment offered on
Attachment D — Pricing Sheet.

2.2.1.2. The contractor’s service facility shall be open Monday through Friday
from 8:00 a.m. to 5:00 p.m. MST, except on County recognized holidays.

2.2.1.3. Contractor’s service facility shall be located in the Phoenix metropolitan
area.

2.2.1.4. Contractor must indicate the gross vehicles weight (GVW) their service
facility(s) is equipped to service on Attachment D — Pricing Sheet. For
example, contractor may indicate a facility is only equipped to service
trucks up to two tons.

2.2.1.5. Service truck(s) shall be fully equipped, at no cost to the County, with
parts, diagnostic/repair tools, etc. necessary to complete the repairs.
Include pricing for any equipment necessary to complete the job (i.e.
rental equipment) on Attachment D — Pricing Sheet.

SERIAL 200209-C
2.2.2. Manufacturers/Parts

2.2.2.1. The contractor shall be an active and authorized distributor of all
manufacturers the contractor lists on Attachment D - Pricing Sheet at
the time of bid submission. Contractor may add additional
manufacturers over the course of the contract. County reserves the right
to contact the manufacturers to verify authorization to ensure
compliance with the terms and conditions of this solicitation.

2.2.2.2. Manufacturers used by the contractor may include, but are not limited
to the following:

MCI TRANSPORT BUS KUBOTA/BOBCAT INGERSOLL-RAND-
FLEET PARTS (NO
TOOLS)

BLUE BIRD BUSES JOHN DEERE GREEN JOHN DEERE YELLOW

THOMAS BUSES BEARCAT CATERPILLAR

ROSCO ROLLERS PB LOADER BROCE
BROOM/SWEEPERS

TENNANT SWEEPERS JCB BACKHOE’S/LOADERS _| RACK & PINION

CUMMINS DIESEL ENGINE | TITAN BEAR/ELGIN BROOM

PULL TARP ROLL-RITE DYNA PAC ROLLERS

BINGHAM FORD MASSEY FERGUSON THERMO-KING

MAXON LIFTS FREIGHTLINER KENWORTH

SCORPION ATTENUATOR | 3M MESSAGE BOARDS SOLAR TECH
MESSAGE BOARDS

WHEEL MOUNTED SPRAY | VERMEER-WOOD PETERBUILT

TRAILER PARTS CHIPPERS

MACK/VOLVO INTERNATIONAL TIGER CRANES

DUR-A-LIFTS VERSA LIFTS IMT CRANES

BG PRODUCTS RAMSEY WINCHES WACKER

PTO MB — PAINT SRIPPERS DRIVELINE

HUNTER TIRE MACHINES | SNAP ON SCANNERS EZ LINER

BRAUN WHEELCHAIR BUYERS -TRAILER PARTS | MORBARK CHIPPERS

LIFTS

JAMAR HOFFMAN - SNAP ON RV PARTS

ALLIGNMENT

RV-NEWMAR RV-CHAMPION RV-THOMAS

CHASSIS/SUSPENSIONS VICKER PUMPS WELDING SUPPLIES

AUTOMOTIVE FLEET WEATHERGUARD TOOL DELTA TOOL BOXES

FASTNERS BOXES

MASTERRACK SKIP-LINE DYNA PAC

CARRIER A/C FORD NEW HOLLAND WATER TRUCK
PARTS

BALWIN FILTERS BRAKE COMPONENTS TORO PARTS

WINDSHIELD WIPERS PRESSURE WASHERS SULLAIR
COMPRESSORS

COATS -TIRE MACHINES HYDRAULIC JACKS

2.2.3. Replacement Parts

2.2.3.1. All replacement parts shall be from the original equipment manufacturer
(OEM). The County will make exceptions when OEM parts are no longer
available, or the County is approving aftermarket parts.

SERIAL 200209-C

2.3. SERVICE REQUIREMENTS

2.3.1. Pricing for Services

2.3.1.1.

2.3.1.2.

2.3.1.3,

2.3.1.4,

2.3.1.5.

2.3.1.6.

The following definitions apply:

2.3.1.1.1. Labor rate shall mean the time it takes to complete the
repair. The contractor shall utilize 1% hour increments when
applicable.

2.3.1.1.2. Afterhours labor rate shall mean services rendered after
normal business hours.

2.3.1.1.3. Field service call rate shall mean a onetime/one-way charge
in route/travel to the County site, maximum one hour. This
rate shall be the same for all field service calls.

2.3.1.1.4. Mileage shall mean mileage one way from the service
facility to County vehicle/equipment.

2,.3.1.1.5, | Fuel Charge shall mean a onetime flat rate fuel charge.

The contractor shall provide the following labor rate information on
Attachment D - Pricing Sheet:

2.3.1.2.1. services at contractor’s facility
2.3.1.2.2, _afterhours/overtime services
2.3.1.2.3. field service calls (if applicable)
2.3.1.2.4. field service calls afterhours/overtime

2.3.1.2.5. mileage (if applicable) or fuel charge (the first 50 miles are
free; additional mileage shall be charged per mile at the
applicable mileage rate)

Afterhours/overtime service must be approved prior to providing the
service.

The County shall not be responsible for any afterhours/overtime
rates/charges when incurred due to negligence on the part of the
contractor/service technician, for example when a contractor/service
technician is missing any parts, tools, equipment, material, and other
related items required to complete the repair.

Invoices for services shall be submitted within 48 hours from date of
service, by fax to 602-506-1182 or email (provided upon award).

The County reserves the right to dispute charges on labor hours and
repairs performed if deemed excessive or unreasonable. If any portion
of the repair performed is determined to be excessive charges, the
contractor shall credit the original invoice referencing the work order and
the vehicle number.

2.4.

2.5.

2.3.2.

SERIAL 200209-C
Work Order Assignments

2.3.2.1. Equipment Service Department fleet maintenance supervisors and
customer service writers will coordinate and issue a work order to the
contractor, referencing the vehicle/equipment number, as an
authorization to perform service. Contractors shall not perform any
service without a work order. The contractor shall contact the SW at 602-
506-4678 on all delays, pick-ups, deliveries, questions, or additional
repair approval.

2.3.2.2. The designated employee(s) will give the contractor a preliminary
diagnosis of the vehicle(s) repair.

PARTS DELIVERY

Deliveries shall be made to all locations within two hours of placing orders. Exceptions
are made when the site is more than two hours in distance (travel time) from contractor's

facility.

2.4.1,

2.4.2.

2.4.3.

2.4.4.

2.4.5.

The contractor shall indicate if they have the capability to deliver to all locations
listed in Section2.8 — EQUIPMENT SERVICE DEPARTMENT SERVICE
CENTERS and provide “hot shot runs’ or “just in time parts” (expedited delivery).
Indicate the parts delivery schedules for these locations on Attachment D - Pricing
Sheet. This is not part of the award criteria.

The County is not responsible for the contractor’s freight cost on normal stock
items.

All priority deliveries (i.e., overnight, air freight, UPS direct, etc.) shall be authorized
by a County fleet maintenance supervisor. The invoice must list the name of the
County fleet supervisor who authorized special delivery payment.

The contractor shall contact the designated Service Center to inform them about
all delivery delays.

When part(s) are delivered on pallets, the contractor is required to pick up and
dispose of the pallet(s). The pallet(s) must be labeled or stamped with the
contractor's name to assist the County in notifying the contractor about when to
pick up the pallets.

RETURN POLICY

The County’s return policy overrides the contractors’ return policies unless the
manufacturer's return policies are more advantageous to the County. The County’s return
policies are as follows:

2.5.1.

2.5.2.

2.5.3.

The contractor shall accept all returns, regardless of the quantity, providing a full
refund at no cost or penalty to the County; no “minimum quantity” policies are
permitted. This includes the return of all parts considered non-moving or seasonal
parts pulled during a six-month inventory adjustment.

The County reserves the right to replace/return parts that no longer meet the
County's needs because they do not fit a newer model of a vehicle/equipment
without incurring costs or penalties from the contractor.

The County accepts responsibility for a restocking fee of no more than a 15
percent, if a special order or a non-stock part is ordered and then returned. If the

2.6.

2.7.

2.8.

2.9.

SERIAL 200209-C

County has not yet received the part and cancels the order, no restocking fee is
permitted.

2.5.4. The credit slip shail reflect the original purchase price for each returned part and
reference the credit slip number or original invoice number.

2.5.5. The County’s working conditions may cause the original packaging to be altered.
When a part(s) is returned unused, the contractor shall accept the return for a full
credit regardless of whether packaging has been altered.

AWARDED DISCOUNTS

It shall be the responsibility of the contractor to communicate with their parts department,
accounts receivable, and other areas involved in compliance with the contract to ensure
that awarded discounts are honored.

RESPONSE TIME

2.7.1. Contractor's response time to pick-up a vehicle/equipment under warranty shall be
within the same business day, unless a prior agreement has been made between
the County and contractor.

2.7.2. The County will be responsible for transporting vehicle(s) not covered under
warranty to the contractor's service facility.

2.7.3. The contractor will be given an expected turn-around time by the County fleet
maintenance supervisor or customer service writer. If the turn-around time cannot
be met, the contractor must indicate such to the County at the time of job
assignment. County reserves the right to negotiate a turnaround time or to seek
services from another contractor.

EQUIPMENT SERVICE DEPARTMENT SERVICE CENTERS

Equipment Services Department operates five service centers. Operating hours indicated
below are Monday through Friday, excluding County recognized holidays; hours of
operation vary depending on the location.

2.8.1, Durango Main Service Center, 3325 W. Durango, Phoenix, 85009 (602-506-4678),
6:00 a.m. to 4:30 p.m. MST.

2.8.2. Mesa Service Center, 155 E. Coury, Mesa, 85210 (602-506-4794), 6:00 a.m. to
2:30 p.m. MST.

2.8.3. Dysart Service Center, 16821 N. Dysart Rd. Surprise, 85374 (623-583-1836),
7:00 a.m. to 3:30 p.m. MST.

2.8.4. Downtown Service Center, 120 S. 4th Ave, Phoenix, 85003 (602-506-2909), 7:30
a.m. to 4:00 p.m. MST.

2.8.5. Buckeye Service Center, 26449 W. HWY 85, Buckeye, 85326 (623-386-7461),
6:00 a.m. to 3:30 p.m. MST.

SAFETY STANDARDS

All work performed shall meet current Arizona State and Code Federal Regulations under
Title 49 mandates, no exceptions.

2.10.

2.11.

2.12.

2.13.

2.14.

SERIAL 200209-C
STATUS REPORTS

2.10.1. The contractor shall submit a daily status report to the County heavy duty fleet
supervisor with the work order number and vehicle/equipment number, date
vehicle/equipment was received, details on the repair, and details on the
completion date, via fax (602-506-1182) or email to the designated employee(s)
(provided after award).

2.10.2. The report shall be submitted every day by 4:00 p.m. MST.
STOCK LIFT

2.11.1. The County reserves the right to receive credit for our current inventory before
accepting new manufacturer brands or the contractor may be required to lift current
inventory and replace with their brand.

2.11.2. The County shall be permitted to trade-in slow moving stock and seasonal parts to
a contractor for credit without penalties such as a restocking fee, partial credit, etc.
Trade-ins may occur with a contractor from whom the parts were not originally
purchases.

2.11.3. The credit slip shall reflect the original purchase price for each trade-in part and
reference the credit slip number or original invoice number.

ADDITIONAL CHARGES/FEES

Maricopa County is not responsible for miscellaneous charges or fees (i.e., shop supplies,
environmental fees, hazardous waste) other than those listed in the pricing section of this
contract.

SITE VISITS

The County reserves the right to visit the contractor's facilities Monday through Friday
between the hours of 8:00 a.m. and 5:00 p.m. MST during the award determination and
after an award has been made to inspect such warehouse/distribution center(s) to ensure
compliance with terms and conditions of this contract.

TECHNICAL AND DESCRIPTIVE SALES LITERATURE

The contractor shall provide copies of its sales literature and brochures and copies of any
manufacturer's technical and/or descriptive literature (e.g., PDF versions of sales literature,
brochures, and/or webpages) specific to the material(s) the contractor proposes to provide.
Literature shall be sufficient in detail to allow for full and fair evaluation of the material(s)
submitted, and must be included with the bid. Failure to include this information may result
in the bid being rejected.

PURCHASING REQUIREMENTS

3.1.

DELIVERY

3.1.1. Delivery is desired as soon as possible, and details shall be stipulated on the
purchase order. Contractor shall notify the County representative listed on the
order if the requested delivery date and/or the anticipated lead time cannot be met.
Failure to communicate to County changes in the order status may result in default
proceedings.

3.1.2. Supplies or equipment being delivered to the County shall be delivered during the
hours outlined in section 2.8 - EQUIPMENT SERVICE DEPARTMENT SERVICE
CENTERS, Monday through Friday, except on County recognized holidays.

3.2.

3.3.

3.4.

3.5.

3.6.

3.7.

SERIAL 200209-C

3.1.3. Delivery shall be F.O.B. Destination Freight Prepaid.

EXPEDITED DELIVERY

3.2.1. If the department determines that expedited delivery or other alternate shipping is
required, it shall notify the contractor. The contractor shall determine any additional

costs associated with such delivery terms and communicate that cost to the
department.

3.2.2. The department shall not advise the contractor to proceed with an expedited
shipment until acceptable terms are agreed upon and a purchase order is issued.

Upon agreeing to the additional costs, the department shall advise the contractor
to proceed.

3.2.3. Upon receipt of material(s) and invoicing, the department shall ensure that any
additional charges are in compliance with and do not exceed agreed to costs. The
department shall retain all documents related to these costs within the agency
purchase file.

SHIPPING DOCUMENTS

A packing list or other suitable shipping document shall accompany each shipment and
shall include the following:

3.3.1. Contract serial number

3.3.2. Contractor's name and address
3.3.3. Department name and address
3.3.4. Department purchase order number

3.3.5. A description of product(s) shipped, including item number(s), quantity(ies),
number of containers and package number(s), as applicable

SHIPPING TERMS

Bid price(s) and terms shall be F.O.B. Destination Freight Prepaid at the location(s)
stipulated on the purchase order. All delivery locations are within Maricopa County.

OPERATING MANUALS

Upon delivery, contractor shall provide comprehensive operational manuals, service
manuals and schematic diagrams, if required by the department.

INSTALLATION

The contractor shall be responsible to install and present for inspection all equipment in a
complete and ready-for-use condition with all components functioning, cleaned and tested.
The contractor’s price shall include delivery and installation of all equipment in complete
operating condition.

SAMPLES

The contractor may be requested to furnish samples of material(s) bid to allow for
examination by the County. Any materials so requested shall be furnished within 10
working days from the date of request and furnished at no cost to the County and sent to
the address designated in the requesting correspondence.

3.8.

3.9.

3.10.

3.11.

3.12.

SERIAL 200209-C

TESTING

Unless otherwise specified, materials purchased will be inspected by the department to
ensure the materials meet the quality and quantity requirements of the specifications.
When deemed necessary by the County, samples of the materials may be taken at random
from stock received for submission to a commercial laboratory or other appropriate agency
for analysis and tests to determine whether the materials conform in all respects to the
specifications. In cases where commercial laboratory reports determine that the materials
do not meet the specifications, the expense of such analysis shall be borne by the
contractor.

ACCEPTANCE

Upon delivery and successful installation, the material(s) shall be deemed accepted and
the warranty period shall begin. Successful installation shall be defined as a) the
material(s)/equipment is installed (as necessary) and fully operational; and b) initial
training, if any, is complete. All documentation shall be completed prior to final acceptance.

STOCK

The contractor shall be expected to stock sufficient quantities as may be necessary to meet
the County’s needs and deliver as stated in the IFB.

DISCONTINUED MATERIALS

3.11.1. In the event that a manufacturer discontinues materials, the County may allow the
contractor to provide a substitute for the discontinued item or may cancel the
contract. If the contractor requests permission to substitute a new material, the
contractor shall provide the following to the County:

3.11.1.1. Documentation from the manufacturer that the material has been
discontinued.

3.11.1.2. Documentation that names the replacement material.

3.11.1.3. Documentation that provides clear and convincing evidence that the
replacement material meets or exceeds all specifications required by the
original solicitation.

3.11.1.4. Documentation that provides clear and convincing evidence that the
replacement material will be compatible with all the functions or uses of
the discontinued material.

3.11.1.5. Documentation confirming that the price for the replacement is the same
as or less than the discontinued material.

3.11.2. Material discontinuance applies only to those materials specifically listed on any
resultant contract. This will not apply to catalog items not specifically listed on any
resultant contract.

WARRANTY

3.12.1. All items furnished under this contract shall conform to the requirements of this
contract and shall be free from defects in design, materials, and workmanship.

3.12.2. The warranty period for workmanship and materials shall be for a minimum initial
period of 12 months and commence upon acceptance by County per Section 3.9.

3.13.

3.14.

3.15.

3.16.

3.17,

3.18.

SERIAL 200209-C

3.12.2.1. The contractor shall indicate on the price sheet the duration of the
warranty and any applicable limitations or conditions which may apply.

3.12.2.2. The contractor agrees that it will, at its own expense, provide all labor
and parts required to remove, repair, or replace, and reinstall any such
defective workmanship and/or materials which becomes or is found to
be defective during the term of this warranty. The contractor shall
guarantee the equipment to be supplied complies with all applicable
regulations.

MAINTENANCE

The contractor shall provide maintenance for the materials under this contract upon
acceptance of materials by the department.

FACTORY AUTHORIZED SERVICE AVAILABILITY

The contractor shall have and maintain a factory authorized service facility capable of
supplying and installing component parts, troubleshooting, repairing, and maintaining the
material(s). Minimum service hours shall be from 8:00 a.m. through 5:00 p.m. MST,
Monday through Friday, excluding County and Federal holidays.

BRAND NAME

In some cases, brand names have been listed in order to define the desired quality and
are not intended to be restrictive or to limit competition. Materials substantially equivalent
to those designated shall qualify for consideration.

ORDER CUTOFF INFORMATION

3.16.1. Contractors submitting bids shall advise the County of all known order cutoff
dates/times for the equipment/product(s) specified in this solicitation at the time of
bid submission. Notification of any subsequent cutoff date(s)/time(s) (learned after
submission of bid) shall also be the contractor's responsibility. The contractor shall
advise the County of subsequent cutoff date(s)/time(s) by notifying the
procurement officer, in writing, of the new information.

3.16.2. If the item(s) become no longer available, contractor shall notify County of the last
available ordering date for the item(s) and may provide County with alternative
itern(s) that the County may elect to purchase at its option. If the alternative item(s)
do not meet the County’s requirements, County may take action including
termination of this contract for convenience per Section 4.16.

ORDER LEAD-TIME NOTIFICATION

3.17.1. Contractors submitting bids shall advise the County of lead-time(s) for the required
items specified in this solicitation at the time of bid submission. Notification of any
changes to lead time (learned after submission of bid) shall also be the contractor's
responsibility. The contractor shall also notify all County representatives included
on purchase orders of lead-time information.

TRADE-INS

Contractor may be requested to submit prices on trade-in(s). Whether materials will
actually be traded is at the option of the County.

3.19.

3.20.

3.21.

3.22.

SERIAL 200209-C
USAGE REPORT

The contractor shall furnish the County a usage report, upon request, delineating the
acquisition activity governed by the contract. The format of the report shall be approved by
the County and shall disclose the quantity and dollar value of each contract item by
individual unit of measure.

BACKGROUND CHECK

Bidders/proposers may be required to pass multiple background checks (e.g. Sheriff's
Office, County Attorney's Office, Courts, as well as Maricopa County general government)
to determine if the respondent is acceptable to do business with the County. This applies
to, but is not limited to, the company, subcontractors, and employees.

INVOICES AND PAYMENTS

3.21.1. The contractor shall submit one legible copy of their detailed invoice before
payment(s) will be made. Incomplete invoices will not be processed. Ata minimum,
the invoice must provide the following information:

Company name, address, and contact information
County bill-to name and contact information
Contract serial number

County purchase order number

Invoice number and date

Payment terms

Date of service or delivery

Quantity

Contract item number(s)

Arrival and completion time

Description of purchase (product or services)
Pricing per unit of purchase

Extended price

Freight (if applicable)

Total amount due

oe ee ee we em we ew woe eo ee

3.21.2. Labor, services, and maintenance must be billed as a separate line item.

3.21.3. Problems regarding billing or invoicing shall be directed to the department as listed
on the purchase order.

3.21.4. Payment will only be made to the contractor by Accounts Payable through the
Maricopa County Vendor Express Payment Program. This is an Electronic Funds
Transfer (EFT) process. After contract award, the contractor shall complete the
Vendor Registration Form located on the County Department of Finance Vendor
Registration website https:/Awww.maricopa.qovw/5169/Vendor-Information.

3.21.5. Discounts offered in the contract shall be calculated based on the date a properly
completed invoice is received by the County.

3.21.6. EFT payments to the routing and account numbers designated by the contractor
shall include the details on the specific invoices that the payment covers. The
contractor is required to discuss remittance delivery capabilities with their
designated financial institution for access to those details.

APPLICABLE TAXES

3.22.1. Itis the responsibility of the contractor to determine any and all applicable taxes
and include those taxes in their proposal. The legal liability to remit the tax is on

3.23.

3.24.

3.25.

SERIAL 200209-C

the entity conducting business in Arizona. Tax is not a determining factor in
contract award.

3.22.2. The County will look at the price or offer submitted and will not deduct, add, or alter
pricing based on speculation or application of any taxes, nor will the County
provide contractor any advice or guidance regarding taxes. If you have questions
regarding your tax liability, seek advice from a tax professional prior to submitting
your bid. You may also find information at hitps://www.azdor.gov/Business.aspx.
Once your bid is submitted, the offer is valid for the time specified in this solicitation,
regardless of mistake or omission of tax liability. If the County finds overpayment
of a project due to tax consideration that was not due, the contractor shall be liable
to the County for that amount, and by contracting with the County agrees to remit
any overpayments back to the County for miscalculations on taxes included in a
bid price.

3.22.3. Tax Indemnification: Contractor and all subcontractors shall pay all Federal, State,
and local taxes applicable to their operation and any persons employed by the
contractor. Contractor shall, and require all subcontractors to, hold Maricopa
County harmless from any responsibility for taxes, damages, and interest, if
applicable, contributions required under Federal and/or State and local laws and
regulations, and any other costs including: transaction privilege taxes,
unemployment compensation insurance, Social Security, and Workers’
Compensation. Contractor may be required to establish, to the satisfaction of
County, that any and all fees and taxes due to the City or the State of Arizona for
any license or transaction privilege taxes, use taxes, or similar excise taxes are
currently paid (except for matters under legal protest).

POST AWARD MEETING

The contractor may be required to attend a post-award meeting with the department to discuss
the terms and conditions of this contract. This meeting will be coordinated by the procurement
Officer of the contract.

STRATEGIC ALLIANCE for VOLUME EXPENDITURES (SAVE)

The County is a member of the SAVE cooperative purchasing group. SAVE includes the
State of Arizona, many Phoenix metropolitan area municipalities, and many K-12 unified
school districts. Under the SAVE Cooperative Purchasing Agreement, and with the
concurrence of the successful respondent under this solicitation, a member of SAVE may
access a contract resulting from a solicitation issued by the County. If you do not want to
grant such access to a member of SAVE, state so in your bid. In the absence of a statement
to the contrary, the County will assume that you do wish to grant access to any contract
that may result from this bid. The County assumes no responsibility for any purchases by
using entities.

INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENTS (ICPAs)

County currently holds ICPAs with numerous governmental entities. These agreements
allow those entities, with the approval of the contractor, to purchase their requirements
under the terms and conditions of the County contract. It is the responsibility of the non-
County government entity to perform its own due diligence on the acceptability of the
contract under its applicable procurement rules, processes, and procedures. Certain
governmental agencies may not require an ICPA and may utilize this contract if it meets
their individual requirements. Other governmental agencies may enter into a separate
Statement of Work with the contractor to meet their own requirements. The County is not
a party to any uses of this contract by other governmental entities.

SERIAL 200209-C

CONTRACTUAL TERMS & CONDITIONS

4.1.

4.2.

4.3.

44.

45.

CONTRACT TERM

This Invitation for Bids is for awarding a firm, fixed-price purchasing contract to cover a
term of one year.

OPTION TO RENEW

The County may, at its option and with the concurrence of the contractor, renew the term
of this contract up to a maximum of four additional year(s), (or at the County's sole
discretion, extend the contract on a month-to-month basis for a maximum of six months
after expiration). The contractor shall be notified in writing by the Office of Procurement
Services of the County’s intention to renew the contract term at least 60 calendar days
prior to the expiration of the original contract term.

CONTRACT COMPLETION

In preparation for contract completion, the contractor shall make all reasonable efforts for
an orderly transition of its duties and responsibilities to another provider and/or to the
County. This may include, but is not limited to, preparation of a transition plan and
cooperation with the County or other providers in the transition. The transition includes the
transfer of all records and other data in the possession, custody, or control of the contractor
that are required to be provided to the County either by the terms of this agreement or as
a matter of law. The provisions of this clause shall survive the expiration or termination of
this agreement.

PRICE ADJUSTMENTS

4.4.1. Any requests for reasonable price adjustments must be submitted 60 calendar
days prior to the contract expiration. Requests for adjustment in cost of labor
and/or materials must be supported by appropriate documentation. The
reasonableness of the request will be determined by comparing the request with
the Consumer Price Index or by performing a market survey. If County agrees to
the adjusted price terms, County will issue written approval of the change and
provide an updated version of the contract. The new change shall not be in effect
until the date stipulated on the updated version of the contract.

4.4.2. Inthe event any price increase is requested as the result of any tariff that becomes
effective during the performance of this contract, the County may adjust the price
based on a request from the contractor that documents the additional price
increase. If, during the performance of this contract, any tariff-related price
increase is subsequently reduced or eliminated, the vendor shall notify the County
of the decrease and shall apply it accordingly for remaining term of the contract. If
the County finds over payment of a project due to tariff reduction that was not due,
the contractor will be liable to the County for that amount, and by contracting with
the County agrees to remit any overpayments back to the County for
miscalculations on increases due to tariffs included in a bid price.

INDEMNIFICATION

4.5.1. To the fullest extent permitted by law, and to the extent that claims, damages,
losses, or expenses are not covered and paid by insurance purchased by the
contractor, the contractor shall defend, indemnify, and hold harmiess the County
(as Owner), its agents, representatives, officers, directors, officials, and employees
from and against all claims, damages, losses, and expenses (including, but not
limited to attorneys’ fees, court costs, expert witness fees, and the costs and
attorneys’ fees for appellate proceedings) arising out of, or alleged to have resulted

4.6.

4.5.2.

4.5.3.

4.5.4.

SERIAL 200209-C

from, the negligent acts, errors, omissions, or mistakes relating to the performance
of this contract.

Contractor's duty to defend, indemnify, and hold harmless the County, its agents,
representatives, officers, directors, officials, and employees shall arise in
connection with any claim, damage, loss, or expense that is attributable to bodily
injury, sickness, disease, death, or injury to, impairment of, or destruction of
tangible property, including loss of use resulting therefrom, caused by negligent
acts, errors, omissions, or mistakes in the performance of this contract, but only to
the extent caused by the negligent acts or omissions of the contractor, a
subcontractor, anyone directly or indirectly employed by them, or anyone for
whose acts they may be liable, regardless of whether or not such claim, damage,
loss, or expense is caused in part by a party indemnified hereunder.

The amount and type of insurance coverage requirements set forth herein will in
no way be construed as limiting the scope of the indemnity in this section.

The scope of this indemnification does not extend to the sole negligence of County.

INSURANCE

4.6.1.

4.6.2.

4.6.3.

4.6.4.

4.6.5.

4.6.6.

4.6.7.

Contractor, at contractor's own expense, shall purchase and maintain, at a
minimum, the herein stipulated insurance from a company or companies duly
licensed by the State of Arizona and possessing an AM Best, Inc. category rating
of B++. In lieu of State of Arizona licensing, the stipulated insurance may be
purchased from a company or companies, which are authorized to do business in
the State of Arizona, provided that said insurance companies meet the approval of
County. The form of any insurance policies and forms must be acceptable to
County.

All insurance required herein shall be maintained in full force and effect until all
work or service required to be performed under the terms of the contract is
satisfactorily completed and formally accepted. Failure to do so may, at the sole
discretion of County, constitute a material breach of this contract.

In the event that the insurance required is written on a claims-made basis,
contractor warrants that any retroactive date under the policy shall precede the
effective date of this contract and either continuous coverage will be maintained,
or an extended discovery period will be exercised for a period of two years
beginning at the time work under this contract is completed.

Contractor’s insurance will be primary insurance as respects County, and any
insurance or self-insurance maintained by County will not contribute to it.

Any failure to comply with the claim reporting provisions of the insurance policies
or any breach of an insurance policy warranty shall not affect the County’s right to
coverage afforded under the insurance policies.

The insurance policies may provide coverage that contains deductibles or self-
insured retentions. Such deductibles and/or self-insured retentions shall not be
applicable with respect to the coverage provided to County under such policies.
Contractor shall be solely responsible for the deductible and/or self-insured
retention and County, at its option, may require contractor to secure payment of
such deductibles or self-insured retentions by a surety bond or an irrevocable and
unconditional letter of credit.

The insurance policies required by this contract, except Workers’ Compensation
and Errors and Omissions, shall name County, its agents, representatives, officers,
directors, officials, and employees as additional insureds.

4.6.8.

4.6.9.

SERIAL 200209-C

The policies required hereunder, except Workers’ Compensation and Errors and
Omissions, shall contain a waiver of transfer of rights of recovery (subrogation)
against County, its agents, representatives, officers, directors, officials, and
employees for any claims arising out of contractor's work or service.

If available, the insurance policies required by this contract may be combined with
Commercial Umbrella Insurance policies to meet the minimum limit requirements.
lf a Commercial Umbrella insurance policy is utilized to meet insurance
requirements, the Certificate of Insurance shall indicate which lines the
Commercial Umbrella Insurance covers.

4.6.9.1

4.6.9.2

4.6.9.3

4.6.9.4

Commercial General Liability

Commercial General Liability (CGL) insurance with a limit of not less
than $2,000,000 for each occurrence, $4,000,000 Products/Completed
Operations Aggregate, and $4,000,000 General Aggregate Limit. The
policy shall include coverage for premises liability, bodily injury, broad
form property damage, personal injury, products and completed
operations and blanket contractual coverage, and shall not contain any
provisions which would serve to limit third-party action over claims.
There shall be no endorsement or modifications of the CGL limiting the
scope of coverage for liability arising from explosion, collapse, or
underground property damage.

Automobile Liability

Commercial/Business Automobile Liability insurance with a combined
single limit for bodily injury and property damage of not less than
$2,000,000 each occurrence with respect to any of the contractor's
owned, hired, and non-owned vehicles assigned to or used in
performance of the contractor’s work or services or use or maintenance
of the premises under this contract.

If vehicles or mobile equipment are used in the performance of the
obligations under this agreement, then contractor shall maintain liability
insurance for all owned, non-owned, or hired vehicles so used in an
amount not less than $2,000,000 per occurrence combined single limit.
If such insurance contains a general aggregate limit, it shall apply
separately to this agreement or be no less than two times the occurrence
limit.

Garagekeepers Liability

Garagekeepers Liability insurance which will insure and provide
coverage for garage keepers legal liability, garage liability, and auto
physical damage of the contractor, with limits of no less than $2,000,000
for each occurrence.

Workers’ Compensation

4.6.9.4.1_ Workers’ Compensation insurance to cover obligations
imposed by Federal and State statutes having jurisdiction of
contractor's employees engaged in the performance of the
work or services under this contract; and Employer's
Liability insurance of not less than $1,000,000 for each
accident, $1,000,000 disease for each employee, and
$1,000,000 disease policy limit.