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10/05/2023
LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
PROENGIN, 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 Proengin, Inc., an Florida Corporation,
authorized to do business in Arizona (“Contractor”), collectively, the “Parties.”
RECITALS
A.
On June 8, 2021, under City of Phoenix, a member of the Cooperative Purchasing Agreement, entered
into a contract with Contractor to purchase the goods and services described in Contract No.
154533-0 (“Cooperative Agreement”), which is attached hereto as Exhibit A. The Cooperative
Agreement allows its cooperative use by other governmental agencies, including the City.
B.
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.
C.
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.
D.
The City wishes to contract with Contractor for supplies or services identical to those being provided
to other units of government under the Cooperative Agreement. Contractor consents to the City’s
cooperative use of the terms and conditions of the Cooperative Agreement, and agrees to provide
the supplies and services set forth in the Statement of Work appended hereto as Exhibit B.
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.
A.
As provided in the Cooperative Agreement, purchases can be made by governmental entities
from the date of award, which was June 8, 2021, until the date the contract terminates on
June 7, 2026, unless the term is extended by mutual agreement of the parties to the
Cooperative Agreement. The Cooperative Agreement, however, may not be extended
beyond June 7, 2026. The initial period of this Agreement is the period from the Effective
Date of this Agreement until June 7, 2026.
B.
The City may extend the term of this Agreement for no extensions if the Cooperative
Agreement is likewise extended and the City gives the Contractor notice that it is exercising
its option to extend this Agreement 30 days prior to the anniversary of the Effective Date.
Glendale extensions are not automatic and shall only occur if the City affirmatively exercises
its right to extend this Agreement.
2
10/05/2023
2.
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.
3.
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 One-hundred thousand dollars ($100,000.00) for the entire term of the
Agreement (initial term plus any extensions).
4.
Cancellation. This Agreement may be cancelled pursuant to A.R.S. § 38-511.
5.
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.
6.
Insurance Certificate. A certificate of insurance applying to this Agreement must be provided to the
City prior to the Effective Date.
7.
E-verify. Contractor complies with A.R.S. § 23-214 and agrees to comply with the requirements of
A.R.S. § 41-4401.
8.
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.
9.
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 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.
LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
PROENGIN, INC.
EXHIBIT A
CITY OF PHOENIX AGREEMENT NO. 154533-0
154533--001
CITY OF PHOENIX
PURCHASING AGREEMENT BETWEEN THE CITY OF PHOENIX AND PROENGIN, INC.
AGREEMENT NO.
EXC 21-1
HAZARDOUS MATERIAL EQUIPMENT PARTS, SERVICE, and
MAINTENANCE - REQUIREMENTS CONTRACT
Finance Department / Procurement Division
251 W Washington Street, 8th Floor
Phoenix, AZ 85003
PROCUREMENT OFFICER
Steve Volk
(602) 262-4756
steve.volk@phoenix.gov
TABLE OF CONTENTS
SECTION I – AGREEMENT...................................................................................................... 3
SECTION II – STANDARD TERMS AND CONDITIONS .......................................................... 4
SECTION III – SPECIAL TERMS AND CONDITIONS ........................................................... 18
SECTION IV – INSURANCE AND INDEMNIFICATION ......................................................... 24
SECTION V – SCOPE ............................................................................................................. 27
SECTION VI – PRICE SCHEDULE ......................................................................................... 30
SECTION VII – SUBMITTALS/APPROVALS ......................................................................... 32
SECTION I – AGREEMENT
CITY OF PHOENIX
Page 3
File Number EXC 21-101
Rev 12-2019
SECTION I – AGREEMENT
THIS AGREEMENT (this “Agreement”), entered into upon signature and recording by the City
Clerk’s department, as required by Phoenix City Code, (“Effective Date”), is between the City
of Phoenix, an Arizona municipal corporation (the “City”), and Proengin, Inc. (“Contractor”), a
Florida Corporation, hereafter, the “Parties.”
1.
Term of Agreement. This Agreement will expire after five (5) years.
2.
Compensation. City shall pay Contractor in accordance with the Price Schedule
(Section VI).
3.
Termination. This Agreement will terminate upon the earliest occurrence of any of the
following:
3.1.
reaching the end of the term exercised as set forth in Paragraph 1;
3.2.
completing the service(s) or delivery of goods set forth in the Scope of Work;
3.3.
payment of the maximum compensation; or
3.4.
termination pursuant to the provisions of this Agreement.
4.
Recitals
4.1.
The City Manager of the City of Phoenix, Arizona, is authorized by the provisions
of the City Charter to execute agreements for the purchase of goods and
services.
4.2.
The City desires to obtain the goods or services that are specifically set forth in
this Agreement (Section V).
4.3.
The City is operating in accordance with the Phoenix City Code and
Administrative Regulation 3.10 and enters this agreement under an exception.
4.4.
Contractor possesses the skills and expertise necessary to provide such goods
or services as desired by the City.
NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated herein
by reference, and the covenants and promises contained herein, the Parties hereby agree as
follows:
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 4
File Number EXC 21-101
Rev. 12/2019
SECTION II – STANDARD TERMS AND CONDITIONS
1.
DEFINITION OF KEY WORDS USED IN THE SOLICITATION:
Shall, Will, Must:
Indicates a mandatory requirement. Failure to meet these
mandatory requirements may result in the rejection of
Offer as non-responsive.
Should:
Indicates something that is recommended but not
mandatory. If the Contractor fails to provide
recommended information, the City may, at its sole
option, ask the Contractor to provide the information or
evaluate the offer without the information.
May:
Indicates something that is not mandatory but
permissible.
For purposes of this solicitation, the following definitions will apply:
“A.R.S.”
Arizona Revised Statute
“Buyer” or “Procurement
Officer”
City of Phoenix staff person responsible for the
solicitation. The City employee or employees who have
specifically been designated to act as a contact person
or persons to the Contractor, and responsible for
monitoring and overseeing the Contractor's
performance under this contract.
"City"
The City of Phoenix
"Contractor"
The individual, partnership, or corporation who, as a
result of the competitive process, is awarded a contract
by the City of Phoenix.
"Contract” or
“Agreement"
The legal agreement executed between the City of
Phoenix, AZ and the Contractor.
“Days”
Means calendar days unless otherwise specified.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 5
File Number EXC 21-101
Rev. 12/2019
“Deputy Finance
Director”
The contracting authority for the City of Phoenix, AZ,
authorized to sign contracts and amendments thereto
on behalf of the City of Phoenix, AZ.
“Employer”
Any individual or type of organization that transacts
business in this state, that has a license issued by an
agency in this state and employs one or more
employees in this state. Employer includes this state,
any political subdivision of this state and self-employed
persons. In the case of an independent contractor,
employer means the independent contractor and does
not mean the person or organization that uses contract
labor. (A.R.S. 23-211).
“Offer”
Means a response from a supplier, contractor or
service provider to a solicitation request that, if
awarded, binds the supplier, contractor or service
provider to perform in accordance with the contract.
Same as bid, proposal, quotation or tender.
“Offeror”
Any Vendor, Seller or Supplier submitting a competitive
offer in response to a solicitation from the City. Same
as Bidder or Proposer.
“Solicitation”
Means an Invitation for Bid (IFB), Request for Proposal
(RFP), Request for Quotations (RFQ), Request for
Qualifications (RFQu) and request for sealed bids, or
any other type of formal procurement which the City
makes public through advertising, mailings, or some
other method of communication. It is the process by
which the City seeks information, proposals, bids or
quotes from suppliers.
“Suppliers”
Firms, entities or individuals furnishing goods or
services to the City.
“Vendor or Seller”
A seller of goods or services.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 6
File Number EXC 21-101
Rev. 12/2019
2.
CONTRACT INTERPRETATION:
2.1.
APPLICABLE LAW: This Contract will be governed by the law of the State of
Arizona, and suits pertaining to this Contract will be brought only in Federal or
State courts in Maricopa County, State of Arizona.
2.2.
CONTRACT ORDER OF PRECEDENCE: In the event of a conflict in the
provisions of the Contract, as accepted by the City and as they may be
amended, the following will prevail in the order set forth below:
2.2.1. Special terms and conditions
2.2.2. Standard terms and conditions
2.2.3. Amendments
2.2.4. Statement or scope of work
2.2.5. Specifications
2.2.6. Attachments
2.2.7. Exhibits
2.2.8. Instructions to Contractors
2.2.9. Other documents referenced or included in the Solicitation
2.3.
ORGANIZATION – EMPLOYMENT DISCLAIMER: The Agreement resulting
hereunder is not intended to constitute, create, give rise to or otherwise
recognize a joint venture agreement or relationship, partnership or formal
business organization of any kind, and the rights and obligations of the parties
will be only those expressly set forth in the agreement. The parties agree that
no persons supplied by the Contractor in the performance of Contractor’s
obligations under the agreement are considered to be City’s employees and
that no rights of City civil service, retirement or personnel rules accrue to such
persons. The Contractor will have total responsibility for all salaries, wage
bonuses, retirement, withholdings, workmen’s compensation, occupational
disease compensation, unemployment compensation, other employee benefits
and all taxes and premiums appurtenant thereto concerning such persons, and
will save and hold the City harmless with respect thereto.
2.4.
SEVERABILITY: The provisions of this Contract are severable to the extent
that any provision or application held to be invalid will not affect any other
provision or application of the contract which may remain in effect without the
invalid provision or application.
2.5.
NON-WAIVER OF LIABILITY: The City of Phoenix as a public entity
supported by tax monies, in execution of its public trust, cannot agree to waive
any lawful or legitimate right to recover monies lawfully due it. Therefore, any
Contractor agrees that it will not insist upon or demand any statement whereby
the City agrees to limit in advance or waive any right the City might have to
recover actual lawful damages in any court of law under applicable Arizona
law.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 7
File Number EXC 21-101
Rev. 12/2019
2.6.
PAROL EVIDENCE: This Agreement is intended by the parties as a final
expression of their agreement and is intended also as a complete and
exclusive statement of the terms of this agreement. No course of prior dealings
between the parties and no usage in the trade will be relevant to supplement
or explain any term used in this Contract. Acceptance or acquiescence in a
course of performance rendered under this contract will not be relevant to
determine the meaning of this Contract even though the accepting or
acquiescing party has knowledge of the nature of the performance and
opportunity to object.
3.
CONTRACT ADMINISTRATION AND OPERATION:
3.1.
RECORDS: All books, accounts, reports, files and other records relating to the
contract will be subject at all reasonable times to inspection and audit by the
City for five years after completion of the contract. Such records will be
produced at a City of Phoenix office as designated by the City. Confidentiality
will be maintained, and City will not violate any proprietary or other
confidentiality agreements vendor has in place.
3.2.
DISCRIMINATION PROHIBITED: Contractor agrees to abide by the
provisions of the Phoenix City Code Chapter 18, Article V as amended.
Any contractor, in performing under this contract, will not discriminate against
any worker, employee or applicant, or any member of the public, because of
race, color, religion, sex, national origin, age or disability nor otherwise commit
an unfair employment practice. The supplier and/or lessee will take action to
ensure that applicants are employed, and employees are dealt with during
employment without regard to their race, color, religion, sex, or national origin,
age or disability and adhere to a policy to pay equal compensation to men and
women who perform jobs that require substantially equal skill, effort and
responsibility, and that are performed within the same establishment under
similar working conditions. Such action will include but not be limited to the
following: Employment, promotion, demotion or transfer, recruitment or
recruitment advertising, layoff or termination; rates of pay or other forms of
compensation; and selection for training; including apprenticeship. The
supplier further agrees that this clause will be incorporated in all subcontracts
with all labor organizations furnishing skilled, unskilled and union labor, or who
may perform any such labor or services in connection with this contract.
Contractor further agrees that this clause will be incorporated in all
subcontracts, job-contractor agreements or subleases of this agreement
entered into by supplier/lessee.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 8
File Number EXC 21-101
Rev. 12/2019
3.3.
EQUAL EMPLOYMENT OPPORTUNITY AND PAY: In order to do business
with the City, Contractor must comply with Phoenix City Code, 1969, Chapter
18, Article V, as amended, Equal Employment Opportunity Requirements.
Contractor will direct any questions in regard to these requirements to the
Equal Opportunity Department, (602) 262-6790.
For a Contractor with 35 employees or fewer: Contractor in performing
under this Agreement shall not discriminate against any worker, employee or
applicant, or any member of the public, because of race, color, religion, sex,
national origin, age, or disability, nor otherwise commit an unfair employment
practice. The Contractor will ensure that applicants are employed, and
employees are dealt with during employment without regard to their race,
color, religion, sex, national origin, age, or disability. Such action shall include
but not be limited to the following: employment, promotion, demotion or
transfer, recruitment or recruitment advertising, layoff or termination; rates of
pay or other forms of compensation; and selection for training; including
apprenticeship. The Contractor further agrees that this clause will be
incorporated in all subcontracts related to this Agreement that involve
furnishing skilled, unskilled and union labor, or who may perform any such
labor or services in connection with this Agreement. Contractor further agrees
that this clause will be incorporated in all subcontracts, Contractor agreements
or subleases of this agreement entered into by supplier/lessee.
For a Contractor with more than 35 employees: Contractor in performing
under this Agreement shall not discriminate against any worker, employee or
applicant, or any member of the public, because of race, color, religion, sex,
national origin, age, or disability, nor otherwise commit an unfair employment
practice. The Contractor will ensure that applicants are employed, and
employees are dealt with during employment without regard to their race,
color, religion, sex, national origin, age, or disability, and shall adhere to a
policy to pay equal compensation to men and women who perform jobs that
require substantially equal skill, effort, and responsibility, and that are
performed within the same establishment under similar working conditions.
Such action shall include but not be limited to the following: employment,
promotion, demotion or transfer, recruitment or recruitment advertising, layoff
or termination; rates of pay or other forms of compensation; and selection for
training; including apprenticeship. The Contractor further agrees that this
clause will be incorporated in all subcontracts with all labor organizations
furnishing skilled, unskilled and union labor, or who may perform any such
labor or services in connection with this contract. Contractor further agrees
that this clause will be incorporated in all subcontracts, job-Contractor
agreements or subleases of this Agreement entered into by supplier/lessee.
The Contractor further agrees not to discriminate against any worker,
employee or applicant, or any member of the public, because of sexual
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 9
File Number EXC 21-101
Rev. 12/2019
orientation or gender identity or expression and shall ensure that applicants
are employed, and employees are dealt with during employment without
regard to their sexual orientation or gender identity or expression.
3.3.1. Documentation: Suppliers and lessees may be required to provide
additional documentation to the Equal Opportunity Department affirming
that a nondiscriminatory policy is being utilized.
3.3.2. Monitoring: The Equal Opportunity Department shall monitor the
employment policies and practices of suppliers and lessees subject to
this article as deemed necessary. The Equal Opportunity Department
is authorized to conduct on-site compliance reviews of selected firms,
which may include an audit of personnel and payroll records, if
necessary.
3.4.
LEGAL WORKER REQUIREMENTS: The City of Phoenix is prohibited by
A.R.S. § 41-4401 from awarding a contract to any Contractor who fails, or
whose subcontractors fail, to comply with A.R.S. § 23-214(A). Therefore,
Contractor agrees that:
3.4.1. Contractor and each subcontractor it uses warrants their compliance
with all federal immigration laws and regulations that relate to their
employees and their compliance with A.R.S. § 23-214, subsection A.
3.4.2. A breach of a warranty under paragraph 1 will be deemed a material
breach of the contract that is subject to penalties up to and including
termination of the contract.
3.4.3. The City of Phoenix retains the legal right to inspect the papers of any
Contractor or subcontractor employee who works on the contract to
ensure that the Contractor or subcontractor is complying with the
warranty under paragraph 1.
3.5.
HEALTH, ENVIRONMENTAL AND SAFETY REQUIREMENTS: The
Contractor’s products, services and facilities will be in full compliance with all
applicable Federal, State and local health, environmental and safety laws,
regulations, standards, codes and ordinances, regardless of whether or not
they are referred to by the City.
At the request of City representatives, the Contractor will provide the City:
3.5.1. Environmental, safety and health regulatory compliance documents
(written safety programs, training records, permits, etc.) applicable to
services provided by the Contractor in this contract.
3.5.2. A list of all federal, state, or local (EPA, OSHA, Maricopa County, etc.)
citations or notice of violations issued against their firm or their
subcontractors including dates, reasons, dispositions and resolutions.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 10
File Number EXC 21-101
Rev. 12/2019
The City will have the right, but not the obligation to inspect the facilities,
transportation vehicles or vessels, containers and disposal facilities provided
by the Contractor or subcontractor. The City will also have the right to inspect
operations conducted by the Contractor or subcontractor in the performance of
this agreement. The City further reserves the right to make unannounced
inspections of the Contractor’s facilities (during normal business hours).
3.6.
COMPLIANCE WITH LAWS: Contractor agrees to fully observe and comply
with all applicable Federal, State and local laws, regulations, standards, codes
and ordinances when performing under this Contract regardless of whether
they are being referred to by the City. Contractor agrees to permit City
inspection of Contractor’s business records, including personnel records to
verify any such compliance.
Because the contractor will be acting as an independent contractor, the City
assumes no responsibility for the Contractor’s acts.
3.7.
LAWFUL PRESENCE REQUIREMENT: Pursuant to A.R.S. §§ 1-501 and -
502, the City of Phoenix is prohibited from awarding a contract to any natural
person who cannot establish that he or she is lawfully present in the United
States. In order to establish lawful presence, this person must produce
qualifying identification and sign a City-provided affidavit affirming that the
identification provided is genuine. This requirement will be imposed at the time
of contract award. In the event the prevailing responder is unable to satisfy this
requirement, the City will offer the award to the next-highest scoring
responder. The law does not apply to fictitious entities such as corporations,
partnerships and limited liability companies
3.8.
CONTINUATION DURING DISPUTES: Contractor agrees that
notwithstanding the existence of any dispute between the parties, insofar as is
possible, under the terms of the contract, the Contractor will continue to
perform the obligations required of Contractor during the continuation of any
such dispute unless enjoined or prohibited by an Arizona Court of competent
jurisdiction.
3.9.
EMERGENCY PURCHASES: The City reserves the right to purchase from
other sources those items which are required on an emergency basis and
cannot be supplied immediately from stock by the Contractor.
4.
COSTS AND PAYMENTS:
4.1.
GENERAL: Any prompt payment terms offered must be clearly noted by the
Contractor on all invoices submitted to the City for the payment of goods or
services received. The City will make every effort to process payment for the
purchase of material or services within thirty to forty-five calendar days after
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 11
File Number EXC 21-101
Rev. 12/2019
receipt of a correct invoice, unless a good faith dispute exists to any obligation
to pay all or a portion of the account. Payment terms are specified in the Offer.
4.2.
PAYMENT DEDUCTION OFFSET PROVISION: Contractor acknowledges
that the City Charter requires that no payment be made to any Contractor as
long as there is an outstanding obligation due to the City. Contractor agrees
that any obligation it owes to the City will be offset against any payment due to
the Contractor from the City.
4.3.
LATE SUBMISSION OF CLAIM BY CONTRACTOR: The City will not honor
any invoices or claims which are tendered one year after the last item of the
account accrued.
4.4.
DISCOUNTS: Payment discounts will be computed from the date of receiving
acceptable products, materials and/or services or correct invoice, whichever is
later to the date payment is mailed.
4.5.
NO ADVANCE PAYMENTS: Advance payments are not authorized. Payment
will be made only for actual services or commodities that have been received,
unless addressed specifically in the Scope of work for subscription services.
4.6.
FUND APPROPRIATION CONTINGENCY: The Vendor recognizes that any
agreement entered into will commence upon the day first provided and
continue in full force and effect until termination in accordance with its
provisions. The Vendor and the City herein recognize that the continuation of
any contract after the close of any given fiscal year of the City, which ends on
June 30th of each year, will be subject to the approval of the budget of the City
providing for or covering such contract item as an expenditure therein. The
City does not represent that said budget item will be actually adopted, said
determination being the determination of the City Council at the time of the
adoption of the budget.
4.7.
MAXIMUM PRICES: The City will not be invoiced at prices higher than those
stated in any contract resulting from this Offer. Contractor certifies, by signing
this Offer that the prices offered are no higher than the lowest price the
Contractor charges other buyers for similar quantities under similar conditions,
as applicable and shown by quotes for like services and goods. Contractor
further agrees that any reductions in the price of the goods or services covered
by this Offer and occurring after award will apply to the undelivered balance.
The Contractor will promptly notify the City of such price reductions.
4.8.
F.O.B. POINT: All prices are to be quoted F.O.B. delivered, unless specified
elsewhere in this solicitation.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 12
File Number EXC 21-101
Rev. 12/2019
5.
CONTRACT CHANGES:
5.1.
CONTRACT AMENDMENTS: Contracts will be modified only by a written
contract amendment signed persons duly authorized to enter into contracts on
behalf of the Contractor. No verbal agreement or conversation with any officer,
agent, or employee of the City either before or after execution of the contract,
will affect or modify any of the terms or obligations contained or to be
contained in the contract. Any such verbal agreements or conversation shall
be considered as unofficial information and in no way binding upon the City or
the Contractor. All agreements shall be in writing and contract changes shall
be by written amendment signed by both parties.
5.2.
ASSIGNMENT - DELEGATION: No right or interest in this contract nor monies
due hereunder will be assigned in whole or in part without written permission
of the City, and no delegation of any duty of Contractor will be made without
prior written permission of the City, which may be withheld for good cause.
Any assignment or delegation made in violation of this section will be void.
5.3.
NON-EXCLUSIVE CONTRACT: Any contract resulting from this solicitation
will be awarded with the understanding and agreement that it is for the sole
convenience of the City. The City reserves the right to obtain like goods or
services from another source when necessary.
6.
RISK OF LOSS AND LIABILITY:
6.1.
TITLE AND RISK OF LOSS: The title and risk of loss of material or service will
not pass to the City until the City actually receives the material or service at
the point of delivery; and such loss, injury, or destruction will not release seller
from any obligation hereunder.
6.2.
ACCEPTANCE: All material or service is subject to final inspection and
acceptance by the City. Material or service 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. Noncompliance will conform to the cancellation clause set forth in
this document.
6.3.
FORCE MAJEURE: Except for payment of sums due, neither party will 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. Force
majeure will not include late performance by a subcontractor unless the delay
arises out of a force majeure occurrence in accordance with this force majeure
term and condition.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 13
File Number EXC 21-101
Rev. 12/2019
If either party is delayed at any time in the progress of the work by force
majeure, the delayed party will notify the other party in writing of such delay,
as soon as is practical, of the commencement thereof and will specify the
causes of such delay in such notice. Such notice will be hand-delivered or
mailed certified-return receipt and will make a specific reference to this
provision, thereby invoking its provisions. The delayed party will cause such
delay to cease as soon as practicable and will notify the other party in writing
when it has done so. The time of completion will be extended by contract
modification for a period of time equal to the time that results or effects of such
delay prevent the delayed party from performing in accordance with this
contract.
6.4.
LOSS OF MATERIALS: The City does not assume any responsibility, at any
time, for the protection of or for loss of materials, from the time that the
contract operations have commenced until the final acceptance of the work by
the project manager.
6.5.
CONTRACT PERFORMANCE: Contractor will furnish all necessary labor,
tools, equipment, and supplies to perform the required services at the City
facilities designated, unless otherwise specifically addressed in the scope, or
elsewhere in this Agreement. The City's authorized representative will decide
all questions which may arise as to the quality and acceptability of any work
performed under the contract. If, in the opinion of the City's authorized
representative, performance becomes unsatisfactory, the City will notify the
Contractor.
The Contractor will have 30 days from that time to correct any specific instances
of unsatisfactory performance, unless a different amount of time is specified in
the agreement. In the event the unsatisfactory performance is not corrected
within the time specified, the City will have the immediate right to complete the
work to its satisfaction and will deduct the cost to cover from any balances due
or to become due the Contractor. Repeated incidences of unsatisfactory
performance may result in cancellation of the agreement for default.
6.6.
DAMAGE TO CITY PROPERTY: Contractor will perform all work so that no
damage to the building or grounds results. Contractor will repair any damage
caused to the satisfaction of the City at no cost to the City.
Contractor will take care to avoid damage to adjacent finished materials that are
to remain. If finished materials are damaged, Contractor will repair and finish to
match existing material as approved by the City at Contractor's expense.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 14
File Number EXC 21-101
Rev. 12/2019
7.
CITY’S CONTRACTUAL RIGHTS:
7.1.
Whenever one party to this contract in good faith has reason to question the
other party's intent to perform, the former party 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 days, the
demanding party may treat this failure as an anticipatory repudiation of this
contract.
7.2.
NON-EXCLUSIVE REMEDIES: The rights and remedies of the City under this
Contract are non-exclusive.
7.3.
DEFAULT IN ONE INSTALLMENT TO CONSTITUTE BREACH: Each
installment or lot of the agreement is dependent on every other installment or
lot and a delivery of non-conforming goods or a default of any nature under
one installment or lot will impair the value of the whole agreement and
constitutes a total breach of the agreement as a whole.
7.4.
ON TIME DELIVERY: Because the City is providing services which involve
health, safety and welfare of the general public, delivery time is of the
essence. Delivery must be made in accordance with the delivery schedule
promised by the Contractor.
7.5.
DEFAULT: In case of default by the Contractor, the City may, by written
notice, cancel this contract and repurchase from another source and may
recover the excess costs by (1) deduction from an unpaid balance due; (2)
collection against the bid and/or performance bond, or (3) a combination of the
aforementioned remedies or other remedies as provided by law.
7.6.
COVENANT AGAINST CONTINGENT FEES: Seller warrants that no person
or selling agent has been employed or retained to solicit or secure this contract
upon an agreement or understanding for a commission, percentage,
brokerage, or contingent fee, excepting bona fide employers or bona fide
established commercial or selling agencies maintained by the seller for the
purpose of securing business. For breach or violation of this warranty, the City
will have the right to annul the contract without liability or in its discretion to
deduct from the contract price a consideration, or otherwise recover the full
amount of such commission, brokerage or contingent fee.
7.7.
COST JUSTIFICATION: In the event only one response is received, the City
may require that the Contractor submit a cost proposal in sufficient detail for
the City to perform a cost/price analysis to determine if the Offer price is fair
and reasonable.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 15
File Number EXC 21-101
Rev. 12/2019
7.8.
WORK PRODUCT, EQUIPMENT AND MATERIALS: All work product,
equipment, or materials created or purchased under this contract belongs to
the City and must be delivered to the City at City’s request upon termination of
this contract. Contractor agrees to assign to City all rights and interests
Contractor may have in materials prepared under this contract that are “works
for hire” within the meaning of the copyright laws of the United States,
including any right to derivative use of the material.
8.
CONTRACT TERMINATION:
8.1.
GRATUITIES: The City may, by written notice to the Contractor, cancel this
contract if it is found 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 making
any determinations with respect to the performing of such contract. In the
event this contract is canceled by the City pursuant to this provision, the City
will be entitled, in addition to any other rights and remedies, to recover or
withhold from the Contractor the amount of the gratuity.
8.2.
CONDITIONS AND CAUSES FOR TERMINATION:
8.2.1 This contract may be terminated at any time by mutual written consent,
or by the City, with or without cause, upon giving thirty-day written
notice to Contractor. The City at its convenience, by written notice, may
terminate this contract, in whole or in part. If this contract is terminated,
the City will be liable only for payment under the payment provisions of
this contract for services rendered and accepted material received by
the City before the effective date of termination. Title to all materials,
work-in-process and completed but undeliverable goods, will pass to
the City after costs are claimed and allowed. The Seller will submit
detailed cost claims in an acceptable manner and will permit the City to
examine such books and records as may be necessary in order to verify
the reasonableness of any claims.
8.2.2 The City reserves the right to cancel the whole or any part of this
contract due to failure of Contractor to carry out any term, promise, or
condition of the contract. The City will issue a written notice of default to
Contractor for acting or failing to act as in any of the following:
In the opinion of the City, Contractor provides personnel who do
not meet the requirements of the contract;
In the opinion of the City, Contractor fails to perform adequately
the stipulations, conditions or services/specifications required in
this contract;
In the opinion of the City, Contractor attempts to impose on the
City personnel or materials, products or workmanship, which is of
an unacceptable quality.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
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File Number EXC 21-101
Rev. 12/2019
Contractor fails to furnish the required service and/or product
within the time stipulated in the contract;
In the opinion of the City, Contractor fails to make progress in the
performance of the requirements of the contract and/or give the
City a positive indication that Contractor will not or cannot
perform to the requirements of the contract.
8.3.
CONTRACT CANCELLATION: All parties acknowledge that this contract is
subject to cancellation by the City of Phoenix pursuant to the provision of
Section 38-511, Arizona Revised Statutes.
9.
BUSINESS IN ARIZONA:
The City will not enter contracts with Offerors (or any company(ies)) not granted
authority to transact business, or not in good standing, in the state of Arizona by the
Arizona Corporation Commission, unless the offeror asserts a statutory exception
prior to entering a contract with the City.
10.
STATE AND LOCAL TRANSACTION PRIVILEGE TAXES:
In accordance with applicable state and local law, transaction privilege taxes may be
applicable to this transaction. The state and local transaction privilege (sales) tax
burden and legal liability to remit taxes are on the vendor that is conducting business
in Arizona and the City of Phoenix. Any failure by the Contractor to collect applicable
taxes from the City will not relieve the Contractor from its obligation to remit taxes. It
is the responsibility of the prospective bidder to determine any applicable taxes. The
City 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 City provide advice or
guidance. If you have questions regarding your tax liability, please seek advice from a
tax professional prior to submitting your offer. You may also find information at
https://www.phoenix.gov/finance/plt or https://www.azdor.gov/Business.aspx. Once
your offer is submitted, the Offer is valid for the time specified in this Solicitation,
regardless of mistake or omission of tax liability. If the City finds over payment of a
project due to tax consideration that was not due, the Contractor will be liable to the
City for that amount, and by contracting with the City, the Contractor agrees to remit
any overpayments back to the City for miscalculations on taxes included in a offer
price.
11. TAX INDEMNIFICATION:
Contractor will pay all federal, state and local taxes applicable to its operation and
any persons employed by the Contractor, and require the same of all subcontractors.
Contractor will hold the City harmless from any responsibility for taxes, damages and
interest, if applicable, contributions required under federal, and/or state and local laws
and regulations and any other costs including transaction privilege taxes,
unemployment compensation insurance, Social Security and Worker's
Compensation, and require the same of all subcontractors.
SECTION II – STANDARD TERMS AND CONDITIONS
CITY OF PHOENIX
Page 17
File Number EXC 21-101
Rev. 12/2019
12.
TAX RESPONSIBILITY QUALIFICATION:
Contractor may be required to establish, to the satisfaction of City, 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). Contractor agrees to a waiver of the confidentiality
provisions contained in the City Finance Code and any similar confidentiality
provisions contained in Arizona statutes relative to State Transaction Privilege Taxes
or Use Taxes. Contractor agrees to provide written authorization to the City Finance
Department and to the Arizona State Department of Revenue to release tax
information relative to Arizona Transaction Privilege Taxes or Arizona Use Taxes in
order to assist the Department in evaluating Contractor's qualifications for and
compliance with contract for duration of the term of contract.
13.
NO ISRAEL BOYCOTT:
By entering into this contract, the Contractor certifies that they are not currently
engaged in, and agrees for the duration of the contract to not engage in, a boycott of
goods or services from Israel.
SECTION III – SPECIAL TERMS AND CONDITIONS
CITY OF PHOENIX
Page 18
File Number EXC 21-101
Rev. 12/2019
SECTION III – SPECIAL TERMS AND CONDITIONS
1.
FREE ON BOARD (FOB): Prices quoted shall be FOB destination and delivered, as
required, to the following point(s): 2430 S 22nd Ave, Phoenix, AZ 85009
2.
PRICE: All prices submitted shall be firm and fixed for the initial one (1) year of the
contract. Thereafter, price increases will be considered annually provided the
adjustments are submitted in writing with 30 days’ notice to the Procurement Officer.
Price increase requests shall be accompanied with written documentation to support
the increase, such as a letter from the manufacturer, published price index,
applicable change in law, etc. Price decrease requests do not require supporting
documentation and are allowed at any time during the contract term.
The City will be the sole judge in determining the allowable increase amount. Price
increases agreed to by any staff other than the Deputy Finance Director or Department
Director are invalid. The Contractor acknowledges and agrees to repay all monies paid
because of a requested price increase unless the increase was specifically approved,
in writing, by the Deputy Finance Director or Department Director.
3.
DISCOUNTS FROM PUBLISHED CATALOGS/PRICE LISTS: Vendor must indicate
and provide with its submittal, if reasonable, the manufacturer’s price list, or catalog
that will be in effect at the commencement of the contract and from which the
discounts offered will be evaluated. The Procurement Officer must be informed 30
days in advance of any new price list or catalogs and the respective date(s).
Any terms and conditions contained in the price list(s) or catalog(s) will not take
precedence over the City’s terms and conditions specified herein.
3.1.
All discounts offered will be firm and fixed for the entire contract period.
Discounts offered must be expressed as a single percentage (%) figure for
each contract item. Offers containing chain or multiple discounts may be
considered non-responsive.
3.2.
All invoices must include the manufacturer’s part number, list price and
discount percentage, net price extended and totaled. The City reserves the
right to request a hard copy of the manufacturer’s documented price listing for
any item(s) invoiced.
4.
METHOD OF ORDERING: Contractor shall deliver items and/or services only upon
receipt of a written purchase order. All Contractor invoices and packing/delivery
tickets must include the City of Phoenix purchase order number.
5.
METHOD OF INVOICING: Invoice must be emailed in .pdf format to
invoices@phoenix.gov and must include the following:
SECTION III – SPECIAL TERMS AND CONDITIONS
CITY OF PHOENIX
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File Number EXC 21-101
Rev. 12/2019
City purchase order number or shopping cart number
Items listed individually by the written description and part number.
Unit price, extended and totaled.
Quantity ordered, back ordered, and shipped.
Applicable tax
Invoice number and date.
Delivery address.
Payment terms.
FOB terms.
Remit to address
6.
METHOD OF PAYMENT: Payment to be made from Contractor’s invoice and a copy
of the signed delivery/service ticket submitted to cover items received and accepted
during the billing period.
7.
PARTIAL PAYMENTS: Partial payments are authorized on individual purchase
orders. Payment will be made for actual goods and services received and accepted
by the City.
8.
SUPPLIER PROFILE CHANGES: It is the responsibility of the Contractor to
promptly update their profile in procurePHX at www.phoenix.gov/procure. If
Contractor’s legal identify has changed, the Procurement Officer must be notified
immediately. Failure to do so may result in non-payment of invoices and contract
termination.
9.
ESTIMATED QUANTITIES OR DOLLAR AMOUNTS: Quantities and dollar amounts
listed are the City’s best estimate and do not obligate the City to order or accept more
than City’s actual requirements during the period of this agreement, as determined by
actual needs and availability or appropriated funds. It is expressly understood and
agreed that the resulting contract is to supply the City with its complete actual
requirement for the contract period.
10.
AUTHORIZED CHANGES: The City reserves the right at any time to make changes
in any one or more of the following: (a) specifications; (b) methods of shipment or
packing; (c) place of delivery; (d) time of delivery; and/or (e) quantities. If the change
causes an increase or decrease in the cost of or the time required for performance,
an equitable adjustment may be made in the price or delivery schedule, or both. Any
claim for adjustment will be deemed waived unless asserted in writing within thirty
days from the receipt of the change. Price increases or extensions of delivery time
will not be binding on the City unless evidenced in writing and approved by the
Deputy Finance Director or Department Director prior to the institution of the change.
SECTION III – SPECIAL TERMS AND CONDITIONS
CITY OF PHOENIX
Page 20
File Number EXC 21-101
Rev. 12/2019
11.
PERFORMANCE INTERFERENCE: Contractor shall notify the City’s department
contact immediately of any occurrence and/or condition that interferes with the full
performance of the contract and confirm it in writing within 24 hours.
Department Contact: Phoenix Fire Department Special Operations
Phone: (602) 534-0947
Email: joel.d.navarro@phoenix.gov
12.
COOPERATIVE AGREEMENT: In addition to the City and with approval of the
Contractor, this contract may be extended for use by other municipalities and
government agencies in the State of Arizona.
A current listing of eligible entities may be found at
www.mesaaz.gov/business/purchasing/save Any such usage by other entities must
be in accordance with the ordinance, charter and/or procurement rules and
regulations of the respective entity. Orders placed by other agencies and payment
thereof will be the sole responsibility of that entity. The City shall not be responsible
for any disputes arising out of transactions made by other entities who utilize this
solicitation.
13.
ADVERTISING: Contractor will not advertise or publish news releases concerning
this contract without the prior written consent of the Deputy Finance Director or
Department Director, and the City will not unreasonably withhold permission.
14.
EXCLUSIVE POSSESSION: All services, information, computer program elements,
reports, and other deliverables which may be created under this contract are the sole
property of the City of Phoenix and will not be used by the Contractor or any other
person except with prior written permission by the City.
15.
STRICT PERFORMANCE: Failure of either party to insist upon the strict
performance of any item 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 acceptance
of materials or services, obligations imposed by this contract, or by law, will not be
deemed a waiver of any right of either party to insist upon the strict performance of
the contract.
16.
LICENSES AND PERMITS: Contractor will keep current Federal, State, and local
licenses and permits required for the operation of the business conducted by the
Contractor as applicable to this contract.
17.
DELIVERY: All deliveries shall be made between the hours of 7:00 a.m. and 4:00
p.m., local time, Monday through Friday, excluding the following City holidays:
SECTION III – SPECIAL TERMS AND CONDITIONS
CITY OF PHOENIX
Page 21
File Number EXC 21-101
Rev. 12/2019
New Year's Day - January 1
Martin Luther King Jr., Birthday - Third Monday in January
President's Day - Third Monday in February
Cesar Chavez Day - March 31
Memorial Day - Last Monday in May
Independence Day - July 4
Labor Day - First Monday in September
Veterans' Day - November 11
Thanksgiving Day - Fourth Thursday in November
Christmas Day - December 25
18.
DELIVERY/SERVICE TICKET: Contractor shall provide a packing list or service
ticket for items delivered to the City or services provided to the City. Tickets should
include the following and a legible copy shall be provided to the City:
Date
City purchase order number
Written description of services which were provided
Itemized list of materials which were delivered, including quantity
A unique identification number and Contractor name
Signature of City employee who accepted for the materials/services
19.
MISCELLANEOUS FEES: Additional charges for fuel surcharges, delivery charges,
dealer prep, environmental fees, waste disposal, shop supplies, set-up, freight and/or
shipping and handling, etc. will not be paid. These costs must be incorporated in the
pricing provided in the bid price schedule.
Labor rates (Shop and On-site) shall be charged as a flat hourly rate and are allowed
only in performance of services under this agreement. Travel hours and other
incidental fees will not be permitted under this agreement. Labor hours will be from
“check-in” to “check-out” at the worksite.
20.
WARRANTY: All equipment supplied under this contract shall be fully guaranteed by
the contractor for a minimum period of one (1) year from the date of acceptance by
the City. Any defects of design, workmanship, or materials that would result in non-
compliance with the contract specifications shall be fully corrected by the contractor
(including parts and labor) without cost to the City.
21.
INDUSTRY STANDARDS: It is intended that the manufacturer in the selection of
components will use material and design practices that are the best available in the
industry for the type of operating conditions to which the item will be subjected.
Component parts shall be selected to give maximum performance, service life and
safety and not merely meet the minimum requirements of this specification. All parts,
SECTION III – SPECIAL TERMS AND CONDITIONS
CITY OF PHOENIX
Page 22
File Number EXC 21-101
Rev. 12/2019
equipment and accessories shall conform in strength, quality of material and
workmanship to recognized industry standards.
The City reserves the right to waive minor variations if, in the opinion of the Phoenix
Fire Department Special Operations, Deputy Chief, the basic unit meets the
general intent of these specifications.
The product offered shall not include a major component that is of a prototype nature
or has not been in production for a sufficient length of time to demonstrate reliability.
If the specifications stated herein for component items do not comply with legal
requirements, the Contractor shall so notify the City prior to the Offer due date.
22.
INSPECTION AND ACCEPTANCE: Each product delivered shall be subject to
complete inspection by the City prior to acceptance. Inspection criteria shall include,
but not be limited to, conformity to the specifications, mechanical integrity, quality,
workmanship and materials. Ten business days will be allowed for this process. If
delivered items are unacceptable and returned to the Contractor prior to acceptance,
an additional five business days will be allowed for inspection when subsequent
delivery occurs. It shall be the Contractor’s responsibility to pick up unacceptable
products, correct the deficiencies, and return the product following the corrections.
23.
MANUALS: All complete operating manuals and parts manuals are to be furnished
upon delivery at no additional cost to the City. Manuals and other materials shall
show all purchased hazmat detection meter specifications and mechanical
troubleshooting in paper and electronic media.
24.
NEW EQUIPMENT: All items offered shall be new equipment supplied from the
manufacturer. Offers for remanufactured/refurbished equipment will be considered
as non-responsive and rejected.
25.
PRODUCT DISCONTINUANCE: The City may award contracts for products and/or
models of equipment because of this solicitation. If a product or model is discontinued
by the manufacturer, the City, in its sole discretion, may allow the Contractor to
provide a substitute for the discontinued item. Contractor shall request permission to
substitute a new product or model and will provide the following:
A formal announcement from the manufacturer that the product or model has
been discontinued.
Documentation from the manufacturer that names the replacement product or
model.
Documentation that provides clear and convincing evidence that the
SECTION III – SPECIAL TERMS AND CONDITIONS
CITY OF PHOENIX
Page 23
File Number EXC 21-101
Rev. 12/2019
replacement meets or exceeds all specifications required by the original
solicitation.
Documentation that provides clear and convincing evidence that the
replacement will be compatible with all functions or uses of the discontinued
product or model.
Documentation from the manufacturer confirming that the price for the
replacement item will be the same as the discontinued item.
The Deputy Finance Director or Department Director will be the sole judge in
determining the allowable substitute, new product or model change for discontinued
item.
SECTION IV– INSURANCE
CITY OF PHOENIX
Page 24
File Number EXC 21-101
Rev. 12/2019
SECTION IV – INSURANCE AND INDEMNIFICATION
1.
DEFENSE AND INDEMNIFICATION CLAUSE: Contractor (“Indemnitor”) must defend,
indemnify, and hold harmless the City of Phoenix and its officers, officials (elected or
appointed), agents, and employees (“Indemnitee”) from and against any and all claims,
actions, liabilities, damages, losses or expenses (including but not limited to court costs,
attorney fees, expert fees, and costs of claim processing, investigation and litigation) of
any nature or kind whatsoever (“Losses”) caused, or alleged to be caused, in whole or
in part, by the wrongful, negligent or willful acts, or errors or omissions of Indemnitor or
any of its owners, officers, directors, members, managers, agents, employees or
subcontractors (“Indemnitor’s Agents”) arising out of or in connection with this Contract.
This defense and indemnity obligation includes holding Indemnitee harmless for any
Losses arising out of or recovered under any state’s Workers’ Compensation Law or
arising out of the failure of Indemnitor or Indemnitor’s Agents to conform to any federal,
state or local law, statute, ordinance, rule, regulation or court decree. Indemnitor’s duty
to defend Indemnitee accrues immediately at the time a claim is threatened or a claim is
made against Indemnitee, whichever is first. Indemnitor’s duty to defend exists
regardless of whether Indemnitor is ultimately found liable. Indemnitor must indemnify
Indemnitee from and against any and all Losses, except where it is proven that those
Losses are solely a result of Indemnitee’s own negligent or willful acts or omissions.
Indemnitor will be responsible for primary loss investigation, defense and judgment
costs where this indemnification applies. In consideration of the award of this Contract,
Indemnitor waives all rights of subrogation against Indemnitee for losses arising from
the work performed by Indemnitor or Indemnitor’s Agents for the City of Phoenix. The
obligations of Indemnitor under this provision survive the termination or expiration of this
Contract.
2.
VENDOR’S INSURANCE: Vendor must procure insurance against claims that may
arise from or relate to performance of the work hereunder by Vendor and its agents,
representatives, employees and sub-Vendors. Vendor must maintain that insurance
until all their obligations have been discharged, including any warranty periods under
this Contract.
The City in no way warrants that the limits stated in this section are sufficient to protect
the Vendor from liabilities that might arise out of the performance of the work under this
Contract by the Vendor, its agents, representatives, employees or subcontractors and
Vendor may purchase additional insurance as they determine necessary.
2.1. SCOPE AND LIMITS OF INSURANCE: Contractor must provide coverage with
limits of liability not less than those stated below. An excess liability policy or
umbrella liability policy may be used to meet the liability limits provided that (1) the
coverage is written on a “following form” basis, and (2) all terms under each line of
coverage below are met.
SECTION IV– INSURANCE
CITY OF PHOENIX
Page 25
File Number EXC 21-101
Rev. 12/2019
2.1.1. Commercial General Liability – Occurrence Form
General Aggregate
$2,000,000
Products – Completed Operations Aggregate
$1,000,000
Personal and Advertising Injury
$1,000,000
Each Occurrence
$1,000,000
The Vendor’s insurance coverage must be primary and non-contributory with
respect to any insurance or self-insurance carried by the City.
2.2. NOTICE OF CANCELLATION: For each insurance policy required by the insurance
provisions of this Contract, the Contractor must provide to the City, within 5 business
days of receipt, a notice if a policy is suspended, voided or cancelled for any reason.
Such notice must be mailed, emailed, or hand delivered to Steve Volk at
steve.volk@phoenix.gov
2.3. ACCEPTABILITY OF INSURERS: Insurance is to be placed with insurers duly
licensed or authorized to do business in the state of Arizona and with an “A.M. Best”
rating of not less than B+ VI. The City in no way warrants that the required minimum
insurer rating is sufficient to protect the Contractor from potential insurer insolvency.
2.4. VERIFICATION OF COVERAGE: Contractor must furnish the City with certificates
of insurance (ACORD form or equivalent approved by the City) as required by this
Contract. The certificates for each insurance policy are to be signed by a person
authorized by that insurer to bind coverage on its behalf.
All certificates and any required endorsements are to be received and approved by
the City before work commences. Each insurance policy required by this Contract
must be in effect at or prior to commencement of work under this Contract and
remain in effect for the duration of the project. Failure to maintain the insurance
policies as required by this Contract or to provide evidence of renewal is a material
breach of contract.
All certificates required by this Contract must be sent directly to Steve Volk at
steve.volk@phoenix.gov. The City project/contract number and project
description must be noted on the certificate of insurance. The City reserves the
right to review complete copies of all insurance policies required by this Contract at
any time. DO NOT SEND CERTIFICATES OF INSURANCE TO THE CITY’S
RISK MANAGEMENT DIVISION.
2.5. SUBCONTRACTORS: Contractor’s certificates shall include all subcontractors as
additional insureds under its policies OR Contractor shall be responsible for ensuring
and verifying that all subcontractors have valid and collectable insurance. At any
SECTION IV– INSURANCE
CITY OF PHOENIX
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File Number EXC 21-101
Rev. 12/2019
time throughout the life of the contract, the City of Phoenix reserves the right to
require proof from the Contractor that its subcontractors have insurance coverage.
All subcontractors providing services included under this Contract’s Scope of
Services are subject to the insurance coverages identified above and must include
the City of Phoenix as an additional insured. In certain circumstances, the Contractor
may, on behalf of its subcontractors, waive a specific type of coverage or limit of
liability where appropriate to the type of work being performed under the subcontract.
Contractor assumes liability for all subcontractors with respect to this Contract.
2.6. APPROVAL: Any modification or variation from the insurance coverages and
conditions in this Contract must be documented by an executed contract
amendment.
SECTION V– SCOPE OF WORK
CITY OF PHOENIX
Page 27
File Number EXC 21-101
Rev. 12/2019
SECTION V – SCOPE
1.
BACKGROUND
The Phoenix Fire Department Special Operations Sections provides hazardous material
response to incidents involving chemical spills and gas releases. Specialized hazmat
detection meters are required to monitor atmospheric conditions and specific chemical
hazards. Many of the current meters are old and obsolete. Others are beyond repair
and in need to be replaced.
2.
SCOPE
The Phoenix Fire Department’s Special Operations Section has the need for gas
detection meters for Hazardous Materials Response.
3.
GENERAL REQUIREMENTS AND REPAIRS
3.1.
The Contractor guarantees that the products meet all the requirements set forth
herein. If it is found that the equipment does not meet the requirement of the
specification, the Contractor will be required to correct the equipment at their
expense.
3.2.
The Contractor states that item(s) ordered will be delivered within 30 days after
receipt of order.
3.3.
The City will provide “ship to” and account information for shipping method.
3.4.
For warrantee and service plan work, the Contractor will complete the required
inspections within 48 hours of the receipt of equipment. The work including
certifications and repairs will be completed in no more than 21 days. If a repair
longer than 21 days is required, Contractor will provide loaner equipment if
requested.
3.5.
For warrantee work and service plan work, the Contractor will return equipment
that was repaired to the City at no additional shipping cost to the City.
3.6.
The Contractor is required to carry original equipment manufacturer (OEM) parts
and to perform repairs as needed. Contractor certifies that all parts will meet the
manufacturer's factory replacement part requirements. OEM repair parts shall be
used for the repairs.
3.7.
Repairs shall be performed on an as-needed basis, PFD will notify the Contractor
by phone or email about the issue and ship the equipment to Contractor’s service
center.
3.8.
For repairs to equipment not under a warrantee or service plan, the Contractor will
assess the equipment within 48 hours upon receipt of the equipment.
3.9.
The Contractor will provide a detailed written estimate via email, of the total cost
SECTION V– SCOPE OF WORK
CITY OF PHOENIX
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of the repair (including labor, parts etc.) within 3 business days upon assessment
of the equipment. The estimate must include the list price for parts, discount
percentage and final price with the discount applied.
3.10. The PFD will determine if it is cost effective to repair the equipment. The PFD will
approve each repair and notify the Contractor within 3 business days about their
decision. If approval is denied the Contractor will ship back the equipment in
assembled condition within 7 business days.
3.11. If PFD approves the repair, the Contractor will perform the repair within 7 business
days upon receipt of the purchase order. The Contractor will return the equipment
within 7 business days upon completion of the repair.
3.12. Reporting Requirements – All repairs and inspection should include a report on
type of equipment serviced, quantity serviced, type of service provided (i.e. -
inspection, certification, repairs etc.).
4.
EQUIPMENT LIST
Manufacturer
Model / Part
Number
Description
Quantity
Proengin
M910-E00-003
UC AP4C Kit
10
Proengin
M910 E10 000
Chemical Detector AP4C
2
Proengin
M266 E40 000
Hydrogen storage Device
10
Proengin
M266 E20 000
Battery for AP4C
10
Proengin
M910 EA1 000
Sampling nozzle (Vapor)
5
Proengin
M266 E60 000
Liquid agent device S4PE
2
Proengin
M266 EA3 000
Battery for S4PE
10
Proengin
M266 EA5 000
Test Scrapers
(Box of 10)
10
Proengin
M910 E80 000
Sampling nozzle for S4PE
10
Proengin
M266 E70 000
Sampling scrapers
(Box of 10)
10
Proengin
M266 E50 000
Buzzer
2
Proengin
M910 E90 003
Technical Guide
4
Proengin
M910 E91 003
Transport Case
2
Proengin
M670 E20 000
Rechargeable battery block
2
SECTION V– SCOPE OF WORK
CITY OF PHOENIX
Page 29
File Number EXC 21-101
Rev. 12/2019
Manufacturer
Model / Part
Number
Description
Quantity
Proengin
M670 E10 002
Battery Charger
2
Proengin
Number not
available- New
S4PX Opioids Sampler
10
Proengin
M2852 E00 000
SimTool Kit
2
Proengin
M2417 E00 000
Minibench for cylinder refill
1
Proengin
M1029 E00 000
Battery Holder
10
Proengin
M266 E17 000
Battery Drawer
10
Proengin
Labor
Repairs/Maintenance
As Needed
Proengin
Replacement
Parts
List Price - % Discount
As Needed
Proengin
Training
On-Site
As Needed
Proengin
Training
Ongoing Training
As Needed
5.
TRAINING: Training will be provided once the Fire Department receives its equipment.
Training session shall be conducted either on-site or virtual, and provide for a maximum
of fifteen (15) users the ability to fully utilize the detection devices. Training session shall
be designed to allow each student to have a practical hands-on experience, must include
meter set up, operation, interpretation of instrument response, and maintenance. Course
will include lecture style as well as hands-on component covering all aspects of the
meter(s). It may be necessary for the vendor to provide additional equipment prior to the
training for adequate equipment to student ratio. The City will determine ratio. This
additional equipment, if necessary, will be provided at no cost to the City. All training
materials shall be furnished at no additional cost to the City. Manuals and other materials
shall show all meter specifications and mechanical troubleshooting in paper and
electronic media. Training session will be one session. Depending on funding the Fire
Department will have the discretion to select the type of training. Virtual training will be at
no cost to the City.
SECTION VI – PRICE SCHEDULE
CITY OF PHOENIX
Page 30
File Number EXC 21-101
Rev. 12/2019
SECTION VI – PRICE SCHEDULE
Manufacturer
Model / Part
Number
Description
Quantity
Price
Delivery
Proengin
M910-E00-
003
UC AP4C Kit
10
$25,144.2
0
1-6 Weeks
Proengin
M910 E10 000
Chemical Detector
AP4C
2
$22,235.2
2
1-6 Weeks
Proengin
M266 E40 000
Hydrogen storage
Device
10
$618.30
1-6 Weeks
Proengin
M266 E20 000
Battery for AP4C
10
$48.55
1-6 Weeks
Proengin
M910 EA1
000
Sampling nozzle
(Vapor)
5
$39.39
1-6 Weeks
Proengin
M266 E60 000
Liquid agent device
S4PE
2
$1,211.87
1-6 Weeks
Proengin
M266 EA3
000
Battery for S4PE
10
$48.55
1-6 Weeks
Proengin
M266 EA5
000
Test Scrapers
(Box of 10)
10
$395.71
1-6 Weeks
Proengin
M910 E80 000
Sampling nozzle for
S4PE
10
$51.30
1-6 Weeks
Proengin
M266 E70 000
Sampling scrapers
(Box of 10)
10
$318.77
1-6 Weeks
Proengin
M266 E50 000
Buzzer
2
$63.66
1-6 Weeks
Proengin
M910 E90 003
Technical Guide
4
$20.00
1-6 Weeks
Proengin
M910 E91 003
Transport Case
2
$185.00
1-6 Weeks
Proengin
M670 E20 000
Rechargeable battery
block
2
$439.12
1-6 Weeks
SECTION VI – PRICE SCHEDULE
CITY OF PHOENIX
Page 31
File Number EXC 21-101
Rev. 12/2019
Manufacturer
Model / Part
Number
Description
Quantity
Price
Delivery
Proengin
M670 E10 002
Battery Charger
2
$346.72
1-6 Weeks
Proengin
Number not
available- New
S4PX Opioids Sampler
10
$1,804.08
1-6 Weeks
(Once
Available)
Proengin
M2852 E00
000
SimTool Kit
2
$21,188.9
1
1-10 Weeks
Proengin
M2417 E00
000
Minibench for cylinder
refill
1
$17.518.5
0
1-2 Months
Proengin
M1029 E00
000
Battery Holder
10
$68.70
1-6 Weeks
Proengin
M266 E17 000
Battery Drawer
10
$76.03
1-6 Weeks
Proengin
M910 E00
00W
AP4C Extended
Warranty
(2 year increments)
As
Needed
$1,750.00
Proengin
M910 E20
0MW
AP4C Cleaning and
Calibration and
Extended Warranty
(2 year increments)
As
Needed
$2,426.00
Proengin
Labor
Repairs/Maintenance
As
Needed
- 10%
Discount
Estimate
Provided
after
Assessment
Proengin
Catalog Parts
and
Equipment
List Price - 10%
Discount
As
Needed
List Price -
10%
Discount
Proengin
Training
On-Site Training
Maximum
15
$2,300.00
Proengin
Training
Ongoing Training
As
Needed
SECTION VII - SUBMITTALS/APPROVALS
CITY OF PHOENIX
Page 32
File Number EXC 21-101
Rev. 12/2019
SECTION VII – SUBMITTALS/APPROVALS
1. OPTION FOR ADDITIONAL QUANTITIES AND PRODUCTS:
The City anticipates considerable activity under the resultant contract(s). However, no
guarantee can be made as to actual hazmat meter device(s), that will be purchased under
this contract. The City reserves the right to add, change or delete quantities or items as
circumstances may require.
2. REFERENCES:
Contractor shall furnish the names, addresses, and telephone numbers of a minimum of
three firms or government organizations for which the Contractor is currently furnishing or
has furnished, completed service for: hazmat gas detection devices.
Company Name
3south
Address
3175 Conway Drive, Baton Rouge, LA 70809
Reference
Charlotte Johnson
Telephone Number
(504) 858-1955
Email address
charlotte@3southcompanies.com
Company Name
Boston Fire Department, Special Operations
Command-Hazmat/WMD
Address
Reference
Captain Ryan McGovern
Telephone Number
(617) 343-4115
Email address
ryan.mcgovern@boston.gov
Company Name
Newport News Regional Hazmat Team
Address
685 Oyster Point Rd., Newport News, VA 23602
Reference
Geoffery Thurman, Captain 6/A
Telephone Number
(757) 207-6219
Email address
gthurman@nnva.gov
SECTION VII - SUBMITTALS/APPROVALS
CITY OF PHOENIX
Page 33
File Number EXC 21-101
Rev. 12/2019
3. WARRANTY:
Specify the Contractor or dealership/manufacturer where warranty work will be done:
Contractor
Proengin, Inc.
Address
140 South University Drive, Suite F
City, State and Zip Code
Plantation, FL 33324
Payment Terms & Options: Choose an option, if a box is not checked, the City will default
to 0% - net 45 days:
Contractor offers a prompt payment discount of either _______% - 30 days or 0% – 45
days - to apply after receipt of invoice or final acceptance of the products (invoice
approval), whichever date is later, starts the 30 days. If no prompt payment discount is
offered, the default is 0%, net 45 days; effective after receipt of invoice or final acceptance
of the products, whichever is later. Payment terms offering a discount will not be
considered in the price evaluation of your offer.
Contractor may be paid immediately upon invoice approval, if enrollment is made to the
Single Use Account (SUA) Program, administered by the City’s servicing bank (“Bank”).
By checking this box, the vendor accepts transaction costs charged by their merchant
bank and agrees not to transfer to the City those extra charges. The City will not pay an
increase in our services for the SUA charges; if an audit uncovers an upcharge for the
SUA charges the vendor will owe the City all costs. The vendor may opt-out of the SUA
program once, but then may not rejoin during the same contract term.
Contractor Information: Complete the following:
Company Name
Proengin, Inc.
Mailing Address
140 South University Drive, Suite F
City, State, Zip Code
Plantation, FL 33324
Contact Person
Olivier Ancely
Telephone No.
(954) 760-9990, (954) 260-2666 Cell
E-Mail Address
Olivier.Ancely@proengin.com
Arizona Sales Tax No.
City of Phoenix Sales
Tax No.
Arizona Corporation
Commission File No.
IV0000048340
City’s Vendor
Registration ID No.
V3548077
LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
PROENGIN, INC.
EXHIBIT B
Scope of Work
1. BACKGROUND
THE GLENDALE FIRE DEPARTMENT (GFD) SPECIAL OPERATIONS DIVISION PROVIDES
HAZARDOUS MATERIAL RESPONSE TO INCIDENTS INVOLVING CHEMICAL SPILLS AND GAS
RELEASES. SPECIALIZED HAZMAT DETECTION METERS ARE REQUIRED TO MONITOR
ATMOSPHERIC CONDITIONS AND SPECIFIC CHEMICAL HAZARDS. MANY OF THE CURRENT
METERS ARE OLD AND OBSOLETE. OTHERS ARE BEYOND REPAIR AND IN NEED TO BE
REPLACED.
2. SCOPE
THE GLENDALE FIRE DEPARTMENT’S SPECIAL OPERATIONS SECTION HAS THE NEED FOR
GAS DETECTION METERS FOR HAZARDOUS MATERIALS RESPONSE
3. GENERAL REQUIREMENTS AND REPAIRS
3.1. THE CONTRACTOR GUARANTEES THAT THE PRODUCTS MEET ALL THE
REQUIREMENTS SET FORTH HEREIN. IF IT IS FOUND THAT THE EQUIPMENT DOES NOT
MEET THE REQUIREMENT OF THE SPECIFICATION, THE CONTRACTOR WILL BE REQUIRED
TO CORRECT THE EQUIPMENT AT THEIR EXPENSE.
3.2. THE CONTRACTOR STATES THAT ITEM(S) ORDERED WILL BE DELIVERED WITHIN
30 DAYS AFTER RECEIPT OF ORDER.
3.3. THE CITY WILL PROVIDE “SHIP TO” AND ACCOUNT INFORMATION FOR SHIPPING
METHOD.
3.4. FOR WARRANTEE AND SERVICE PLAN WORK, THE CONTRACTOR WILL COMPLETE
THE REQUIRED INSPECTIONS WITHIN 48 HOURS OF THE RECEIPT OF EQUIPMENT. THE
WORK INCLUDING CERTIFICATIONS AND REPAIRS WILL BE COMPLETED IN NO MORE THAN
21 DAYS. IF A REPAIR LONGER THAN 21 DAYS IS REQUIRED, CONTRACTOR WILL PROVIDE
LOANER EQUIPMENT IF REQUESTED.
3.5. FOR WARRANTEE WORK AND SERVICE PLAN WORK, THE CONTRACTOR WILL
RETURN EQUIPMENT THAT WAS REPAIRED TO THE CITY AT NO ADDITIONAL SHIPPING
COST TO THE CITY.
3.6. THE CONTRACTOR IS REQUIRED TO CARRY ORIGINAL EQUIPMENT
MANUFACTURER (OEM) PARTS AND TO PERFORM REPAIRS AS NEEDED. CONTRACTOR
CERTIFIES THAT ALL PARTS WILL MEET THE MANUFACTURER'S FACTORY REPLACEMENT
PART REQUIREMENTS. OEM REPAIR PARTS SHALL BE USED FOR THE REPAIRS.
3.7. REPAIRS SHALL BE PERFORMED ON AN AS-NEEDED BASIS, PFD WILL NOTIFY THE
CONTRACTOR BY PHONE OR EMAIL ABOUT THE ISSUE AND SHIP THE EQUIPMENT TO
CONTRACTOR’S SERVICE CENTER.
3.8. FOR REPAIRS TO EQUIPMENT NOT UNDER A WARRANTEE OR SERVICE PLAN, THE
CONTRACTOR WILL ASSESS THE EQUIPMENT WITHIN 48 HOURS UPON RECEIPT OF THE
EQUIPMENT.
3.9. THE CONTRACTOR WILL PROVIDE A DETAILED WRITTEN ESTIMATE VIA EMAIL,
OF THE TOTAL COST OF THE REPAIR (INCLUDING LABOR, PARTS ETC.) WITHIN 3 BUSINESS
DAYS UPON ASSESSMENT OF THE EQUIPMENT. THE ESTIMATE MUST INCLUDE THE LIST
PRICE FOR PARTS, DISCOUNT PERCENTAGE AND FINAL PRICE WITH THE DISCOUNT
APPLIED.
3.10. THE GFD WILL DETERMINE IF IT IS COST EFFECTIVE TO REPAIR
THE EQUIPMENT.
THE
GFD
WILL
APPROVE
EACH
REPAIR
AND
NOTIFY
THE
CONTRACTOR WITHIN 3 BUSINESS DAYS ABOUT THEIR DECISION. IF APPROVAL IS
DENIED
THE CONTRACTOR WILL SHIP BACK THE EQUIPMENT IN ASSEMBLED
CONDITION WITHIN 7 BUSINESS DAYS.
3.11. IF GFD APPROVES THE REPAIR, THE CONTRACTOR WILL PERFORM THE REPAIR
WITHIN 7 BUSINESS DAYS UPON RECEIPT OF THE PURCHASE ORDER. THE CONTRACTOR
WILL RETURN THE EQUIPMENT WITHIN 7 BUSINESS DAYS UPON COMPLETION OF THE
REPAIR.
3.12. REPORTING REQUIREMENTS – ALL REPAIRS AND INSPECTION SHOULD INCLUDE
A REPORT ON TYPE OF EQUIPMENT SERVICED, QUANTITY SERVICED, TYPE OF SERVICE
PROVIDED (I.E. - INSPECTION, CERTIFICATION, REPAIRS ETC.).
4. TRAINING
TRAINING WILL BE PROVIDED ONCE THE FIRE DEPARTMENT RECEIVES ITS EQUIPMENT.
TRAINING SESSION SHALL BE CONDUCTED EITHER ON-SITE OR VIRTUAL, AND PROVIDE
FOR A MAXIMUM OF FIFTEEN (15) USERS THE ABILITY TO FULLY UTILIZE THE DETECTION
DEVICES. TRAINING SESSION SHALL BE DESIGNED TO ALLOW EACH STUDENT TO HAVE A
PRACTICAL HANDS-ON EXPERIENCE, MUST INCLUDE METER SET UP, OPERATION,
INTERPRETATION OF INSTRUMENT RESPONSE, AND MAINTENANCE. COURSE WILL
INCLUDE LECTURE STYLE AS WELL AS HANDS-ON COMPONENT COVERING ALL ASPECTS
OF THE METER(S). IT MAY BE NECESSARY FOR THE VENDOR TO PROVIDE ADDITIONAL
EQUIPMENT PRIOR TO THE TRAINING FOR ADEQUATE EQUIPMENT TO STUDENT RATIO.
THE CITY WILL DETERMINE RATIO. THIS ADDITIONAL EQUIPMENT, IF NECESSARY, WILL BE
PROVIDED AT NO COST TO THE CITY. ALL TRAINING MATERIALS SHALL BE FURNISHED AT
NO ADDITIONAL COST TO THE CITY. MANUALS AND OTHER MATERIALS SHALL SHOW ALL
METER SPECIFICATIONS AND MECHANICAL TROUBLESHOOTING IN PAPER AND
ELECTRONIC MEDIA. TRAINING SESSION WILL BE ONE SESSION. DEPENDING ON FUNDING
THE FIRE DEPARTMENT WILL HAVE THE DISCRETION TO SELECT THE TYPE OF TRAINING.
VIRTUAL TRAINING WILL BE AT NO COST TO THE CITY.
LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
PROENGIN, INC.
EXHIBIT C
METHOD AND AMOUNT OF COMPENSATION
Pursuant to Section 3 of this agreement .
NOT TO EXCEED AMOUNT
The total amount of compensation paid to Contractor for purchase of and full completion of all work
required by the Statement of Work must not exceed $100,000.00 for the entire term of the Agreement.
DETAILED PROJECT COMPENSATION
See attached quote for equipment purchased this fiscal year, not to exceed amount includes any future
purchase needs, service/repair maintenance and training.
230088
Date:
Quantity
Part Number
Unit Price
Amount
2
M910 E00 003
UC AP4C Kit
26,401.41
$
$52,802.82
Optional Items
M910 E00 TRN
$1,800.00
M3471 EA2 052
$3,707.00
$0.00
M670 E20 000
$439.12
$0.00
M670 E10 002
$346.72
$0.00
M266 E40 001
$618.30
$0.00
M910 E00 C&C
$992.36
$0.00
M910 E00 00W
$1,850.00
$0.00
M910 E20 0MW
$2,644.34
$0.00
$0.00
Sub Total
$52,802.82
Shipping
$129.32
Authorized by:
TOTAL
$52,932.14
Rechargeable battery charger
Rechargeable battery block
Customer defined location in US
Scott Ernster
Payment: Net 30, ACH Transfer
S4PF Ugrade Kit
End user certificate required for use outside USA
623-930-4447
Battalion Chief
Shipping: FOB Fredericksburg, VA
In person training (1 day)
1320 Central Park Boulevard
Fredericksburg, VA 22401
Tel: 954-760-9990
Quotation #
10/20/23
Suite 408
contactusa@proengin.com
TO
TERMS
AP4C Cleaning and Calibration and Extended
Hydrogen Storage Device (Green UN3479)
Description
Warranty: Standard 1 year parts and labor included
11550 W. Glendale Ave
Glendale, AZ 85307
Validity: Quoted prices good until end of year
jernster@glendaleaz.com
Delivery time: 1-6 weeks
Glendale Fire Department
Warranty (2 year increment)
Scott Hartley - CEO
AP4C Cleaning and Calibration (2 year)
AP4C Extended Warranty (2 year increment)