Linking Agreement with Cardinal Infrastructure Services LLC
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10/05/2023
LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
CARDINAL INFRASTRUCTURE SERVICES LLC
This Linking Agreement (“Agreement”) is entered into as of this day of , 2024, between the
City of Glendale, an Arizona municipal corporation (“City”), and Cardinal Infrastructure Services LLC, a
Utah Limited Liability Company, authorized to do business in Arizona (“Contractor”), collectively, the
“Parties.”
RECITALS
A.
On March 7, 2024, the City of Casa Grande, a member of the S.A.V.E Cooperative Purchasing
Agreement, entered into a contract with Contractor to purchase the goods and services described
in the Contract for Services for On Call Maintainance and Repair Services Contract No. 0224-08
(“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 February 21, 2024, until the date the contract terminates
on June 30, 2024, 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 30, 2025. The initial period of this Agreement is the period from the Effective
Date of this Agreement until June 30, 2024.
B.
The City may extend the term of this Agreement for one (1) year 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.
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10/05/2023
Glendale extensions are not automatic and shall only occur if the City affirmatively exercises
its right to extend this Agreement.
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 two hundred thousand dollars ($200,000) annually or four hundred
thousand dollars ($400,000) 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
LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
CARDINAL INFRASTRUCTURE SERVICES LLC
EXHIBIT A
ON-CALL MANTAINACE AND REPAIR SERVICES CONTRACT 0224-08
(19 PAGES)
City of
Casa Grande
March 7, 2024
Cardinal Infrastructure Services LLC
265 E. 3900 S.
Salt Lake City
UT 84107
RE:
Maintenance and Repair Services
Congratulations! The Casa Grande City Council at their meeting of March 4, 2024, awarded your
organization a contract for On-Call Maintenance and Repair Services for Fiscal Year 2024-2025.
Transmitted herewith are duplicate original agreements for this project. Please have your
authorized representative sign both agreements and return to me only the agreement marked
''Official Copy" to the below listed address no later than March 28, 2024. Also, enclosed is a
copy of Ordinance No. 3409, authorizing said contract for your records.
Failure to return the contract could jeopardize your organization from doing further business
with the City.
•
Please note that the foil owing must be completed for the contract to be fully
executed:
Representative must sign all marked signatures lines.
If required, representative's signature must be notarized.
If required, certificate(s) of insurance must be submitted with the executed contract.
On the certificate(s) of Insurance, please list the City of Casa Grande with the
address below, as the certificate holder and additional insured.
•
Notary services available at City Hall for a $ 10 fee
Should you have any questions, please call me at the below listed number.
Sincerely,
Gloria Leija, MMC.
City Clerk
Telephone: 520/421-8600 - Telefacsimile: 520/421-8602 - TDD: 520/421-8623
City Hall: 510 East Florence Boulevard - Casa Grande, Arizona 85122
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OFFICIAL COPY
C.G. Contract -~D"-Ma:~dY__,__
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CONTRACT FOR SERVICES
THIS CONTRACT is entered into this the _J_ day of ""u~ . 2024, by and between
Cardinal Infrastructure Services, LLC (hereinafter known as "Contractor"), a Utah Limited
Liability Company authorized to do business in the state of Arizona, whose address is 265 E. 3900
S., Salt Lake City, UT 84107 and the City of Casa Grande (hereinafter known as "City"), an
Arizona municipal corporation, whose address is 510 East Florence Boulevard, Casa Grande,
Arizona 85122.
The City engages the Contractor to perform various services associated with the Fiscal
Years 2024 and 2025 On-Call Maintenance & Repair Services. Projects shall be assigned on an as
needed basis as determined by the City's Project Manager.
1. Term and Scope of Contractor's Services; Cooperative Use.
This Initial Term of this contract shall commence on February 21, 2024, and shall terminate
on June 30, 2024. The term of this contract will automatically be extended at the completion of
the Initial term for a maximum of one ( 1) one ( 1) year extension unless either party terminates this
contract as provided for herein or provides written notice at least sixty (60) days prior to the end
of any term that it does not wish to extend the contract beyond the current term. The Contractor
agrees to provide to the City services and any materials set forth in the Scope of Work requested
by the City in its Requests for Qualifications during the contract period. Both parties herein
acknowledge that there is no guaranteed amount of work to be provided to Contractor by the City.
When the City desires to have Contractor perform any work pursuant to this contract, the scope
for any given project shall be as negotiated between the Contractor and the City prior to
commencement of work. No material, labor, or facilities will be furnished by the City, unless
otherwise provided for in the contract.
The City of Casa Grande intends that this contract be extended for use by other
municipalities, government agencies and governing bodies, including the Arizona Board of
Regents, and political subdivisions of the State. Any such usage by other entities must be in
accordance with the ordinances, charter and/or rules and regulations of the respective entity and
the approval of the Consultant.
2. Accounting and Payment for Contractor Services.
Payment to the Contractor shall be made based on the negotiated scope and fee agreed to
by the City for any assigned project in accordance with the Scope of Services attached hereto as
Exhibit A. Projects assigned to any one Contractor are not to exceed a maximum of $200,000 in
aggregate fees within each Fiscal Year of the contract and the total value of ALL services to be
provided for any single project will not be in excess of $24,999. City shall pay to Contractor,
within thirty (30) days of the invoice, the amounts as negotiated; provided, however, that
Contractor shall invoice the City only on a percentage of completion basis. City and Contractor
may also agree to different payment terms if done so in writing and signed by the City Manager.
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3. Assignment and Subcontracting.
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No portion of this contract may be assigned or subcontracted to ~ny other individ~al, firm,
or entity without the express and prior written approval of the Contracting Officer. ~t will be the
responsibility of the Contractor to ensure that any and all subco~tractors comply with t?e terms
and conditions of this contract and that City of Casa Grande 1s named as express thud-party
beneficiary of such subcontracts with full rights as such.
4. Independent Contractor.
The Contractor's services shall be furnished by the Contractor as an independent Contractor
and nothing contained herein shall be construed to create a relationship of employer-employee or
master-servant, but all payments made hereunder, and all services performed shall be made and
performed pursuant to this Contract by the Contractor as an independent Contractor•
5. No Guarantee of Employment.
The performance of all or part of this contract by the Contractor shall not operate to vest
any employment rights whatsoever and shall not be deemed to guarantee any employment of the
Contractor or any employee of the Contractor or any subcontractor or any employee of any
subcontractor by the City at the present time or in the future.
6. Taxes.
The Contractor understands and acknowledges that the City will not withhold federal or
state income taxes. Where required by state or federal law, the Contractor authorizes the City to
make withholding for any taxes other than income taxes (i.e., Medicare). All compensation
received by the Contractor will be reported to the Internal Revenue Service at the end of the
calendar year in accordance with the applicable IRS regulations. It is the responsibility of the
Contractor to make the necessary estimated tax payments throughout the year, if any, and the
Contractor is solely liable for any tax obligation arising from the Contractor's performance of this
Contract. The Contractor hereby agrees to indemnify the City against any demand to pay taxes
arising from the Contractor's failure to pay taxes on compensation earned pursuant to this Contract.
The City will pay sales and use taxes imposed on goods or services acquired hereunder as required
by law. The Contractor must pay all other taxes including, but not limited to, Business or
Occupation Tax, taxes based on the Contractor's gross or net income, or personal property to which
the City does not hold title.
7. Regulations and Requirement .
. This Contract shall be subject to all laws, rules and regulations of the United States of
Amenca, the State of Arizona, and the City of Casa Grande.
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8• Right to Review.
This contract may be subject to review by any federal or state auditor. The City or its
designee shall have the right to review and monitor the financial and service components of this
program by whatever means are deemed expedient by the City. Such review may occur with or
without notice, and may include, but is not limited to, on-site inspection by City Agents or
employees, inspection of all records or other materials which the City deems pertinent to the
Contract and its performance, and any and all communications with or evaluations by service
recipients under this Contract. The Contractor shall preserve and maintain all financial records and
records relating to the performance of work under this Contract for five (5) years after contract
termination in accordance with A.R.S. §35-214 and shall make them available for such review
within the City of Casa Grande, State of Arizona, upon request.
9. Modifications.
Either party may request changes in the Contract. Any and all agreed modifications shall
be in writing, signed by each of the parties.
10. Time is of the Essence.
Time of each of the terms, covenants, and conditions of this Contract is hereby
expressly made of the essence.
11. Termination for Default.
If the Contractor defaults by failing to perform any of the obligations of the contract or
becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or
makes an assignment for the benefit of creditors, the City may, by depositing written notice to the
Contractor in the U.S. mail, postage prepaid, terminate the contract, and at the City's option, obtain
performance of the work elsewhere. If the contract is terminated for default, the Contractor shall
not be entitled to receive any further payments under the contract until all work called for has been
fully performed. Any extra cost or damage to the City resulting from such default(s) shall be
deducted from any money due or coming due to the Contractor. The Contractor shall bear any
extra expenses incurred by the City in completing the work, including all increased costs for
completing the work, and all damage sustained, or which may be sustained by the City by reason
of such default. If a notice of termination for default has been issued and it is later determined for
any reason that the Contractor was not in default, the rights and obligations of the parties shall be
the same as if the notice of termination has been issued pursuant to the Termination for Public
Convenience paragraph hereof.
12. Termination for Public Convenience.
The City may terminate the contract in whole or in part whenever the City determines, in
its sole discretion, that such termination is in the best interests of the City. Whenever the contract
is terminated in accordance with this paragraph, the Contractor shall be entitled to payment for
actual work performed at unit contract prices for co1npleted items of work. An equitable
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ad~ustment in the contract price for partially completed items of work will be made, but such
adjustment shall not include provisions for loss of anticipated profit on deleted or uncompleted
Work. Termination of this contract by the City at any time during the term, whether for default or
convenience, shall not constitute a breach of contract by the City.
13. Equal Opportunity.
This Contract, and the parties thereto, shall comply with the prov1s1ons of Arizona
Executive Order 75-5 as amended by Arizona Executive Order 99-4 as they relate to equal
opportunity.
14. Venue and Choice of Law.
In the event that any litigation should arise concerning the construction or interpretation of
any of the terms of this Contract, the venue of such action of litigation shall be in the courts of the
State of Arizona in and for the County of Pinal. This Contract shall be governed by the laws of the
State of Arizona.
15. Insurance.
15.1 Contractor Liability Insurance. Upon signing of the Contract and so long as it shall
remain in effect, contractor, at its cost and expense, shall purchase and maintain the insurance
described in this subsection 15. The insurance shall be purchased and maintained in companies
duly licensed or otherwise approved by the State of Arizona, with forms acceptable to the City of
Casa Grande, and shall be primary with no right of contribution. The contractor's insurer shall
have a minimum A.M. Best's rating of A-VIII. Use of alternative insurers requires prior approval
for the City of Casa Grande.
The insurance coverages to be purchased and maintained are:
15.1.1 Workers' Compensation. Contractor shall provide workers' compensation
insurance as required by state and federal laws having jurisdiction over Contractor's
employees engaged in the performance of the Services within this Contract.
15.1.2 General Liability.
Contractor shall maintain a Commercial General
Liability (Occurrence) policy that includes coverage for premises and operations, products
and completed operations, contractual liability, broad form property damage, and personal
injury liability. The policy shall have limits of not less than:
• $1,000,000 for each occurrence of bodily injury and property damage; and
• $1,000,000 for personal injury.
15.1.3 Automobile Liability. Contractor shall maintain an Automobile Liability
policy with a combined single limit for bodily injury and property damage of not less than
$1,000,000 for each accident. The policy shall cover all owned, hired, and non-owned
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automobiles used in connection with the Contract for the performance of Contractor's
services.
15.1.4 Property Insurance. A policy or policies of fire and extended coverage
prope1ty damage insurance covering the full insurable value of all tools and equipment
used by contractor from time to time on the lands of City of Casa Grande pursuant to the
Contract, including mobile equipment. Contractor shall also require its agents, contractors,
licensees and others performing the obligations, or exercising the rights, of Contractor
under the Contract to carry such property damage insurance. Such policy or policies shall
cover the full insurable value of such tools and equipment.
15.1.5 Adjustment of Liability Limits. If the initial term of the Contract shall
exceed ten years or if the aggregate term of the Contract, including any extension or
renewal terms agreed to by the parties or provided for in the Contract shall exceed ten
years, on each tenth anniversary of the date of the Contract, the liability limits provided for
in sections 15 .1.2 and 15 .1.3 shall be increased by an amount proportional to the increase
in the US consumer price index occurring since the date of the Contract or the date of the
last such increase as appropriate.
15.1.6 Professional Liability. The Contractor retained by the City to provide the
engineering services required by the Contract will maintain Professional Liability
insurance covering errors and omissions arising out of the Services performed by the
Contractor or any person employed by him, with an unimpaired limit of not less than
$1,000,000 each claim and $2,000,000 all claims. In the event the insurance policy is
written on a "claims made" basis, coverage shall extend for two years past completion and
acceptance of Services as evidenced by annual Certificates of Insurance.
15.2 Insurance Certificate. Contractor shall not exercise any of its rights under the
Contract until it delivers to City of Casa Grande's designated recipient certificates from
contractor's insurers showing that the coverage required above has been obtained.
•
15.2.1 The insurance certificates must show City of Casa Grande, its subsidiaries,
affiliates directors, officers, and employees as additional insured parties in respect of all
liability coverage except workers' compensation. The policy shall provide and the
certificate shall reflect that the insurance afforded applies separately to each insured against
whom claim is made or suit is brought except with respect to the limits of the company's
liability.
15.2.2 The insurance certificate shall provide on its face that the policies it
represents will not be terminated, amended, or allowed to expire without 30 days prior
written notice to City of Casa Grande.
15.2.3 Failure of City of Casa Grande to demand the insurance certificate or other
evidence of full compliance with these insurance requirements or failure of City of Casa
Grande to identify a deficiency from any certificate provided to it shall not be construed as
a waiver of Contractor's obligation to maintain such insurance.
Page 5 of 16
15.3 Severability of Interests. The policies referenced in 15.1.2. and 15.1.3. shall contain
a sev~rability of interest clause, generally providing, "the insurance afforded applies separately to
each insured against whotn clairn is made or suit is brought, except with respect to the limits of
the company's insurance."
15.4 Waiver of Subrogation. Contractor hereby waives any and all rights that it might
have against City of Casa Grande, its employees, officers and directors, to recover all or part of
any loss or damage insured or insurable by the insurance policies carried or required to be carried
by it pursuant to the Contract Documents. Contractor shall require each of its agents, contractors,
licensees and others performing the obligations, or exercising the rights, of Contractor under the
Contract to provide a similar waiver for City of Casa Grande's benefit.
15.S Deductibles.
Contractor may purchase the required insurance policies with
deductibles which are reasonable in light of the contractor's financial condition; provided that any
loss not covered due to the deductible will be paid by Contractor. Contractor shall also require its
agents, contractors, licensees, and others performing the obligations, or exercising the rights, of
contractor under the Contract to carry such property damage insurance. Such policy or policies
shall cover the full insurable value of such tools and equipment.
16. Withholding Payment.
In the event the Contractor has failed to perform any substantial obligation to be performed
by the Contractor under this Contract and said failure has not been cured within the times set forth
in this Contract, then the City may, upon written notice, withhold all monies due and payable to
Contractor, without penalty, until such failure to perform is cured or otherwise adjudicated.
17. Future Non-Allocation of Funds.
If sufficient funds are not appropriated or allocated for payment under this contract for any
future fiscal period, the City will not be obligated to make payments for services or amounts
incurred after the end of the current fiscal period. No penalty or expense shall accrue to the City
in the event this provision applies.
18. Protection of Licensee Data.
Contractor warrants that the Contractor's installation, maintenance, and upgrade of any
software provided hereunder shall not result in the use or disclosure by Contractor of any
information concerning a patient/client obtained by the City in providing service in violation of
any State laws, Federal laws, including, but not limited to, the federal Health Insurance Portability
and Accountability Act of 1996 (HIPAA), and any federal regulations governing privacy,
including, but not limited to, 45 CFR Section 160-164, as well as other applicable federal and state
statutes and regulations.
Page 6 of 16
19. Contractor Commitments, Warranties and Representations.
Any written commitment received from the Contractor concerning this Contract shall ~e
binding upon the Contractor, unless otherwise specifically provided herein with reference to this
paragraph. Failure of the Contractor to materially fulfill such a commitment shall result in a breach
of this Contract. A com1nit1nent includes but is not limited to any representation made prior to
execution of this Contract, whether or not incorporated elsewhere herein by reference, as to
performance of services or equipment, prices or options for future acquisition to remain in effect
for a fixed period, or warranties.
20. Patent/Copyright Infringement.
Contractor will defend and indemnify the City from any claimed action, cause or demand
brought against the City, to the extent such action is based on the claim that information supplied
by the Contractor infringes any patent or copyright. The Contractor will pay those costs and
damages attributable to any such claims that are finally awarded against the City in any action.
Such defense and payments are conditioned upon the following:
a. That Contractor shall be notified promptly in writing by City of any notice of such
claim; and
b. Vendor shall have the right, hereunder, at its option and expense, to obtain for the City
the right to continue using the information, in the event such claim of infringement is
made, provided no reduction in performance or loss results to the City.
21. Disputes.
21.1 General. Differences between the Contractor and the City, arising under and by virtue
of the Contract Documents shall be brought to the attention of the City at the earliest possible time
in order that such matters may be settled, or other appropriate action promptly taken. Except for
such objections as are made of record in the manner hereinafter specified and within the time limits
stated, the records, orders, rulings, instructions, and decisions of the Contracting Officer, shall be
final and conclusive.
21.2 Notice of Potential Claims. The Contractor shall not be entitled to additional
compensation which otherwise may be payable, or to extension of time for ( 1) any act or failure
to act by the City, or (2) the happening of any event or occurrence, unless the Contractor has given
the City a written Notice of Potential Claim within 10 days of the commencement of the act,
failure, or event giving rise to the claim, and before final payment by the City. The written Notice
of Potential Claim shall set forth the reasons for which the Contractor believes additional
compensation or extension of time is due, the nature of the cost involved, and insofar as possible,
the amount of the potential claim. Contractor shall keep full and complete daily records of the
Work performed, labor and material used, and all costs and additional time claimed to be
additional.
21.3 Detailed Claim. The Contractor shall not be entitled to claim any such additional
compensation, or extension of time, unless within 30 days of the accomplishment of the portion of
the work from which the claim arose, and before the final payment by the City, the Contractor has
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given the City a detailed written statement of each element of cost or other compensation requested
and of all elements of additional time required, and copies of supporting documents evidencing
the amount or the extension of time claimed to be due.
22. Ownership of Items Produced.
All writings, progra1ns, data, public records, or other materials prepared by the Contractor
and/or its Contractors or subcontractors, in connection with the performance of this Contract shall
be the sole and absolute property of the City.
23. Conflict of Interest.
The Contractor agrees to promptly disclose any financial or economic interest in the Project
property, or any property affected by the Project, existing prior to the execution of this Contract.
Further, the Contractor agrees to promptly disclose any financial or economic interest with the
Project property, or any property affected by the Project, if the Contractor gains such interest
during the course of this Contract.
If the Contractor gains any financial or economic interest in the Project during the course
of this Contract, this may be grounds for terminating this Contract at the sole discretion of the City.
The Contractor shall not engage the services on the Contract of any present of former City
employee who was involved as a decision maker in the selection or approval processes, or who
negotiated or approved billings or contract modifications for this Contract.
The Contractor agrees that it shall not perform services on this Project for any other
contractor, sub-contractor, or any supplier.
The Contractor shall not negotiate, contract, or make any agreement with any other
contractor, sub-contractor, or any supplier with regard to any of the work under this Project, or any
services, equipment or facilities to be used on this Project.
This Contract is subject to the cancellation provisions for conflicts of interest pursuant to
A.R.S. §38-511.
24. Covenant Against Contingent Fees.
The Contractor affirms that he has not employed or retained any company or person, other
than a bona fide employee working for the Contractor to solicit or secure this Contract, and that
he has not paid or agreed to pay any company or person, other than a bona fide employee, any fee,
commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or
resulting from the award or making of the Contract. For breach or violation of this clause, the City
may terminate this Contract without liability, or in its discretion may deduct from the Contract
price or consideration, or otherwise recover, the full amount of such fee, comn1ission, percentage
brokerage fee, gift, or contingent fee.
Page 8 of 16
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25• Indemnification.
To the fullest extent pennitted by law, the Contractor, its successors, assigns and
guarantors, shall defend, indemnify and hold harmless the City of Casa Grande, its agents, officers,
officials and employees from and against all aJlegations, demands, proceedings, actions, claims,
damages, losses, expenses, judgments, including but not limited to, attorney fees, court costs, and
the cost of appellate proceedings, and all claim adjusting, relating to, arising out of, or resulting
fron1 any acts, errors, mistakes, omissions, work or services of the Contractor, its agents,
employees, or any tier of Contractor's subcontractors in the performance of this Contract.
Contractor's duty to defend, indemnify and hold harmless the City of Casa Grande, its
agents, officers, officials and employees shall arise in connection with any allegation, demand,
proceeding, action, claim, damage, loss, expense or judgment that is attributable to bodily injury,
sickness, disease, death, or injury to, impairment, or destruction of property including loss of use
resulting there from, caused by Contractor's acts, errors, mistakes, omissions, work or services in
the performance of this Contract including any employee of the Contractor, any tier of Contractor's
subcontractors or any other person for whose acts, errors, mistakes, omissions, work or services
the Contractor may be legally liable. The amount and type of insurance requirements set forth
herein will not be construed as limiting the scope of the indemnity provisions of this Contract.
To the fullest extent permitted by law, the City agrees to indemnify and hold the Contractor
harmless from any damage, liability, or cost (including reasonable attorney's fees and costs of
defense) to the extent caused by the City's negligent acts, errors or omissions and those of his or
her contractors, subcontractors or consultants or anyone for whom the City is legally liable and
arising from the project that is the subject of this Contract. The Contractor is not obligated to
indemnify the City in any manner whatsoever for the City's own negligence.
26. Force Majeure
Neither party shall be responsible for delays or failures in performance resulting from
acts beyond their control. Such acts shall include, but not be limited to, acts of God, riots, acts of
war, epidemics, governmental regulations imposed after the fact, fire, communication line
failures, or power failures.
27. Confidentiality.
The Contractor, its employees, subcontractors, and their employees shall maintain the
confidentiality of all information provided by the City or acquired by the Contractor in
performance of this Contract, except upon the prior written consent of the City Attorney, or an
order entered by a court after having acquired jurisdiction over the City. Contractor shall
immediately give to the City notice of any judicial proceeding seeking disclosure of such
information. Contractor shall indemnify and hold harmless the City, its officials, agents or
employees from all loss or expense, including, but not limited to settlements, judgments, setoffs,
attorneys' fees, and costs resulting from Contractor's breach of this provision.
Page 9 of 16
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28• Public Disclosure.
In the event of a public records request to the City for the Licensed Program or Licensed
Documentation, the City shall pro1nptly provide a copy of such request to Contractor so that it has
at least 7 days frotn Contractor's receipt of such request in which to seek an order restraining the
City fron1 disclosing the Licensed Program and Documentation pursuant to such public records
request. If Contractor does not obtain a restraining order within such period of time, the City may
disclose the Licensed Program and Licensed Documentation pursuant to such public request as the
City deems appropriate to comply with Arizona's Public Records Laws.
29. Notice.
Except as set forth elsewhere in the Contract, for all purposes under this Contract, except
service of process, notice shall be given by the Contractor to the department head of the department
for whom services are rendered and to the City Attorney's Office. Notice may be given by delivery
or by depositing in the U.S. Mail, first class, postage prepaid.
30. Severability.
If any term or condition of this contract or the application thereof to any person(s) or
circumstance(s) is held invalid, such invalidity shall not affect other terms, conditions or
applications which can be given effect without the invalid term, condition, or application. To this
end, the terms and conditions of this contract are declared severable.
31. Waiver.
Waiver of any breach or condition of this contract shall not be deemed a waiver of any
prior or subsequent breach. No term or condition of this contract shall be held to be waived,
modified or deleted except by an instrument, in writing, signed by the parties hereto.
32. Survival.
The provisions of paragraphs, 4, 6, 8, 10, 11, 12, 13, 14, 15, 17, 18, 19, 20, 21, 22, 25, 26,
27, 28, 29, 34, 35, 36 and 97 as well the provisions of any non-collusion affidavit, shall survive,
notwithstanding the termination or invalidity of this Contract for any reason.
33. Discrimination.
Contractor shall not unlawfully discriminate against any employee, applicant for
employment, recipient of services or programs, or applicant for services or progran1s, on the basis
of race, creed, color, sex, age, marital status, national origin or the presence of any sensory, mental
or physical handicap. Contractor shall comply with the Americans with Disabilities Act.
Page 10 of 16
~f ,;
' 1 • #t &It fiffllAWHW
t
34• Entire Agreement.
This written contract represents the entire agreement between the parties and supersedes
any prior oral state111ents, discussions, or understandings between the parties.
3S. E-Verify.
To the extent applicable under ARIZ. REV. STAT. §41-4401, the Contractor and
its subcontractors warrant compliance with all federal immigration laws and regulations that relate
to their employees and compliance with the E-verify requirements under ARIZ. REV. ST AT. §23-
2 l 4(A). The Contractor's or subcontractor's breach of the above-mentioned warranty shall be
deemed a material breach of the Contract and may result in the termination of the Contract by City.
The Contractor agrees to insert language similar to this paragraph in all contracts in which they
engage with subcontractors on this project to ensure that those subcontractors are meeting the
requirements of the above-mentioned statutes. City retains the legal right to randomly inspect the
papers and records of the Contractor and its subcontractors who work on the Contract to ensure
that the Contractor and its subcontractors are complying with the above-mentioned warranty. The
Contractor and its subcontractors warrant to keep the papers and records open for random
inspection during normal business hours by City. The Contractor and its subcontractors shall
cooperate with City's random inspections including granting City entry rights onto its property to
perform the random inspections and waiving their respective rights to keep such papers and records
confidential.
36. Compliance with A.R.S. §§35-393 and 35-393.01.
Contractor acknowledges and agrees that it is not currently engaged in and agrees for the duration
of the contract to not engage in, a boycott of Israel and, furthermore, Contractor acknowledges that
is has signed a written certification, which is attached hereto as Exhibit C and incorporated herein,
to that effect.
37. Compliance with A.R.S. §35-394
A. Contractor acknowledges and agrees, through the signed written certification attached hereto
as Exhibit D and incorporated herein, that it does not currently, and agrees for the duration of the
contract that it will not, use:
1. The forced labor of ethnic Uyghurs in the People's Republic of China.
2. Any goods or services produced by the forced labor of ethnic Uyghurs in the People's Republic
of China.
3. Any contractors, subcontractors, or suppliers that use the forced labor or any goods or services
produced by the forced Jabor of ethnic Uyghurs in the People's Republic of China.
B. _If, durin~ the ~erm_ of this contract, Contractor becomes aware it is not in compliance with the
wntten cert1ficat1on 1n Exhibit D, Contractor shall notify City within five business days after
Page 11 of 16
+ :! I tiiHJ4A Miff dti&Mf &re ii = 'ei>BE?aiEl#d
bec~rning aware of the noncompliance. If Contractor does not provide City with a written
certification that Contractor has re1nedied the noncompliance within one hundred eighty days after
notifying City of the noncompliance, the contract terminates, except that if the contract termination
date occurs before the end of the re1nedy period, the contract terminates on the contract termination
date.
38. Counterparts and Electronic Signatures
Each patty agrees that this Contract may be executed in counterparts, each of which shall
be deemed an original, but all of which when taken together shall constitute one and the same
instrument. The signature page of any counterpart may be detached therefrom without impairing
the legal effect of the signature(s) thereon, provided such signature page is attached to any other
counterpart identical thereto. The Parties understand and agree that they have the right to execute
this Contract through paper or through electronic signature technology, and to the extent they sign
electronically, their electronic signature is the legally binding equivalent to their handwritten
signature. Signatures sent by electronic means (facsimile, scanned and sent via e-mail, or signed
by electronic signature service where legally permitted) shall be deemed original signatures. The
Parties expressly waive any objection to the admissibility of this Contract on the grounds that it is
an electronic record, or a paper copy of an electronic document, or a paper copy of a document
bearing an electronic signature. Each Party may sign any number of copies of this Contract, and
each signed copy shall be deemed to be an original, but all of them together shall represent one
and the same contract.
Dated this 7
day of MCA,~ , 2024.
City of Casa Grande, an Arizona
municipal corporati
.
By.~.,,,,,,,,,..,.,c.....:.~~~~-------
Larry D. Ra· s
CityM
Gloria Leija, City Clerk
Brett . Wallace, City Attorney
Cardinal Infrastructure Services, LLC, a
Utah Limited Liability Company
Page 12 of 16
EXHIBIT "A"--SCOPE OF SERVICES
Services will be provided on an as needed basis through a task-order process. The process will
consist of the City contacting the Contractor and requesting proposal(s) for services related to an
individual project. The Contractor will then prepare a detailed scope and budget for each individual
Task Order. Scope and Fee for each task-order will be agreed upon between the City
Representative and the Contractor prior to proceeding with required services.
All work to be performed under the On-Call program will be coordinated by the Project Manager
(PM). For each project or task to be performed, the PM will select Contractor(s) from the list as
appropriate and request a Scope and Fee proposal. Proposals will be reviewed and negotiated by
the PM. Solicitation of proposal shall not be construed as a guarantee that the work will be
assigned. The City reserves the right to reject any proposal. Contractor may NOT begin work on
any job until a detailed scope and fee proposal has been submitted and approved by the Project
Manager or his authorized representative. Payment for any work not authorized by the Project
Manager or his authorized representative will not be made by the City of Casa Grande.
TANK CLEANING AND REPAIRS
Work anticipated to be performed under this category includes inspection, cleaning, and repairs
to existing steel and concrete tanks. Tanks to be covered under this category include various
potable and wastewater service facilities.
Tasks may include work such as the following: services to steel potable water storage tanks;
services for concrete tanks such as digesters, aeration basins, and clarifiers; and other related
tasks, as necessary.
Page 13 of 16
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EXHIBIT "B"- PAYMENT
The City of Casa Grande has estabJished a pre-qualified list of Contractors to provide non-
exclusive services on an as-needed basis in support of various City departments and projects.
This Contract shall not be a guarantee or promise of work; the execution of this Contract shall
enable the City to direct work in an expeditious manner when required.
Assignment of available projects will be made to the selected firms possessing necessary specialty
as required. Projects assigned to any one Contractor are not to exceed a maximum of $200,000 in
aggregate fees within any Fiscal Year and the total value of ALL services to be provided for any
single project will not be in excess of $24,999.
The City of Casa Grande Project Manager (PM) or his designated representative shall select from
this list qualified firm(s) as appropriate for any given project. The PM or his designated
representative shall enter into negotiations with the selected firm for scope and fees based upon
the standard fee schedule attached. Once an contract is reached, a purchase order and notice to
proceed shall be issued to the firm.
WORK SHALL NOT COMMENCE ON ANY PROJECT UNTIL A NOTICE TO PROCEED IS
ISSUED BY THE CITY
Page 14 of 16
EXHIBIT "C" - A.R.S. §§35-393 and 35-393.01 CERTIFICATION
Definitions contained in A.R.S. §35-393:
I. "B~ycott" means engaging in a refusal to deal, terminating business activities, or performing other
actions that are intended to limit commercial relations with Israel or with persons or entities doing
business in Israel or in territories controlled by Israel, if those actions are taken either:
(a) In compliance with or adherence to calls for a boycott of Israel other than those
boycotts to which 50 United States Code section 4607(c) applies.
(b) In a manner that discriminates on the basis of nationality, national origin or religion
and that
is not based on a valid business reason.
2. "Company" means a sole proprietorship, organization, association, corporation, partnership, joint
venture, limited partnership, limited liability partnership, limited liability company or other entity or
business association, and includes a wholly owned subsidiary, majority-owned subsidiary, parent
company or affiliate.
3. "Direct holdings" means all publicly traded securities of a company that are held directly by the state
treasurer or a retirement system in an actively managed account or fund in which the retirement system
owns all shares or interests.
4. "Indirect holdings" means all securities of a company that are held in an account or fund, including a
mutual fund, that is managed by one or more persons who are not employed by the state treasurer or a
retirement system, if the state treasurer or retirement system owns shares or interests either:
(a) together with other investors that are not subject to this section.
(b) that are held in an index fund.
5. "Public entity" means this State, a political subdivision of this STATE or an agency, board, commission
or department of this state or a political subdivision of this state.
6. "Public fund" means the state treasurer or a retirement system.
7. "Restricted companies" means companies that boycott Israel.
8. "Retirement system" means a retirement plan or system that is established by or pursuant to title 38.
: • • • -• • . • . • . All offerors must select one of the following:
. . . . . .. .
. . .
. . . . . .
. . . . . . .
. . . . . .
My company does not participate in and agrees not to participate in during the term of the
contract a boycott of Israel in accordance with A.R.S. §35-393.01.
My company does participate in a boycott of Israel as defined by A.R.S. §35-393.01.
oy suomitting this response, Contractor agrees to indemnify and hold the City, its agents and employees,
harmless from any claims or causes of action relating to the City's action based upon reliance on the above
representations, including the payment of all costs and attorney fees incurred by the City in defending such
an action.
Company Name
Authorized to Sign
1,1,~ e--'3'1-oo ~-
_, __
\
-1/~-?nl'
V
Company Street Actctres~
Printed Name of Signatory
Sur/-
[;bf, L4T" 'tl~101
City, State, Zip
Title of Signatory
Page 15 of 16
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......
- .. ;:;,;.-,_
........
, ...... ________
, --------------
EXHIBIT D - A.R.S. §35-394 CERTIFICATION
Definitions contained in A.R.S. §35-394:
1. "Company" means an organization, association, corporation, partnership, joint venture, limited
partnership, limited liability partnership, limited liability company or other entity or business
association, including a wholly owned subsidiary, majority-owned Subsidiary, parent company or
affiliate, that engages in for-profit Activity and that has ten or more full-time employees.
2. "Public Entity" means this state, a political subdivision of this state or an agency, board, commission
or department of this state or a political subdivision of this state.
By signing this certification, Contractor acknowledges and agrees that it does not currently,
and agrees for the duration of the contract that it will not, use:
I. The forced labor of ethnic Uyghurs in the People's Republic of China.
2. Any goods or services produced by the forced labor of ethnic Uyghurs in the People's Republic of
China.
3. 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.
By submitting this response, Contractor agrees to indemnify and hold the City, its agents and
employees, harmless from any claims or causes of action relating to the City's action based upon
reliance on the above representations, including the payment of all costs and attorney fees
incurred by the City in defending such an action.
I
Co~p;:t':d &~
'k6r . 3~v 1J s •
Company Street Address
rson Authorized to Sign
Printed Name of Signatory
, (~//&k C/!j , lvf 61117
City, State, Zip
I
Title of Signatory
Page 16 of 16
ORDINANCE NO. 3409
AN ORDINANCE OF THE COUNCIL OF THE CITY OF CASA
GRANDE,
ARIZONA,
APPROVING
THE
TERMS
AND
CONDITIONS OF FIVE (5) AGREEMENTS WITH VARIOUS
COMPANIES
FOR
THE
PURPOSE
OF
PROVIDING
MAINTENANCE AND REPAIR SERVICES; AUTHORIZING
EXPENDITURE OF PUBLIC FUNDS; AND AUTHORIZING
EXECUTION
BY
THE
CITY
MANAGER
OF
THE
AGREEMENTS
WHEREAS, the City of Casa Grande' s Public Works Department currently utilizes a pre-
qualified list of contractors and vendors to provide non-exclusive maintenance and repair services
on an as-needed basis in support of various City departments and projects; and
WHEREAS, when necessary, to support any given project or department, assignment of
maintenance and repairs are made to one or more of the selected contractors possessing the
necessary specialty required. Any project assigned to any one contractor will not exceed a
maximum of $24,999.00 per project, nor will any single contractor be given projects that exceed
$200,000.00 in aggregate fees for any fiscal year; and
WHEREAS, the City determined that it would benefit from proving additional companies
the opportunity to be added to the City's maintenance on-call list and, as such, published a new
Request for Qualifications (RFQW) to provide a Statement of Qualifications detailing capabilities
and experiences in one or more of the categories listed in the RFQ; and
WHEREAS, after reviewing the responses to the RFQ, City staff has determined that
adding these five (5) companies would be the most advantageous to the City based upon the
contractors' qualifications, with the terms of such agreements to coincide with the City's existing
on-call list; and
WHEREAS, the City of Casa Grande is committed to providing the best possible services
to its citizens and as a result the Mayor and Council find that accepting proposals from the five (5)
selected contractors for the purpose of maintenance and repairs services is in the best interest of
the City of Casa Grande.
NOW, THEREFORE, BE IT ORDAINED by the Council of the City of Casa Grande,
Arizona, as follows:
The Mayor and Council of the City of Casa Grande authorize:
1.
services with:
a)
b)
c)
d)
The terms and conditions of five agreements to provide maintenance and repair
Cardinal Infrastructure Services, LLC (C.G. Contract No.: 0224-08); and
Cleanview Sewer Inspections, LLC (C.G. Contract No: 0224-09); and
Karber Corporation (C.G. Contract No: 0224-1 0); and
Phoenix Pumps, Inc. (C.G. Contract No: 0224-11 ); and
e)
Sun Mechanical Contracting, Inc. (C.G. Contract No: 0224-12); and
2.
Expenditure of public funds to any single contractor shall not exceed (a) a
maximun1 of$24,999.00 for any single project or (b) a maximum of $200,000.00 in aggregate fees
for any fiscal year during the term of the Agreements; and
3.
Execution by the City Manager of the five (5) agreements.
PASSED AND ADOPTED by the Mayor and Council of the City of Casa Grande,
Arizona, this 4th day of March, 2024.
aig H. McFarland, Mayor
ATTEST:
APPROVED AS TO FORM:
LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
CARDINAL INFRASTRUCTURE SERVICES LLC
EXHIBIT B
Scope of Work
Project entails inspection, cleaning, and repairs of various existing wastewater flush tanks located with-in the
City of Glendale's Right of Way. Services will be provided on a as needed basis. The process will consist of
the City contacting the Contractor and requsting proposal(s) for services related to an individual Task Order.
Scope and Fee for each task-order will be agreed upon between the City Engineering CIP Project Manager
and the Contractor prior to proceeding with required services.
LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
CARDINAL INFRASTRUCTURE SERVICES LLC
EXHIBIT C
METHOD AND AMOUNT OF COMPENSATION
Method and amount of compensation is based on Scope and Fee for each task-order agreed upon between
the City Engineering Project Manager and the Contractor as provided in the City of Casa Grande, AZ.
Contract, Contract No. 0224-08.
NOT TO EXCEED AMOUNT
The total amount of compensation paid to Contractor for full completion of all work required by the
Statement of Work must not exceed $200,000 annually or $400,000 for the entire term of the Agreement.
DETAILED PROJECT COMPENSATION
Compensation will be based on Scope and Fee as outlined in Exhibit B.