Linking Agreement with American Fence Company of Arizona, Inc.

City of Glendale — Regular Meeting (2024-06-25)

Extracted text (via pymupdf) 210633 characters

1
10/05/2023
LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
AMERICAN FENCE COMPANY OFARIZONA, INC.

This Linking Agreement (“Agreement”) is entered into as of this day of , 20 ,
between the City of Glendale, an Arizona municipal corporation (“City”), and American Fence Company
of Arizona, Inc., an Arizona corporation, authorized to do business in Arizona (“Contractor”), collectively,
the “Parties.”

RECITALS

A.
On February 1, 2024, the State of Arizona entered into a contract with Contractor to purchase the
goods and services described in Contract CTR069677 Fencing Materials and Installation Services
(“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 Section 3 of Special Terms and Conditions of the Cooperative Agreement,
purchases can be made by governmental entities from the date of award, which was February
1, 2024, until the date the contract terminates on January 31, 2025, unless the State extends
the term at its discretion. The Cooperative Agreement may be extended in increments of
one (1) or more months one or more times. The maximum aggregate term of the
Cooperative Agreement cannot exceed 5 years. The initial period of this Agreement is the
period from the Effective Date of this Agreement until January 31, 2025.

B.
The City may extend the term of this Agreement for the same term(s) as the Cooperative
Agreement. 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 Six hundread thousand dollars ($600,000) 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
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.
10.
Attestation of PCI Compliance. When applicable, the Contractor will provide the City annually with
a Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate
signed by an officer of Contractor with oversight responsibility.

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
AMERICAN FENCE COMPANY OF ARIZONA, INC.

EXHIBIT A
STATE OF ARIZONA CONTRACT CTR069677 FENCING MATERIALS AND
INSTALLATION SERVICES

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
AMERICAN FENCE COMPANY OF ARIZONA, INC.

EXHIBIT B
Scope of Work

The Scope of Work will include labor and materials for installation of fencing city-wide on an as-needed
basis, as described in the State of Arizona Contract No. CTR069677, for construction or other industrial or
safety use.

January 26, 2024
Sent via e-mail to: kip.garasha@americanfence.com
AMERICAN FENCE COMPANY OF ARIZONA, INC.
Kip Garasha, Regional Manager
2502 N. 27th Avenue
Phoenix, AZ 85009
(928) 772-6320
Re: Award of Contract CTR069677 Fencing Materials and Installation Services
Dear Mr. Garasha,
Thank you for submitting a response to Request for Proposals No. BPM005857. I am pleased to inform you
that your company’s offer has been selected for award. The initial contract term shall begin on February 1,
2024.
The attached documentation is your fully executed contract and includes the following:
Award Letter
Executed Offer and Acceptance
Supplier Pricing Document
Supplier Proposal
BPM005857 Solicitation
Please return to me a current Certificate of Liability Insurance by Friday, February 9, 2024. On
your certificate, please include: CTR069677 Fencing Materials and Installation Services.
Future work will be issued in the form of a Quote or Task Order. You are cautioned not to begin any work
under the contract until you have been issued a purchase order or written notice to proceed.
We look forward to working with you and if you have any questions regarding your company’s contract,
please contact me at crista.clevenger@azdoa.gov or (602) 489-9116.
Sincerely,
Crista J. Clevenger
GSD Construction Procurement Manager
Katie Hobbs
Governor
Elizabeth Alvarado-Thorson
Cabinet Executive Officer
Executive Deputy Director
ARIZONA DEPARTMENT OF ADMINISTRATION
1400 W. WASHINGTON ST., SUITE B200
PHOENIX, ARIZONA 85007
(602) 542-1796

Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W Washington St. Ste. 8200
Phoenix, AZ. 85007
Attachment 1 - Offer and Acceptance Form
SUBMISSION OF OFFER: The undersigned hereby offers and agrees to provide fencing materials and installation
services in compliance with all terms, conditions, specifications, and amendments in the Solicitation and any written
exceptions in the Offer indicated by the latest dated version below:
1/08/24
1l A / -
Initial Offer:
Date
Signature
Revised Offers:
Date
Signature
Date
Signature
Date
Signature
Date
Signature
Best and Final Offer:
Date
Signature
American Fence Company of Arizona, Inc,
4L
...___
Offeror company name
Signature of person authorized to sign Offer
2502 N, 27th Avenue
Kip Garasha, Regional Manager
Address
Printed name and Title
Phoenix, AZ. 85009
Kip Garasha, Regional Manager
City, State, ZIP
Contact name and Title
86-0114441 / 07-030948 / 16349 & 069389
EIN/TPT NUMBER / ROC LICENSE NUMBER {IF APPLICABLE)
kip.garasha@americanfence.com
928-772-6320
Contact email address
Contact phone number
1.
Will not discriminate against any employee or applicant for employment in violation of Federal Executive Order 11246, [Arizona) State Executive
Orders 2023-09, 2023-01, 2009-09 or A.R.S. §§ 41-1461 through 41-1465;
2.
Has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity. special
discount, trip, favor, or Service to a public servant in connection with the submitted offer. Failure to provide a valid signature affirming the
stipulations required by this clause will result in rejection of the Offer. Signing the Offer with a false statement will void the Offer, any resulting
contract, and may be subject to legal penalties under law;
3.
Complies with A.R.S. § 18-132 when offering electronics or information technology products, Services, or maintenance;
4.
Has submitted this Offer as a firm offer for 180 days following the Solicitation due date and time per the Instructions to Offers. Any extensions to
the Offer Acceptance Period shall be made in accordance with A.A.C. R2-7-C310;
5.
Did not and will not involve collusion or other anti-competitive practices; and
6.
Is not debarred from, or otherwise prohibited from, participating in any contract awarded by federal, state. or local government.
ACCEPTANCE OF OFFER
The offer is hereby accepted.
The Contractor is now bound to sell the Materials or Services listed by the attached Contract and based upon the Solicitation, including
all terms, conditions, specifications, amendments, etc., and the Contractor's Offer as accepted by the State.
The Contract shall henceforth be referred to as Contract No. ________________ _
The effective date of the Contract is
The Contractor is cautioned not to commence any billable work or to provide any Material or Service under this Contract until
Contractor receives purchase order, contract release document, or written notice to proceed.
State of Arizona Awarded this
day of
20
Procurement officer signature
CTR069677
February 1, 2024
24
January
26th

Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W Washington St. Ste. 8200
Phoenix, AZ 85007
Attachment Supplement 58 - Conformance Statements - Exceptions to Instructions
Article/
paragraph
RFP language (Copy and paste from
or exhibit
reference
Solicitation)
Alternate language and Rationale
Special Instructions to Offerors
3.2.2
Product shall be FOB point delivered without
Product shall be FOB shipping point with delivery and
additional freight charges
shipping charges stated separately.
X
X
Alternate language: X
Rationale: X
X
X
Alternate language: X
Rationale: X
Uniform Instructions to Offerors
X
X
Alternate language: X
Rationale: X
X
X
Alternate language: X
Rationale: X
X
X
Alternate language: X
Rationale: X
American Fence Company of Arizona, Inc.
Company name
ACCEPTED

1
QUALITY CONTROL ASSURANCE
Revised 03/01/2023
TABLE OF CONTENTS
1.
Introduction
2.
Quality Control Personnel
3.
Installation Procedures
4.
Points of Inspection
5.
Testing
6.
Non-Conformance Procedures
ATTACHMENT 9
SUPPLEMENT #4

QUALITY CONTROL PLAN

1. Introduction

Providing customers with superb products and service is an ongoing goal at
American Fence. All employees are reminded that the customer and his or her
satisfaction with American Fence products and service is the reason that we are in
business.

American Fence Company utilizes quality assurance in many ways including:

•
Standardizing best practices to maximize productivity

•
“Systematizing” work methods to ensure that the job is “done right
the first time”
•
Managing quality to assure quality and to keep defects from customers

•
To reduce the cost of quality to increase profits

•
To protect the business from liability risk

Quality checklists and forms were developed with mistake-proofing techniques in
order to allow American Fence Company to begin building quality into the
process. Using these techniques allows us to provide a better quality product
to our customer and be a more profitable company at the same time.

Our reputation as a fence company relies on our ability to respond to our
customers.

2. Quality Control. Personnel

•
The project manager shall be responsible for ensuring that the products we
provide meet all specifications or requirements that have been
requested by the customer.

Project Manager: _____________________________________________

•
The construction superintendent shall be responsible for supervising the
crew foreman and ensuring that craft skills meet or exceed industry
standards.

Construction Superintendent: ___________________________________

3
•
The construction crew foreman shall be responsible for building a quality
fence for the customer.
Construction Crew Foreman: ________________________________________
3. Installation Procedures
The crew foreman is to conduct a series of inspections during the process of
constructing the fence.
•
Layout of fence line based on type and specifications
•
Excavate of all holes to specified width and depth
•
Set posts and insure proper post height and protect open holes overnight
•
Install framing
•
Install fabric and tie. Insure proper material spec, tension wire and
fabric installation
•
Install barb wire where specified
•
At completion of job insure that all details are complete, that tools
and equipment are removed and the jobsite is cleaned and ready for
final inspection.
4. Points of Inspection
Size of holes and concrete
5. Testing
Material certification available upon request
6. Non-Conformance Procedures
Any work which is deemed to be in non-conformance will be re-done and
discussed with the foreman was well as the supervisor so as to prevent
additional mistakes.

ATTACHMENT 8 - SUPPLEMENT #2
2502 N. 27th Avenue • Phoenix, AZ 850090 / PO Box 19040 • Phoenix, AZ 85005 / Web Site: http://www.americanfence.com
January 8, 2024
American Fence is a privately held corporation and as such, all financial information is
held in strict confidence. Our current audited balance sheet is attached for your
reference.
Upon request, additional information will be provided as a pre-condition of contract
award. Please contact David Herr, Vice President of Accounting and Finance should
additional financial information be required.
Office – 602-352-7715
Cell – 480-388-1525
David.herr@americanfence.com

ATTACHMENT 8 - SUPPLEMENT #2

1
American Fence and Security, Inc. and Subsidiaries
Table of Contents
October 28, 2023
Independent Auditor’s Report ............................................................................................................................. 1
Consolidated Financial Statements
Consolidated Balance Sheet ............................................................................................................................. 3
Consolidated Statement of Operations and Retained Earnings......................................................................... 4
Consolidated Statement of Cash Flows ............................................................................................................ 5
Notes to Consolidated Financial Statements .................................................................................................... 6

See Notes to Consolidated Financial Statements
3
American Fence and Security, Inc. and Subsidiaries
Consolidated Balance Sheet
October 28, 2023
Assets
Current Assets
Cash and cash equivalents
18,300,352
$
Accounts receivable, net
24,549,992

Inventories
17,595,289

Contract assets
3,971,968

Prepaid expenses and other current assets
1,038,735

Total current assets
65,456,336

Property and Equipment
Leasehold improvements
4,632,402

Equipment and vehicles
15,718,379

Rent-A-Fence panels
41,074,004

61,424,785

Less accumulated depreciation and amortization
(17,901,019)

Total property and equipment
43,523,766

Other Assets
99,719

109,079,821
$
Liabilities and Stockholder's Equity
Current Liabilities
Accounts payable
6,548,260
$

Deferred revenue
9,460,276

Contract liabilites
1,828,592

Customer deposits
1,085,883

Accrued expenses
Salaries and wages
7,108,045

Payroll, sales and property taxes
1,104,366

Workers' compensation
455,583

Other current liabilities
1,598,893

Total current liabilities
29,189,898

Long-Term Liabilities
Other long-term liabilities
5,709,845

Total liabilities
34,899,743

Commitments and Contingencies (Note 7)
Stockholder's Equity
Common stock, no par value; 1,000,000 shares
authorized; 14,482 shares issued and outstanding
-
Additional paid-in capital
3,893,789

Retained earnings
70,286,289

Total stockholder's equity
74,180,078

109,079,821
$

See Notes to Consolidated Financial Statements
4
American Fence and Security, Inc. and Subsidiaries
Consolidated Statement of Operations and Retained Earnings
Year Ended October 28, 2023
Sales
168,129,480
$

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:
CONTACT
(A/C, No):
FAX
E-MAIL
ADDRESS:
PRODUCER
(A/C, No, Ext):
PHONE
INSURED
REVISION NUMBER:
CERTIFICATE NUMBER:
COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on
this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
$
$
$
$
PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)
COMBINED SINGLE LIMIT
AUTOS ONLY
AUTOS
AUTOS ONLY
NON-OWNED
SCHEDULED
OWNED
ANY AUTO
AUTOMOBILE LIABILITY
Y / N
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under
ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-
STATUTE
PER
LIMITS
(MM/DD/YYYY)
POLICY EXP
(MM/DD/YYYY)
POLICY EFF
POLICY NUMBER
TYPE OF INSURANCE
LTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
EXCESS LIAB
UMBRELLA LIAB
$
EACH OCCURRENCE
$
AGGREGATE
$
OCCUR
CLAIMS-MADE
DED
RETENTION $
$
PRODUCTS - COMP/OP AGG
$
GENERAL AGGREGATE
$
PERSONAL & ADV INJURY
$
MED EXP (Any one person)
$
EACH OCCURRENCE
DAMAGE TO RENTED
$
PREMISES (Ea occurrence)
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE
OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY
PRO-
JECT
LOC
CERTIFICATE OF LIABILITY INSURANCE
DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
10/23/2023
Lovitt & Touché A Marsh and McLennan Agency, LLC
8605 E. Raintree Drive, Suite 200
Scottsdale AZ 85260
Michelle Dickason
602-956-2250
michelle.dickason@marshmma.com
The Continental Insurance Company
35289
AMERFEN-C1
Transportation Insurance Company
20494
American Fence and Security Company, Inc.
PO Box 19040
Phoenix AZ 85005
National Fire Insurance Co of Hartford
20478
Valley Forge Insurance Company
20508
Continental Casualty Company
20443
1130102766
D
X
1,000,000
X
500,000
X
Contractual Liab
15,000
1,000,000
2,000,000
X
Y
Y
6079046711
11/1/2023
11/1/2024
2,000,000
Deductible
0
C
1,000,000
X
Y
Y
6079046675
11/1/2023
11/1/2024
A
X
X
9,000,000
Y
6079046689
11/1/2023
Y
11/1/2024
9,000,000
X
10,000
B
E
E
B
X
N
Y
679711526 (AZ)
679711879 (CA)
679712031 (AOS)
6079126302 (Stop Gap)
11/1/2023
11/1/2023
11/1/2023
11/1/2023
11/1/2024
11/1/2024
11/1/2024
11/1/2024
1,000,000
1,000,000
1,000,000
Named Insured Includes: American Fence Company, Inc.; American Fence Company of Arizona, Inc.; American Fence of New Mexico, Inc.; Allstate Rent A
Fence, Inc.
Certificate holder is an Additional Insured for General Liability and Auto Liability if required in a written contract. The General Liability and Auto is primary and
non contributory. Waiver of subrogation applies to General Liability, Auto Liability and Work Comp if agreed to in a written contract.
Umbrella is follow form of underlying General Liability, Auto Liability and Employers Liability, subject to policy terms, conditions and exclusions.
Includes 30 day notice of cancellation to certificate holder, with an exception for 10 days for non payment of premium, if agreed to in a written contract. General
Liability per project aggregate applies.
See Attached...
State of Arizona
1110 West Washington Street, Suite 155
Phoenix AZ 85007
ATTACHMENT 7 - SUPPLEMENT #1

Business Auto Policy
Policy Endorsement
DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the following:
AUTO DEALERS COVERAGE FORM
BUSINESS AUTO COVERAGE FORM
MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless
modified by this endorsement.
This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability
Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter
coverage provided in the Coverage Form.
This endorsement changes the policy effective on the inception date of the policy unless another date is
indicated below.
SCHEDULE
Name Of Person(s) Or Organization(s):
ANY PERSON OR ORGANIZATION THAT THE NAMED INSURED IS OBLIGATED TO PROVIDE INSURANCE
WHERE REQUIRED BY A WRITTEN CONTRACT OR AGREEMENT IS AN INSURED,BUT ONLY WITH RESPECT
TO LEGAL RESPONSIBILITY FOR ACTS OR OMISSIONS OF A PERSON/ORGANIZATION FOR WHOM
LIABILITY COVERAGE IS AFFORDED UNDER THIS POLICY
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but
only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision
contained in Paragraph A.1. of Section II - Covered Autos Liability Coverage in the Business Auto and Motor
Carrier Coverage Forms and Paragraph D.2. of Section I - Covered Autos Coverages of the Auto Dealers
Coverage Form.
Policy Page: 36 of 59
Form No: CA 20 48 10 13
© Copyright Insurance Services Office, Inc., 2011
INSURED:

POLICY #:
POLICY PERIOD:

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Request for Proposal

Notice Page
Arizona Department of Administration
General Services Division
1400 W Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Requirements (rev 12/21) Page 1

Solicitation Number:

BPM005857
Description:

FENCING MATERIALS AND INSTALLATION SERVICES
Solicitation Due Date and Time:

TUESDAY, JANUARY 9, 2024 AT 2:00 PM

Pre-Offer Conference:

Pre-Offer Conference will not be conducted

Proposals will only be accepted online in “The State’s e-Procurement System” at
https://app.az.gov until the “Bid/Offer Due Date” indicated in “The State’s e-Procurement
System” for the Solicitation No. shown at the top of this page. Proposals must be in the State
Procurement Office’s possession online no later than that deadline.
Submit technical inquiries about navigating and/or submitting proposals in the State’s e-Procurement
System to the State’s e-Procurement System Help Desk by phone at (602) 542-7600, option 2; or by
email to app@azdoa.gov
LATE PROPOSALS WILL NOT BE CONSIDERED. No extension or grace period will be given for
delays or incomplete proposals caused by internet connectivity problems, file uploading difficulties, or
misunderstanding of the requirements or procedures for online submission in “The State’s e-
Procurement System”.
It is the responsibility of the supplier/offeror to routinely check the APP website for Solicitation
Amendments. Additional instructions for preparing an Offer are included in this solicitation.
Persons with a disability may request a reasonable accommodation, such as a sign language
interpreter, by contacting the Solicitation contact person. Requests shall be made as early as possible
to allow time to arrange for the accommodation.

Table of Contents
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W. Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Requirements (rev 12/21) Page 2
Notice Page 1
Table of Contents

2
Solicitation Summary

3
Scope of Work

05
Pricing Document

18
Special Terms and Conditions

22
Uniform Terms and Conditions

Solicitation Summary
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W. Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Requirements (rev 12/21)
Page 3
Solicit ation Summary
1.
What the State is Soliciting?
The Arizona Department of Administration, General Services Division (the State), as authorized under
A.R.S. § 41-2501 is seeking to establish one or more “statewide” contracts with qualified, reliable
contractors to provide materials and installation services for statewide fencing needs on an as-needed
basis. Temporary/Rental fencing is included as services needed.
The State anticipates awarding contract(s) with the intent to secure service coverage statewide. Whether
or not it actually enters into any contracts, how many contracts it enters into, and how the work is awarded
between those contracts are all at the State’s discretion. Furthermore, the State will use any awarded
contracts on an as-needed basis, with no guarantee as to its actual spending under them.
The State reserves the right to accept any item or combination of items specified in the solicitation, unless
the Offeror expressly restricts an item or combination of items in its Proposal, and conditions its response
on receiving all items for which it provided a proposal. In the event of such restriction, the State will
evaluate if an award on such basis will result with the best value and in the best interest for the State. The
State may otherwise determine at its sole discretion that such restriction is non-responsive and deem the
Offeror ineligible for further evaluation.
2.
What is in the Solicitation?
2.1.
At the time of publication, the following documents are included in the Solicitation:
2.1.1.
Attachment: BPM005857 Solicitation Requirements
2.1.1.1.
Notice / Cover Page
2.1.1.2.
Table of Contents
2.1.1.3.
Solicitation Summary
2.1.1.4.
Scope of Work
2.1.1.5.
Special Terms and Conditions
2.1.1.6.
Uniform Terms and Conditions

2.1.2.
Attachment: BPM005857 Solicitation Instructions
2.1.2.1.
Special Instructions to Offerors
2.1.2.2.
Uniform Instructions to Offerors

2.1.3.
Solicitation Attachments
2.1.3.1.
Offer and Acceptance
2.1.3.2.
Boycott of Israel Disclosure
2.1.3.3.
Forced Labor of Ethnic Uyghurs Ban
2.1.3.4.
Confidential Information
2.1.3.5.
Conformance Statements - Exceptions
2.1.3.6.
Exceptions
2.1.3.7.
Key Personnel

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2.1.3.8.
Organizational Profile
2.1.3.9.
Proposed Subcontractors
2.1.3.10.
Experience and Capacity Questionnaire
2.1.3.11.
References
2.1.3.12.
Method of Approach
2.1.3.13.
Pricing Document – Excel File BPM005857 Pricing Document

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

Scope of Work
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W. Washington St., Ste. B200
Phoenix, AZ 85007

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Page 5
Scope of Work
1.
PURPOSE
1.1.
The State of Arizona (the State), its Agencies (State) as well as Participating Members
of the State Purchasing Cooperative (Co-op), have an ongoing requirement for various
fencing materials and installation services, including fencing rentals, as described
herein. The purpose of this solicitation is to conduct a competitive process, in
accordance with Arizona Revised Statutes (ARS) 41-2501 et seq., to create a contract(s)
from which the State Agencies and its Cooperative Members may acquire these
products and services. The contract(s) shall be available for use by all State Agencies,
Boards, Commissions as well as State Purchasing Cooperative Members, collectively
hereinafter referred to as Eligible Agencies. In order to participate in this contract, a
cooperative member shall have entered into a Cooperative Purchasing Agreement with
the Department of Administration, State Procurement Office as required by Arizona
Revised Statues § 41-2632. Membership in the State Purchasing Cooperative is
available to all Arizona political subdivisions including cities, counties, school districts,
and special districts. Membership is also available to all non-profit organizations, as well
as State governments, the US Federal Government and Tribal Nations. Non-profit
organizations are defined in A.R.S. § 41-2631(4) as any nonprofit corporation as
designated by the internal revenue service under section 501(c)(3) through 501(c)(6).

1.2.
It is the intent of the State to award multiple contracts for these services on an as needed
basis.

2.
SCOPE OF WORK SUMMARY
2.1.
The Contractor shall be responsible for furnishing all services, labor, materials,
equipment, tools, insurance, permits, and fees (in any) necessary to render the services
according to the scope of services set forth herein.

3.
SCOPE OF SERVICES
3.1.
Materials
3.1.1.
All supplies, materials and equipment used in the performance of this contract
shall be of the type and quality used in commercial fence replacement or
rentals services and shall be maintained in good operating condition at all
times.
3.2.
Pricing
3.2.1.
Pricing shall include materials, delivery and installation.
3.2.2.
Product shall be FOB shipping point. Delivery and shipping charges stated.
3.2.3.
Upon completion of each individual project, the Contractor will submit to the
State a detailed invoice to include all itemized materials, work performed and
labor hours used to complete the project.

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3.3.
Written Quotes
3.3.1.
When a written quote is requested, the Contractor shall submit to the
representative of the department requesting a detailed written estimate of the
proposed services.
3.3.2.
Contractor shall have written approval prior to proceeding with orders. It is
understood and agreed that the Eligible Agencies and Co-ops have the right to
reject the written quotation.
3.3.3.
Written quotes shall be submitted within three (3) business days of the initial
request by the State. The Contractor shall submit an itemized not-to exceed
price, giving a full description of the project for each project covered by the
contract.
3.3.4.
Written quotes shall list the location name and address. The project estimate
shall list each and every item per bid specifications, i.e., bid items and
quantities, all hardware items used, and labor. Each quote shall be submitted
with the clear sketch or drawing indicating work being quoted showing
distance, and direction and swing of any gates (if applicable).
3.4.
Post Settings
3.4.1.
All fence posts shall be set in concrete with no filler added. Concrete holding
each post shall be crowned away from the post to shed water. Concrete shall
be of a commercial grade with a minimum 28-day compressive strength of
2500 psi.
3.4.2.
Any changes to the requirements in 3.4.1 shall be at the request of the Eligible
Agency or Co-Op only.
3.5.
Miscellaneous Fittings
3.5.1.
Miscellaneous steel fittings and hardware for use with zinc-coated steel fabric
shall be of commercial grade steel or better quality, wrought or cast as
appropriate to the article, and sufficient in strength to provide a balanced
design when used in conjunction with fabric posts, and wires of the quality
specified herein. All steel fittings and hardware shall be protected with a zinc
coating applied in conformance with ASTM A 153.
3.6.
Electrical Grounds
3.6.1.
Electrical grounds shall be constructed at 300-foot intervals and where any
power line passes over the fence. The ground shall be installed directly below
the point of crossing. The ground shall be accomplished with a copper clad rod

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8 feet long and a minimum of 5/8 inch in diameter driven vertically until the top
is 6 inches below the ground surface. A No. 6 solid copper conductor shall be
clamped to the rod and to the fence in such a manner that each element of the
fence is grounded. Installation of the ground rods shall not constitute a pay
item and shall be considered incidental to fence construction.
3.7.
Fence Removal
3.7.1.
When removing fence posts, the Contractor shall completely fill and compact
post holes with dirt so they are level with the adjacent area. The Contractor
shall not fill the post holes with the concrete removed from the old fence posts.
3.7.2.
The Contractor will be responsible for removing and disposing of any existing
fencing. Upon removal of existing fencing, the eligible agency or co-op
requesting services reserves the option to retain fencing removed by the
Contractor.
3.7.3.
The Contractor must repair any irrigation damage caused by fence removal.
3.8.
Warranty
3.8.1.
All work shall conform to all existing governing authorities’ codes and
regulations. The work must be accomplished with professional methods and
standards of the trade.
3.8.2.
The Contractor shall inform the State of any extended warranties on materials
and labor. Minimum 2-year warranty required on both materials & labor.
3.8.3.
The Contractor assumes full responsibility for completion of the services
stipulated for fence installation and repair services.
3.9.
Temporary/Rental Fencing
3.9.1.
Temporary/Rental fencing shall be put in place with stands and sand bags so
as not to penetrate the ground.
3.9.2.
The Contractor must repair any irrigation damage caused by fence installation
or removal.
3.10.
Labor & Installation
3.10.1.
Work Hours: Normal working hours for this contract shall be from 7 a.m. to 6:00
p.m., Monday through Friday, excluding holidays unless otherwise written
authorization from the State representative is given.

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3.10.2.
The State reserve the right to question any job when the hours performed by
the Contractor seem excessive for the work completed.
3.10.3.
The Contractor shall visit job sites and be responsible for all field
measurements and award of job conditions.
3.10.4.
Installation shall be in compliance with all requirements and instruction of
applicable manufacturer.
3.10.5.
Installation shall be done in a neat workman-like manner. The fence shall follow
the natural contour of the ground (no gaps under fence) in a straight line from
one point (corner) to another unless otherwise noted on the drawing. Fence
posts shall be plumb and the top rails shall be attached in a manner that forms
a smooth horizontal alignment.
3.10.6.
The Contractor must repair any irrigation damage caused by fence installation.
3.11.
Safety
3.11.1.
The Contractor shall be responsible for the provision of adequate and proper
safety precautions for both the workmen and all persons in and around the
work area.
3.11.2.
Execution of Work: The Contractor shall be responsible for performing the work
necessary to meet the State standards in a safe, neat, and high-quality
workmanlike manner using only accepted methods in carrying out the work and
complying with all federal, state and local laws.
3.11.3.
Loss control and safety: The Contractor shall retain control over its employees,
agents, servants and subcontractors, as well as control over its invitees, and
its activities on and about the subject premises and the manner in which such
activities shall be undertaken and to that end, the Contractor shall not be
deemed to be an agent of the State.
3.11.3.1.
Precaution shall be exercised at all times by the Contractor for the
protection of all persons, including employees, and property.
3.11.3.2.
The Contractor shall make a special effort to detect hazards and
shall take prompt action where loss control/safety measures
should reasonably be expected.
3.11.3.3.
It is agreed that Contractor takes full responsibility for all security
measures or controls needed for the safe use of the subject
premises and that the State does not represent that the security

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Page 9
measures taken by the Contractor are adequate for the purposes
intended.
3.12.
Cleanup
3.12.1.
All furnishings and equipment shall be placed back in the original locations.
3.12.2.
All work areas must be returned to original condition.
3.12.2.1.
Contractor shall clean and remove from the premises, all surplus
and discarded materials, rubbish, and temporary structures, and
shall restore in an acceptable manner all property, both public and
private, which has been damaged during the prosecution of the
work, and shall have the work in a neat and presentable condition.
Note – Any and all debris shall be removed from the premises. Construction debris,
trash, etc., shall not be left or buried on site.
3.13.
Scheduled Projects
3.13.1.
The Contractor shall respond to the designated State representative within
two (2) business days from the time the initial notification of a new job.
3.13.1.1.
Upon contact with the appropriate State representative, a walk-
through of the proposed job site will occur within two (2) business
days or as scheduled with the eligible agency or co-op
representative.
3.14.
Emergencies
3.14.1.
Should an event occur, resulting in possible harm to any person on State
property, the State will be the first priority for any emergency fencing needs.
The State of Arizona representative will determine what constitutes an
emergency. The Contract must respond to a call for emergency work within
two (2) hours.

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STATEWIDE REGIONS MAP

Pricing Document
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W. Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Requirements (rev 12/21) Page 11

Pricing Document
1.
Compensation method
Contractor will be compensated based on the final detailed written quote approved by the
Customer.
2.
Pricing
2.1.
Contractor’s Best Pricing. Supplier warrants that, for the term of the Contract, the prices
and discounts set out in the Attachment titled BPM004822 Pricing Document, including any
subsequent agreed amendment to it (the “Contract Pricing”), will be equal to or better than
the lowest prices and largest discounts, both separately and in combination, at which
Contractor sells equivalent services, items of equipment and materials.
2.1.1.
That price-plus-discount equivalence (“Contractor’s Best Pricing”) is intended to
be irrespective of whether or not those other sales have special purchase terms,
conditions, rebates or allowances.
2.1.2.
If Contractor’s Best Pricing for equivalent services, items of equipment and
materials is better than the Contract Pricing, then Contractor agrees to adjust the
Contract Pricing to match the Contractor’s Best Pricing for all sales related to the
Contractor made after the date when the Contractor’s Best Pricing was first
better than the Contract Pricing.
2.1.3.
For clarification of intent, that date is intended to be the date when the difference
first occurred, which might have been before the difference was first identified. If
it was before, then Supplier agrees to charge at less than the Contract Pricing
until the extended difference that would have been realized (i.e., if the
Contractor’s Best Pricing had been applied when it should have been) has been
settled.
2.2.
Pricing is all-inclusive, including any ancillary fees and costs required to accomplish the
Scope of Work and all aspects of Contractor’s offer as accepted by State. Details of service
not explicitly stated in the Scope of Work or in Contractor’s Offer, but necessarily a part of,
are deemed to be understood by Contractor and included herein. All administrative,
reporting, or other requirements, all overhead costs and profit and any other costs toward
the accomplishment of the requirements in the Contract are included in the pricing
provided.
2.3.
Price Increase. The State may review a fully documented request for a price increase. The
requested increase shall be in writing and be based upon a cost increase to the contractor
that was clearly unpredictable at the time of the offer and is directly correlated to the price

Solicitation Requirements (rev 12/21) Page 12

of the product concerned. Contractor must provide conclusive evidence of a need for any
price increases such as being substantiated by the Producer Price Index, Consumer Price
Index, or similar pricing guide.
2.3.1.
Initial Contract prices will be honored for one year after award of Contract.
2.3.2.
All written requests for price adjustments made by the contractor shall be initiated
thirty (30) days in advance of any desired price increase to allow the State
sufficient time to make a fair and equitable determination to any such requests.
This may be waived upon proper documentation demonstrating the urgency of
the request.
2.3.3.
All price adjustments will be implemented by a formal contract amendment. State
shall determine whether the requested price increase or an alternate option is in
the best interest of State.
2.4.
Price Reductions. Price reductions shall be immediately passed along to State and may
be submitted in writing to State for consideration at any time during the Contract period.
The contractor shall offer State a price reduction on the Contract product(s) concurrent with
a published price reduction made to other customers. The State at its own discretion may
accept a price reduction. The price reduction request shall be in writing and include
documentation showing the actual reduction of cost. Sales promotions requests shall
include difference in pricing, begin, and end date of promotion along with the products
covered.
2.5.
Additional Charges. Any charges or fees not delineated in the Contract may not be added,
billed, or invoiced under the Contract.
2.6.
Travel. Contractor shall get written approval prior to any travel under the Contract in which
reimbursement of expenses will be requested. Contractor will be reimbursed for actual
expenses incurred in accordance with the current rates specified in the State's Travel
Policy. Contractor shall itemize all per diem and lodging charges. State Travel Policy,
including State rates, may be located at https://gao.az.gov/travel. The Eligible Entity /
Customer shall reject any claim for travel reimbursement without prior written approval.
3.
Invoicing
3.1.
Invoices Go To Buying Entity. Contractor shall submit all billing notices or invoices to the
ordering Eligible Entity/Customer (e.g. Eligible Agency or Co-Op Buyer) at the address
indicated on the applicable Order document or by utilizing the Buying Entity’s purchasing
tool/process.

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3.2.
Minimum Invoice Requirements. Every invoice must include the following information:
3.2.1.
Bill-to name and address
3.2.2.
Contractor name and contact information
3.2.3.
Remit-to address
3.2.4.
Invoice number and date
3.2.5.
State contract number
3.2.6.
Order number (APP PO number)
3.2.7.
Date the services performed
3.2.8.
Applicable payment terms
3.2.9.
Material or Service description (Itemized)
3.2.10.
Quantity delivered or performed
3.2.11.
Line-item unit of measure
3.2.12.
Item price
3.2.13.
Extended pricing
3.2.14.
Taxes (as a separate invoice line item)
3.2.15.
Mailing fees (if applicable)
3.2.16.
Total invoice amount due

3.3.
No Invoice Without Authorization. Contractor shall not seek payment for any:
3.3.1.
Materials or Services that have not been authorized on an acknowledged Order;
3.3.2.
Expediting, overtime, premiums, or upcharges absent State’s express prior
approval; or
3.3.3.
Materials or Services that are the subject of a Contract Amendment that has not
been fully signed.

3.4.
Submitting Invoices. Contractor shall submit an invoice to the ordering Eligible Agency or
Co‑Op Buyer using the form and/or process provided or required by the ordering Eligible
Entity/Customer (Eligible Agency or Co-Op Buyer). Every invoice must be signed by
Contractor’s authorized representative and accompanied by all supporting information and
documentation required by the Contract and applicable laws.
3.5.
Defective Invoices. Without prejudice to its other rights under the Contract or further
obligation to Contractor, the ordering Eligible Entity/Customer (Eligible Agency or Co-Op
Buyer) may, at its discretion, reject any materially defective invoice.
3.5.1.
The ordering Authorize Entity/Customer (Eligible Agency or Co-Op Buyer) shall
notify the Contractor within 5 (five) business days after receipt if it determines an
invoice to be materially defective.

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3.5.2.
Invoices will be deemed automatically rejected upon delivery if they:
3.5.2.1.
are sent to an incorrect address;
3.5.2.2.
do not reference the correct State contract or APP Order number; or
3.5.2.3.
are payable to any Person other than the Contractor.
3.5.3.
The ordering Eligible Entity/Customer (Eligible Agency or Co-Op Buyer) will have
no obligation to pay against a defective invoice unless and until Contractor has
re-submitted it free of defects.
4.
Payments
4.1.
Payment. The applicable Eligible Agency or Co-Op Buyer shall pay undisputed amounts
due to Contractor within the time period specified in Section 4.0 Costs and Payments of
the Uniform Terms and Conditions
4.2.
Joint checks or direct pay. Applicable Eligible Agency or Co-Op Buyer may, but is under
no obligation to, pay by joint check or to pay directly to any Subcontractor or other creditor
to whom any portion of Contractor’s requested payment is owed.
4.3.
Recovery of overpayment. If applicable, Eligible Agency or Co-Op Buyer determines that
an over-payment has been made to Contractor on any prior invoice, it shall inform
Contractor of the amount and date of the overpayment and may deduct the overpaid
amount from amounts then or thereafter due to Contractor.
4.4.
Payment to subcontractors. Contractor shall make payment of all undisputed amounts due
to Subcontractors within thirty (30) days of receipt of funds from applicable Eligible Agency
or Co-Op Buyer applicable to their services.
4.5.
Purchasing card. Applicable Eligible Agency or Co-Op Buyer may pay invoices for some or
all Orders using a purchasing card. Any and all fees related to payment using a Purchasing
Card are the responsibility of the Contractor. Unless otherwise stated in the Contract there
will be no additional fees or increase in prices associated with this method of payment.
4.6.
Automated clearing house. Applicable Eligible Agency or Co-Op Buyer may pay invoices
for some or all Orders through an Automated Clearing House (ACH). In order to receive
payments in this manner from Eligible Agencies, the Contractor must complete an ACH
Vendor Authorization Form (form GAO-618) within 30 (thirty) days after the effective date
of the Contract. The form is available online at: https://gao.az.gov/afis/vendor-
information

Special Terms and Conditions
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of
Administration
General Services Division
1400 W Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Requirements (rev 12/21) Page
15

Special Terms and Conditions

The Special Terms and Conditions modify the Uniform Terms and Conditions. It can modify them by replacing,
deleting, appending to, or revising the text of an existing provision or by inserting a new paragraph into an
existing article. No other document modifies or adds to the Uniform Terms and Conditions, except as may
subsequently be otherwise and expressly agreed and incorporated by Contract Amendment.
1.
Definition of Terms: As used in the Contract, the terms listed below are defined as follows:
1.1.
Acceptance: The document titled “Offer and Acceptance Form” bearing the state contract
number once Procurement Officer has signed it to signify (1) State’s formal acceptance
of the Accepted Offer and (2) the formation of the Contract. For clarity of intent, the
foregoing is not to be confused with the term “acceptance” used throughout the Contract
in the context of delivery, inspection, etc., with respect to Materials or Services.
1.2.
Accepted Offer:
1.2.1.
then “Accepted Offer” means the Offer.
1.3.
Arizona Procurement Code: The Arizona Procurement Code consists of Arizona Revised
Statutes (A.R.S.) §§ 41-2501 et seq. and Arizona Administrative Code (A.A.C.) R2-7-101
et seq. There is additional information in the Solicitation Instructions regarding how to
access these state statutes and rules.
1.4.
Arizona Transaction Privilege Tax (TPT): For information, refer to the Arizona Department
of Revenue (DOR) website at: https://azdor.gov/transaction-privilege-tax-tpt
1.5.
Attachment. Any item that:
1.5.1.
The Solicitation required Offeror to submit as part of the Offer;
1.5.2.
Was attached to an Offer when submitted; and
1.5.3.
Was included in the Accepted Offer.
1.6.
Pricing Document: The Pricing Section of the Special Terms and Conditions; provided
that, if there is no such Section in the Contract, then “Pricing Document” is to be construed
as referring to whatever item in the Contract contains the contracted pricing and payment
provisions.
1.7.
Contract Terms and Conditions: The Special Terms and Conditions and the Uniform
Terms and Conditions taken collectively.

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16

1.8.
Contractor: The Person identified on the Accepted Offer who has entered into the Contract
with the State.
1.9.
Contractor Indemnitor: Contractor or any of its owners, officers, directors, agents,
employees, or Subcontractors.
1.10.
Eligible Agency:
1.10.1.
If the Special Terms and Conditions indicate that the Contract is a “single-
agency” contract, then “Eligible Agency” means the particular State of Arizona
agency, university, commission, or board identified therein.
1.10.2.
If the Special Terms and Conditions indicate that the Contract is a mandatory
contract, then “Eligible Agency” means any State of Arizona department, agency,
university, commission, or board.
1.11.
Instructions to Offerors: “Instructions to Offerors” means the Solicitation Instructions
document of the Solicitation.
1.12.
Order: The instrument by which the Eligible Agency authorizes a Contractor to perform
some or all of the Work. Whether the Contract will have one Order or many Orders
depends on the scope of the Contract and how the State will use it. The Special Terms
and Conditions provide that information. Any of the following are construed as an “Order”:
“Purchase order,” “task order,” “service order,” or “job order”.
1.13.
The State’s eProcurement System: The State’s official electronic procurement system,
established pursuant to A.A.C. R2-7-201 as set forth in the Arizona Department of
Administration State Procurement Office policy document Technical Bulletin No. 020, The
State’s eProcurement System–The Official State eProcurement System. Technical
Bulletin No. 020 is available online at:
https://spo.az.gov/sites/default/files/documents/files/TB_020_APP_20181024.pdf
1.14.
State: With respect to the Contract generally, “State” means the State of Arizona and its
department, agency, university, commission, or board that has executed the Contract.
With respect to administration or rights, remedies, obligations and duties under the
Contract for a given Order, “State” means each Eligible Agency who has issued the Order.
1.15.
Work: The totality of the Materials and the Services and all the acts of administration,
creation, production, and performance necessary to fulfill and incidental to fulfilling all of
Contractor's obligations and duties under the Contract in conformance with the Contract
and applicable laws.

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17

2.
Contract Interpretations
2.1.
Usage. Where the Contract:
2.1.1.
assigns obligations to Contractor, any reference to “Contractor” is to be
construed to be a reference to the Contractor and all Subcontractors, whether
they are first-tier Subcontractors, sub-subcontractors, suppliers, sub-suppliers,
consultants, or sub-consultants, as well as all of Contractor’s and the
Subcontractor’s respective agents, representatives, and employees in every
instance unless the context plainly requires that it is a reference only to
Contractor as apart from Subcontractors.
2.1.2.
uses the permissive “may” with respect to a party’s actions, determinations, etc.,
the terms is to be interpreted as in A.A.C. R2-7-101(32) [Definitions]. For clarity
of intent, any right given to State using “State may” or a like construction denotes
discretion and freedom to act so far as any regulatory or operative constraints
permit in the relevant circumstances, provided that: (a) where written “may, at its
discretion,” the discretion extends to whatever is most advantageous to State;
and (b) where written only as “may,” the discretion is constrained by what is fair,
reasonable, and as accommodating of the respective best interests of both
parties as practicable under the circumstances;
2.1.3.
uses the imperative “shall” with respect to a party’s actions, duties, etc., the term
is to be interpreted as in A.A.C. R2-7-101(44) [Definitions]. Conversely, the
phrase “shall not” is to be interpreted as an imperative prohibition.
2.1.4.
uses the term “must” with respect to a requirement, criterion, etc., the term is to
be interpreted as conveying compulsion or strict necessity;
2.1.5.
uses the term “might” with respect to an event, outcome, action, etc., the term is
to be interpreted as conveying contingency or non-discretionary conditionality;
and
2.1.6.
uses the term “will” or the phrases “is to be” or “are to be” with respect to an
event, outcome, action, etc., the term or phrase is to be interpreted as conveying
such certainty or imperativeness that “shall” is either unnecessary or irrelevant
in that instance.
2.2.
Contract Order of Precedence
2.2.1.
Complementary Documents. All of the documents forming the Contract are
complementary. If certain work, requirements, obligations, or duties are set out

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only in one but not in another, Contractor shall carry out the Work as though the
relevant Work, requirements, obligations, or duties had been fully described in
all, consistent with the other documents forming the Contract and as is
reasonably inferable from them as being necessary to produce complete results.
2.2.2.
Conflicts. In case of any inconsistency, conflict, or ambiguity among the
documents forming the Contract and their provisions, they are to prevail in the
following order, descending from most dominate to most subordinate, provided
that, among categories of documents or provisions having the same rank, the
document or provision with the latest date prevails. Information being identified
in one document, but not in another, is not to be considered a conflict or
inconsistency.
2.2.2.1.
Contract Amendments;
2.2.2.2.
The final Solicitation Documents, in the following order:
(1) Special Terms and Conditions;
(2) Exhibits to the Special Terms and Conditions;
(3) Uniform Terms and Conditions;
(4) Scope of Work;
(5) Exhibits to the Scope of Work;
(6) Specifications; and
(7) Any other documents referenced or included in the Solicitation;
2.2.2.3.
Orders, in reverse chronological order; and
2.2.2.4.
Accepted Offer.
2.2.3.
Attachments and Exhibits. For clarity of intent, if an item was an Attachment in
the Solicitation Documents or an Offer and was subsequently made into an
Exhibit, or its content was incorporated into one of the other Contract documents,
then that Attachment no longer exists contractually as an “Attachment” since it
has at that point been made into some other Contract document. In every other
case, an Attachment and the Offeror data therein remain part of the Accepted
Offer for purposes of precedence and contractual effect.
3.
Contract Administration and Operation
3.1.
Term of Contract. The term of the Contract will commence on the date indicated on the
Acceptance and continue for twelve (12) months unless canceled, terminated, or
permissibly extended.

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19

3.2.
Contract Extensions. State may at its discretion extend the initial Contract term in
increments of one (1) or more months and do so one or more times, provided that the
maximum aggregate term of the Contract including extensions cannot exceed the
maximum aggregate term of five (5) years.
3.3.
Notices and Correspondence
3.3.1.
To Contractor. State shall address all Contract correspondence other than formal
notices to the email address indicated as “Default for Type” for “General Mailing
Address” in Contractor’s corresponding State’s eProcurement System Vendor
Profile; and address any required notices to Contractor to the “Contact Name
and Title” at the “Mailing Address” indicated on the Accepted Offer, as that
address might have been amended during the term of the Contract.
3.3.2.
To State. Contractor shall address all Contract correspondence other than
format notices to the email address indicated in “Contact Instructions” in the
State’s eProcurement System Summary for State; and address any required
notices to State via email to the Procurement Officer identified as “Purchaser” in
the State’s eProcurement System and via mail to the following mailing address:
Arizona Department of Administration
General Service Division
1400 W Washington St, Suite B200
Phoenix, AZ 85007

3.3.3.
Changes. State may change the designated Procurement Officer, update
contact information, or change the applicable mailing address.
3.4.
Signing of Contract Amendments. Contractor’s counter-signature (or “approval” in the
State’s eProcurement System, in the case of an amendment) is not required to give effect
if the Contract Amendment only covers either:
3.4.1.
extension of the term of the Contract within the maximum aggregate term; or
3.4.2.
modifications of a clerical nature that have no effect on terms, conditions, price,
scope, or other material aspect of the Contract.
In every case other than those listed in 3.4.1 and 3.4.2 above, both parties’ signatures
(or “approval” in the State’s eProcurement System in the case of an Amendment) are
required to give it effect.

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3.5.
Click-through Terms and Conditions. If either party uses a web-based ordering system,
an electronic purchase order system, an electronic order acknowledgement, a form of an
electronic acceptance, or any software based ordering system with respect to the Contract
(each an “Electronic Ordering System”), the parties acknowledge and agree that an
Electronic Ordering System is for ease of administration only, and Contractor is hereby
given notice that the persons using Electronic Ordering Systems on behalf of State do not
have any actual or apparent authority to create legally binding obligations that vary from
the terms and conditions of the Contract. Accordingly, where an authorized State user is
required to “click through” or otherwise accept or be made subject to any terms and
conditions in using an Electronic Ordering System, any such terms and conditions are
deemed void upon presentation. Additionally, where an authorized State user is required
to accept or be made subject to any terms and conditions in accessing or employing any
Materials or Services, those terms and conditions will also be void.
3.6.
Books and Records
3.6.1.
Retain Records. In addition to the audit rights detailed in the Uniform Terms and
Conditions, State also requires that, pursuant to A.R.S. § 41-2548(B), Contractor
shall retain and shall contractually require each Subcontractor to retain books
and records relating to any cost and pricing data submitted in satisfaction of §
41-2543 for the period specified in the statute.
3.6.2.
Usage Information. Additionally, any and all information (including, but not limited
to, documentation or Data) related to Eligible Agency and Co-Op Buyer usage
retained solely within the Contractor’s system (for example, related to punch-out
or Contractor catalog sales) shall be considered public information or information
that can be shared with and distributed by the State freely and for any purpose
under the State’s government purpose rights detailed in Section 3 of the Uniform
Terms and Conditions [Ownership of Intellectual Property]. Any modifications to
this Contract notwithstanding, the State shall have free use of any and all
information related to Eligible Agency or Co-Op Buyer purchasing. Upon request
by the State, Contractor shall promptly provide the State with any usage
information requested and shall not attempt to limit the State's use in any way.
3.6.3.
Right To Audit. The retained books and records are subject to audit by State
during that period. Pursuant to A.R.S. § 41-2548(B), Contractor shall retain and
shall contractually require each Subcontractor to retain books and records
relating to performance under the Contract for the period specified in the statute
and those retained books and records are subject to audit by State during that
period.

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3.6.4.
Auditing. Contractor or Subcontractor shall either make all such books and
records under subparagraphs 3.6.1 and 3.6.2 available to State at all reasonable
times or produce the records at a designated State office on State’s demand, the
choice of which being at State’s discretion. For the purpose of this paragraph,
“reasonable times” are during normal business hours and in such a manner so
as to not unreasonably interfere with normal business activities.
3.7.
Subcontract
3.7.1.
Initial list. At the time of Contract execution, Contractor’s candidate
Subcontractors were identified in Attachment Proposed Subcontractors to the
Accepted Offer [Proposed Subcontractors]. Agreeing to them being included in
the Accepted Offer signified Procurement Officer’s advance consent for
Contractor to enter into a Subcontract with each candidate, which Contractor
shall do as promptly as necessary to ensure its ability to carry out the Work in a
timely manner.
3.7.2.
Additional names. Contractor shall not enter into a Subcontract to perform Work
under the Contract, without first obtaining Procurement Officer’s written consent
with any prospective Subcontractor that (a) was not listed on the Attachment
Proposed Subcontractors at time of Contract execution or (b) is for any Materials
or Services categories other than the ones for which they were previously
consented. For either case (a) or (b), Contractor shall submit a written request
sufficiently in advance of the need date for those materials or services so that
performance under the Contract is not impaired. Procurement Officer may
request any additional information he or she determines is necessary to assess
the submittal, and may withhold consent pending it. Approval of additional
subcontractors shall be added to the Contract by a bilateral Contract
Amendment.
3.7.3.
Flow-down. Contractor shall incorporate the provisions, terms, and conditions of
the Contract into every Subcontract by inclusion or by reference, as appropriate.
When making any post-execution consent requests, Contractor shall include its
warrant that it will do the same for the pending Subcontracts covered by the
request. Entering into Subcontracts will not relieve Contractor of any of its
obligations or duties under the Contract, including, among other things, the duty
to supervise and coordinate the work of Subcontractors. Nothing contained in
any Subcontract will create or is to be construed as creating any contractual
relationship between State and the Subcontractor.
3.8.
Orders

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3.8.1.
Order Sufficiency. The Contract was awarded in accordance with the Arizona
Procurement Code; the transactions and procedures required by the Arizona
Procurement Code for competitive source selection have been met. An Order
issued that cites the correct State contract number will suffice to authorize the
Contractor to provide the Materials and perform the Services covered by that
Order.
3.8.2.
Order Terms. All Orders are subject to the Contract Terms and Conditions; an
Order cannot modify the Contract Terms and Conditions. Any Contractor terms
added to quotes or otherwise unilaterally added to Eligible Agency Buyer Orders
are null and void.
3.8.3.
Orders are Obligatory. Until the expiration or earlier termination of the Contract,
State may issue and Contractor shall accept Orders that make proper reference
to the Contract and are permissible hereunder, provided that, Contractor is not
obliged to accept any Order that is not consistent with the then-current pricing,
lead times, specifications, or payment provisions of the Contract. Contractor
shall fulfill and complete any Orders that are begun but not yet completed as of
expiration or earlier termination of the Contract unless State instructs otherwise
at the time.
3.8.4.
No Minimums or Commitments. (a) Contractor shall not impose any minimum
dollar amount, item count, services volume, or services duration on Orders; (b)
State makes no commitment of any kind concerning the quantity or monetary
value of activity actually initiated or completed during the term of the Contract;
(c) Contractor shall only deliver or perform as authorized by Orders; and (d) State
is not limited as to the number of Orders it may issue for the Contract. For clarity
of intent, the foregoing applies equally whether an Eligible Agency issues the
Order.
3.8.5.
Non-contracted Materials or Services. Any attempt to knowingly represent for
sales, marketing, or related purposes that Materials or Services not specifically
awarded are under a State contract is a violation of the Contract and law.
3.9.
Order Cancellations. State may cancel Orders within a reasonable period after issuance
and at its discretion. The same method used for ordering will be used for cancellation.
3.9.1.
If State cancels an Order, then State shall:
3.9.1.1.
pay Contractor for any portion of the Materials and Services from
that Order that have been properly delivered or performed as of
the cancellation effective date; and

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3.9.1.2.
reimburse Contractor for actual, documented costs incurred in
fulfilling the Order up to the cancellation effective date and the
cost of any obligations incurred in fulfilling the Order up to the
cancellation effective date that demonstrably cannot be canceled
or that have pre-established cancellation penalties specified in
the relevant Subcontracts, to the extent the penalties are
reasonable and customary for the work in question.
3.9.2.
Contractor shall not charge or be entitled to charge State for any new costs it
incurs after receiving the cancellation notice; State is not liable for any Materials
that were produced, shipped, or delivered, or Services that were performed
before Contractor had acknowledged the corresponding Order.
3.9.3.
State shall also be able to cancel Orders freely and without any further obligation
at any time prior to Contractor’s formal acknowledgement of the Order.
3.9.4.
Contractor shall acknowledge each Order from Eligible Agencies within one (1)
business day after receipt by either: (a) “approving” the Order electronically in
the State’s eProcurement System, which will indicate Contractor’s unqualified
acceptance of the Order as‑issued; or (b) “rejecting” the Order electronically in
the State’s eProcurement System, with a concurrent explanation by email to
relevant originator as to the reason for rejecting it. By way of reminder, the only
grounds on which the Contractor may reject or refuse an Order are those set out
in subparagraph 3.11.3 [Orders are Obligatory]. Unless and until Contractor has
approved the Order in the State’s eProcurement System, it will have no effect
under the Contract and will not oblige either State or Contractor. If the relevant
Eligible Agency explicitly instructs at the time that a verbal acceptance is
sufficient because of urgency or other unusual circumstances and Contractor
duly gives its verbal acceptance, then Contractor will be deemed to have
accepted the Order immediately upon commencing performance, provided that,
Contractor must follow-up its verbal acceptance by accepting the Purchase
Order electronically in the State’s eProcurement System within three (3)
business days. Contractor shall thereafter be barred from subsequently rejecting
the Order in the State’s eProcurement System and if it does so the rejection will
be void.
3.10.
Multiple-Use Provisions. Eligible Agencies may issue Orders for Services in several forms,
all of which become final and effective by a Purchase Order in the State’s eProcurement
System. Orders must cite the State contract number to be valid. State may, at its discretion
in each instance, determine the scope, schedule, and price for each Order in any of the
following ways:

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3.10.1.
By choosing some or all of the Materials or Services items covered by the
Contract for which a price is established in the Contract, then preparing an Order
using those prices (e.g. filling out an order form), and sending it to the Contractor;
3.10.2.
By instructing Contractor to provide a comprehensive proposal of item quantities,
combinations, etc., or services hours, personnel, etc., for a defined scope using
those established prices as a basis, then validating and negotiating the proposal
with Contractor and issuing an Order if and when reaching agreement;
3.10.3.
As described in 3.11.2 above but requesting the proposal from both Contractor
and other vendors who are contracted within the applicable scope categories
and locations, either sequentially or concurrently, then selecting the proposal or
proposals combination that is most advantageous to State; or
3.10.4.
As described in 3.11.3 above but introducing ad-hoc commercial competition by
making the selection and ordering conditional on obtaining more favorable prices
than the contractually-established ones.
3.11.
Work on State Premises

3.11.1.
Compliance With Rules. Contractor is responsible for ensuring that its personnel
comply with State’s rules, regulations, policies, documented practices, and
documented operating procedures while delivering or installing Materials or
performing Services on State’s grounds or in its facilities. For clarity of intent, the
foregoing means that if Contractor is required to comply with certain security
requirements in order to deliver, install, or perform at that particular location, then
it shall do so nonetheless and without entitlement to any additional compensation
or additional time for performance if those particular requirements are not
expressly stated in the Contract. Contractor is reminded that violation of the
prohibition under A.R.S. § 13-1502 against possession of weapons on State’s
property by anyone for whom Contractor is responsible is a material breach of
contract and grounds for termination for default.
3.11.2.
Protection Of Grounds And Facilities. Contractor shall deliver or install the
Materials and perform the Services without damaging any State grounds or
facilities. Contractor shall repair or replace any damage it does cause promptly
and at its own expense, subject to whatever instructions and restrictions State
needs to make to prevent inconvenience or disruption of operations. If Contractor
fails to make the necessary repairs or replacements in a timely manner, State
will be entitled to exercise its remedies under paragraph 8.5 of the Uniform
Terms and Conditions [Right of Offset].
3.12.
Transitions

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3.12.1.
During commencement, Contractor shall attend transition meetings with any
outgoing suppliers to coordinate and ease the transition so that the impact on
State’s operations is kept to a minimum. State may elect to have outgoing
suppliers complete some or all of their Work or Orders in progress, even if that
Work could be covered under the incoming supplier’s Contract. Conversely, the
State may have a continued need for the same Materials and Services upon
expiration or earlier termination of the Contract. Accordingly, Contractor shall
work closely with any incoming supplier and State to ensure as smooth and
complete a transition transfer as is practicable.
3.12.2.
Eligible Agency Buyers representative will coordinate all transition activities and
facilitate joint development of a comprehensive transition plan by both Contractor
and the incoming supplier. As with the incoming transition, State may permit
Contractor, when Contractor is outgoing, to complete work or orders in progress
to ease the transition as is safest and most efficient in each instance.
4.
Costs and Payments
4.1.
Type of Pricing. Offeror shall include only firm, fixed pricing in the Offer.
4.2.
Pricing is all-inclusive, including any ancillary fees and costs required to accomplish the
Scope of Work and all aspects of Contractor’s offer as accepted by State.
4.2.1.
Details of service not explicitly stated in the Scope of Work or in Contractor’s
Offer, but necessarily a part of, are deemed to be understood by Contractor and
included herein. All administrative, reporting, or other requirements, all
overhead costs and profit and any other costs toward the accomplishment of
the requirements in the Contract are included in the pricing provided.
4.2.2.
Additional Charges. Any charges or fees not delineated in the Contract shall
not be added, billed, or invoiced under the Contract.
4.3.
Price Increase. The State may review a fully documented request for a price increase.
The requested increase shall be in writing and be based upon a cost increase to the
contractor that was clearly unpredictable at the time of the offer and is directly correlated
to the price of the product concerned. Contractor must provide conclusive evidence of a
need for any price increases.
4.3.1.
Initial Contract prices shall be honored for one year after award of Contract.
4.3.2.
All written requests for price adjustments made by the Contractor shall be
initiated thirty (30) days in advance of any desired price increase to allow the

Solicitation Requirements (rev 12/21) Page
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State sufficient time to make a fair and equitable determination to any such
requests. This may be waived upon proper documentation demonstrating the
urgency of the request.
4.3.3.
All price adjustments will be implemented by a formal Contract Amendment.
State shall determine whether the requested price increase or an alternate
option is in the best interest of the State.
4.3.4.
State expects Contractors to use Lean Six Sigma principles to reduce costs in
their supply chain, and not simply pass new costs on to the State. If a price
increase is requested, State will ask for evidence that Lean Six Sigma principles
and tools have been used by Contractor to attempt to reduce costs in advance
of any request for a price increase under the Contract.
4.4.
Price Reductions. Price reductions shall be immediately passed along to State and may
be submitted in writing to State for consideration at any time during the Contract period.
The contractor shall offer State a price reduction on the Contract product(s) concurrent
with a published price reduction made to other customers. The State at its own discretion
may accept a price reduction. The price reduction request shall be in writing and include
documentation showing the actual reduction of cost. Sales promotions requests shall
include differences in pricing, begin, and end date of promotion along with the products
covered.
4.5.
Travel. Contractor shall request and receive written approval prior to any travel under the
Contract in which reimbursement of expenses will be requested. Contractor will be
reimbursed for actual expenses incurred in accordance with the current rates specified
in the State's Travel Policy. Contractor shall itemize all per diem and lodging charges.
State Travel Policy, including State rates, may be located at https://gao.az.gov/travel.
Eligible Agency or State shall reject any claim for travel reimbursement for which
Contractor did not receive prior written approval.
4.6.
Invoicing
4.6.1.
Invoices Go To Ordering Entity. Contractor shall submit all billing notices or
invoices to the ordering Eligible Agency or Co-Op Buyer at the address
indicated on the applicable Order document or by utilizing the Ordering Entity’s
purchasing tool/process.
4.6.2.
Minimum Invoice Requirements. Every invoice shall include the following
information:
4.6.2.1.
Bill-to name and address;

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4.6.2.2.
Contractor name and contact information;
4.6.2.3.
Remit-to address;
4.6.2.4.
Invoice number and date;
4.6.2.5.
State contract number;
4.6.2.6.
Order number (APP PO number);
4.6.2.7.
Material or Service description (itemized);
4.6.2.8.
Date(s) Services were performed or Materials were delivered;
4.6.2.9.
Applicable payment terms;
4.6.2.10.
Quantity delivered or performed;
4.6.2.11.
Line-item unit of measure;
4.6.2.12.
Item price;
4.6.2.13.
Extended pricing;
4.6.2.14.
Receipt for pass-through expenses (if applicable);
4.6.2.15.
Taxes (as a separate invoice line item), including the percentage
used to calculate taxes;
4.6.2.16.
Mailing fees (if applicable); and
4.6.2.17.
Total invoice amount due.

4.6.3.
No Invoice Without Authorization. Contractor shall not seek payment for any:
4.6.3.1.
Materials or Services that have not been authorized on an
acknowledged Order;
4.6.3.2.
Expediting, overtime, premiums, or upcharges absent State’s
express prior approval; or
4.6.3.3.
Materials or Services that are the subject of a Contract
Amendment that has not been fully signed by the Procurement
Officer.

4.6.4.
Submitting Invoices. Contractor shall submit an invoice to the ordering Eligible
Agency using the form and/or process required by the ordering Eligible Agency
Buyer. Every invoice must be signed by Contractor’s authorized representative
and accompanied by all supporting information and documentation required by
the Contract and applicable laws.
4.6.5.
Defective Invoices. Without prejudice to its other rights under the Contract or
further obligation to Contractor, the ordering Eligible Agency Buyer may, at its
discretion, reject any materially defective invoice.

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28

4.6.5.1.
The ordering Eligible Agency Buyer shall notify the Contractor
within five (5) business days after receipt if it determines an
invoice to be materially defective.
4.6.5.2.
Invoices will be deemed automatically rejected upon delivery if
they: are sent to an incorrect address, do not reference the
correct State contract and Purchase Order number, or are
payable to any Person other than the Contractor.
4.6.5.3.
The ordering Eligible Agency Buyer shall have no obligation to
pay against a defective invoice unless and until Contractor has
re-submitted it free of defects.
4.7.
Payments

4.7.1.
Payment Deadline. State shall make payments in compliance with Arizona
Revised Statutes Titles 35 and 41. Unless and then only to the extent expressly
stated otherwise in the Pricing Section of the Special Terms and Conditions
above, State shall make payment in full for Materials that have been delivered
and accepted and Services that have been performed and accepted within the
time specified in A.R.S. § 35-342, after both of the following occur: (a) all of the
Materials being invoiced have been delivered or installed (as applicable) and
accepted and all of the Services being invoiced have been performed and
accepted; and (b) Contractor has provided a complete and accurate invoice in
the form and manner called for in the Contract, provided that, State will not make
or be liable for any payments to Contractor until Contractor has registered
properly in the State’s eProcurement System and provided a current I.R.S. Form
W-9 to State unless excused by law from providing one.
4.7.2.
Payments Only to Contractor. Unless an assignment and assumption agreement
has been reached between the Contractor and State pursuant to Section 5.2 of
the Special Terms and Conditions [Assignment and Delegation] or the State has
been otherwise compelled by operation of law or order of a court of competent
jurisdiction, State will only make payment to Contractor under the federal tax
identifier indicated on the Accepted Offer.
4.7.3.
Payment. The applicable Eligible Agency Buyer shall pay undisputed amounts
due to Contractor within the time period specified in Section 4 Costs and
Payments of the Uniform Terms and Conditions.

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29

4.7.4.
Joint Checks or Direct Pay. Applicable Eligible Agency Buyer may, but is under
no obligation to, pay by joint check or to pay directly to any Subcontractor or
other creditor to whom any portion of Contractor’s requested payment is owed.
4.7.5.
Recovery of Overpayment. If applicable, Eligible Agency Buyer determines that
an overpayment has been made to Contractor on any prior invoice, it shall
inform Contractor of the amount and date of the overpayment and may deduct
the overpaid amount from amounts then or thereafter due to Contractor.
4.7.6.
Purchasing Card. Applicable Eligible Agency Buyer may pay invoices for some
or all Orders using a purchasing card. Any and all fees related to payment using
a purchasing card (also called a p-card) are the responsibility of the Contractor.
Unless otherwise stated in the Contract, there will be no additional fees or
increase in prices associated with this method of payment.
4.7.7.
Automated clearing house. Applicable Eligible Agency Buyer may pay invoices
for some or all Orders through an Automated Clearing House (ACH). In order
to receive payments in this manner from Eligible Agencies, the Contractor must
complete an ACH Vendor Authorization Form (form GAO-618) within 30 (thirty)
days after the effective date of the Contract. The form is available online at:
https://gao.az.gov/publications/forms.
4.8.
Applicable Taxes

4.8.1.
Contractor To Pay All Taxes. State is subject to Arizona Transaction Privilege
Tax (TPT). Therefore, Arizona TPT applies to all sales under the Contract and
Arizona TPT is Contractor’s responsibility (as seller) to remit. Contractor’s failure
to collect Arizona TPT or any other applicable sales or use taxes from an Eligible
Agency or Co-Op Buyer will not relieve the Contractor of any obligation to remit
sales or use taxes that are due under the Contract or laws. Unless clearly stated
otherwise in the Contract, all prices therein include Arizona TPT as well as every
other manner of transaction privilege or sales/use tax that is due to a municipality
or another state or its political subdivisions. Contractor shall pay all federal, state,
and local taxes applicable to its operations and personnel.
4.8.2.
Tax Indemnity. Contractor shall hold State harmless from any responsibility for
taxes or contributions, including any applicable damages and interest, that are
due to federal, state, and local authorities with respect to the Work and the
Contract, as well as any related costs; the foregoing expressly includes Arizona
TPT, unemployment compensation insurance, social security, and workers’
compensation insurance.

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5.
Contract Changes
5.1.
Assignment and Delegation
5.1.1.
In Whole. Contractor shall not assign in whole its rights or delegate in whole its
duties under the Contract without Procurement Officer’s prior written consent,
which consent Procurement Officer may withhold at his or her discretion. If
Contractor’s proposed assignment or delegation stems from a split, sale,
acquisition, or other non-merger change in control, then no such consent will be
given in any event without the assignee or delegate giving State satisfactory and
equivalent evidence or assurance of its financial soundness, competency,
capacity, and qualification to perform as that which Contractor possessed when
State first awarded it the Contract.
5.1.2.
In Part. Subject to Special Terms and Conditions sections 3.10 [Subcontracts]
with respect to subcontracting, Contractor may assign particular rights or
delegate particular duties under the Contract, but shall obtain Procurement
Officer’s written consent before doing so. Procurement Officer shall not
unreasonably withhold consent so long as the proposed assignment or
delegation does not attempt to modify the Contract in any way or to alter or impair
State’s rights or remedies under the Contract or state law.
6.
Risk and Liability
6.1.
Risk of Loss. Contractor shall bear all risk of loss to Materials while in pre-production,
production, storage, transit, staging, assembly, installation, testing, and commissioning, if
and as those duties are within the scope of the Work, until they have been accepted as
conforming by State in the particular location and situation specified in the Order, or as
specified generally elsewhere in the Contract if the Order does not provide particulars,
provided that, risk of loss for nonconforming Materials will remain with Contractor
notwithstanding acceptance to the extent the loss stems from the nonconformance.
6.2.
General Contractor Indemnification and Insurance Requirements
6.2.1.
Contractor Indemnification (Not Public Agency). To the fullest extent permitted
by law, Contractor shall defend, indemnify, and hold harmless the State of
Arizona, and its departments, agencies, boards, commissions, universities,
officers, officials, agents, and employees (hereinafter referred to as
“Indemnitee”) from and against any and all claims, actions, liabilities, damages,
losses, or expenses (including court costs, attorneys’ fees, and costs of claim
processing, investigation and litigation) (hereinafter referred to as “Claims”) for
bodily injury or personal injury (including death), or loss or damage to tangible or

Solicitation Requirements (rev 12/21) Page
31

intangible property caused, or alleged to be caused, in whole or in part, by the
negligent or willful acts or omissions of Contractor or any of its owners, officers,
directors, agents, employees or Subcontractors. This indemnity includes any
claim or amount arising out of, or recovered under, the Workers’ Compensation
Law or arising out of the failure of such Contractor to conform to any federal,
state, or local law, statute, ordinance, rule, regulation, or court decree. It is the
specific intention of the parties that the Indemnitee shall, in all instances, except
for Claims arising solely from the negligent or willful acts or omissions of the
Indemnitee, be indemnified by Contractor from and against any and all claims. It
is agreed that Contractor will be responsible for primary loss investigation,
defense, and judgment costs where this indemnification is applicable. In
consideration of the award of this contract, the Contractor agrees to waive all
rights of subrogation against the State of Arizona, its officers, officials, agents,
and employees for losses arising from the work performed by the Contractor for
the State of Arizona. This indemnity shall not apply if the Contractor or
Subcontractor(s) is/are an agency, board, commission or university of the State
of Arizona.
6.2.2.
Public Agency Language Only. Each party (as 'indemnitor') agrees to indemnify,
defend, and hold harmless the other party (as 'indemnitee') from and against any
and all claims, losses, liability, costs, or expenses (including reasonable
attorney's fees) (hereinafter collectively referred to as 'claims') arising out of
bodily injury of any person (including death) or property damage but only to the
extent that such claims which result in vicarious/derivative liability to the
indemnitee, are caused by the act, omission, negligence, misconduct, or other
fault of the indemnitor, its officers, officials, agents, employees, or volunteers.
6.2.3.
Insurance Requirements. Addendum A to the Special Terms and
Conditions: Contractor Insurance Requirements is incorporated herein as
part of the Special Terms and Conditions.
7.
General Provisions for Services
7.1.
Applicability. Article 13 applies to the extent the Work is or includes Services.
7.2.
Additional Services. State at its discretion may modify the scope of the Contract by
Amendment to include additional Services or service categories that are within the general
scope of the ones originally covered by the Contract. Once the Contract Amendment is
fully executed, Contractor shall then update all applicable pricing and make them available
to all affected entities at no additional cost. Either party may make the request to add
Services to the Contract; regardless of who makes the request, the parties shall negotiate

Solicitation Requirements (rev 12/21) Page
32

in good faith a fair price for any additional Services, but State may elect not to add some
or all of the Services in question if no agreement is reached on pricing in a timely manner.
Contractor’s request or proposal in response to State’s request shall include
documentation demonstrating that the proposed price for the additional Services is both
fair and reasonable and comparable to the original prices.

Special Terms and Conditions
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W. Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Requirements (rev 12/21) Page 33
Addendum A to the Special Terms and Conditions
Insurance Requirements
1.1. Indemnification Clause
To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the
State of Arizona, and its departments, agencies, boards, commissions, universities, officers,
officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any
and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’
fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as
“Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or
intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful
acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or
subcontractors. This indemnity includes any claim or amount arising out of, or recovered under,
the Workers’ Compensation Law or arising out of the failure of such Contractor to conform to any
federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific
intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely
from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor
from and against any and all claims. It is agreed that Contractor will be responsible for primary
loss investigation, defense, and judgment costs where this indemnification is applicable. In
consideration of the award of this contract, the Contractor agrees to waive all rights of
subrogation against the State of Arizona, its officers, officials, agents, and employees for losses
arising from the work performed by the Contractor for the State of Arizona.

This indemnity shall not apply if the contractor or sub-contractor(s) is/are an agency, board,
commission or university of the State of Arizona.

1.2. Insurance Requirements
1.2.1. Contractor and subcontractors shall procure and maintain, until all of their obligations
have been discharged, including any warranty periods under this Contract, insurance
against claims for injury to persons or damage to property arising from, or in connection
with, the performance of the work hereunder by the Contractor, its agents,
representatives, employees or subcontractors.
1.2.2. The Insurance Requirements herein are minimum requirements for this Contract and
in no way limit the indemnity covenants contained in this Contract. The State of Arizona
in no way warrants that the minimum limits contained herein are sufficient to protect the
Contractor from liabilities that arise out of the performance of the work under this
Contract by the Contractor, its agents, representatives, employees or subcontractors,
and the Contractor is free to purchase additional insurance.

MINIMUM SCOPE AND LIMITS OF INSURANCE: Contractor shall provide coverage with limits of
liability not less than those stated below.
1.3. Minimum Scope and Limits of Insurance

Special Terms and Conditions
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W. Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Requirements (rev 12/21) Page 34
Contractor shall provide coverage with limits of liability not less than those stated below.
1.3.1. Commercial General Liability (CGL) – Occurrence Form
Policy shall include bodily injury, property damage, and broad form contractual liability
coverage.
•
General Aggregate
$2,000,000
•
Products – Completed Operations Aggregate
$1,000,000
•
Personal and Advertising Injury
$1,000,000
•
Damage to Rented Premises
$50,000
•
Each Occurrence
$1,000,000
a. The policy shall be endorsed, as required by this written agreement, to include
the State of Arizona, and its departments, agencies, boards, commissions,
universities, officers, officials, agents, and employees as additional insureds with
respect to liability arising out of the activities performed by or on behalf of the
Contractor.
b. Policy shall contain a waiver of subrogation endorsement, as required by this
written agreement, in favor of the State of Arizona, and its departments,
agencies, boards, commissions, universities, officers, officials, agents, and
employees for losses arising from work performed by or on behalf of the
Contractor.
1.3.2. Business Automobile Liability
Bodily Injury and Property Damage for any owned, hired, and/or non- owned
automobiles used in the performance of this Contract.
•
Combined Single Limit (CSL)
$1,000,000

a. Policy shall be endorsed, as required by this written agreement, to include the State
of Arizona, and its departments, agencies, boards, commissions, universities,
officers, officials, agents, and employees as additional insureds with respect to
liability arising out of the activities performed by, or on behalf of, the Contractor
involving automobiles owned, hired and/or non-owned by the Contractor.
b. Policy shall contain a waiver of subrogation endorsement as required by this written
agreement in favor of the State of Arizona, and its departments, agencies, boards,
commissions, universities, officers, officials, agents, and employees for losses
arising from work performed by or on behalf of the Contractor.
1.3.3. Workers’ Compensation and Employers' Liability
•
Workers' Compensation
Statutory
•
Employers' Liability
o Each Accident
$1,000,000
o Disease – Each Employee
$1,000,000
o Disease – Policy Limit
$1,000,000

Special Terms and Conditions
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W. Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Requirements (rev 12/21) Page 35

a. Policy shall contain a waiver of subrogation endorsement, as required by this written
agreement, in favor of the State of Arizona, and its departments, agencies, boards,
commissions, universities, officers, officials, agents, and employees for losses
arising from work performed by or on behalf of the Contractor.
b. This requirement shall not apply to each Contractor or subcontractor that is exempt
under A.R.S. § 23-901, and when such Contractor or subcontractor executes the
appropriate waiver form (Sole Proprietor or Independent Contractor).
1.4. Additional Insurance Requirements
The policies shall include, or be endorsed to include, as required by this written agreement,
the following provisions:

1.4.1. The Contractor's policies, as applicable, shall stipulate that the insurance afforded the
Contractor shall be primary and that any insurance carried by the Department, its
agents, officials, employees or the State of Arizona shall be excess and not contributory
insurance, as provided by A.R.S. § 41-621 (E).
1.4.2. Insurance provided by the Contractor shall not limit the Contractor’s liability assumed
under the indemnification provisions of this Contract.
1.5. Notice of Cancellation
Applicable to all insurance policies required within the Insurance Requirements of this Contract,
Contractor’s insurance shall not be permitted to expire, be suspended, be canceled, or be
materially changed for any reason without thirty (30) days prior written notice to the State of
Arizona. Within two (2) business days of receipt, Contractor must provide notice to the State of
Arizona if they receive notice of a policy that has been or will be suspended, canceled, materially
changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to
the Department and shall be mailed, emailed, hand delivered or sent by facsimile transmission
to (State Representative’s Name, Address & Fax Number).

1.6. Acceptability of Insurers
Contractor’s insurance shall be placed with companies licensed in the State of Arizona or hold
approved non-admitted status on the Arizona Department of Insurance List of Qualified
Unauthorized Insurers. Insurers shall have an “A.M. Best” rating of not less than A- VII. The
State of Arizona in no way warrants that the above-required minimum insurer rating is sufficient
to protect the Contractor from potential insurer insolvency.

1.7. Verification of Coverage

Contractor shall furnish the State of Arizona with certificates of insurance (valid ACORD form
or equivalent approved by the State of Arizona) evidencing that Contractor has the insurance
as required by this Contract. An authorized representative of the insurer shall sign the
certificates.

Special Terms and Conditions
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W. Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Requirements (rev 12/21) Page 36
1.7.1. All such certificates of insurance and policy endorsements must be received by the
State before work commences. The State’s receipt of any certificates of insurance or
policy endorsements that do not comply with this written agreement shall not waive or
otherwise affect the requirements of this agreement.
1.7.2. Each insurance policy required by this Contract must be in effect at, or prior to,
commencement of work under this Contract. Failure to maintain the insurance policies
as required by this Contract, or to provide evidence of renewal, is a material breach of
contract.
1.7.3. All certificates required by this Contract shall be sent directly to the Department. The
State of Arizona project/contract number and project description shall be noted on the
certificate of insurance. The State of Arizona reserves the right to require complete
copies of all insurance policies required by this Contract at any time.
1.8. Subcontractors

Contractor’s certificate(s) shall include all subcontractors as insureds under its policies or
Contractor shall be responsible for ensuring and/or verifying that all subcontractors have valid
and collectable insurance as evidenced by the certificates of insurance and endorsements for
each subcontractor. All coverages for subcontractors shall be subject to the minimum
Insurance Requirements identified above. The Department reserves the right to require, at any
time throughout the life of this contract, proof from the Contractor that its subcontractors have
the required coverage.

1.9. Approval and Modifications

The Contracting Agency, in consultation with State Risk, reserves the right to review or make
modifications to the insurance limits, required coverages, or endorsements throughout the life
of this contract, as deemed necessary. Such action will not require a formal Contract
amendment but may be made by administrative action.

1.10. Exceptions

In the event the Contractor or subcontractor(s) is/are a public entity, then the Insurance
Requirements shall not apply. Such public entity shall provide a certificate of self-insurance. If
the Contractor or subcontractor(s) is/are a State of Arizona agency, board, commission, or
university, none of the above shall apply.

Uniform Terms and Conditions

Uniform Terms & Conditions
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS AND INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W. Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Requirements (rev 12/21) Page 37
Uniform Terms and Conditions
1.
Definition of Terms. As used in this Solicitation and any resulting Contract, the terms listed below are
defined as follows:
1.1.
“Attachment” means any item the Solicitation which requires the Offeror to submit as part of
the Offer.
1.2.
“Contract” means the combination of the Solicitation, including the Instructions to Offerors,
the Uniform and Special Terms and Conditions, and the Specifications and Statement or
Scope of Work; the Offer and any Best and Final Offers; and any Solicitation Amendments
or Contract Amendments.
1.3.
"Contract Amendment" means a written document signed by the Procurement Officer that is
issued for the purpose of making changes in the Contract.
1.4.
“Contractor” means any person who has a Contract with the State.
1.5.
“Data” means recorded information, regardless of form or the media on which it may be
recorded. The term may include technical Data and computer software. The term does not
include information incidental to contract administration, such as financial, administrative,
cost or pricing, or management information.
1.6.
“Days” means calendar days unless otherwise specified.
1.7.
“Exhibit” means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits
section of the Solicitation generally containing maps, schematics, examples of reports, or
other documents that will be used to perform the requirements of the Scope of Work after
contract award.
1.8.
“Gratuity” means a payment, loan, subscription, advance, deposit of money, services, or
anything of more than nominal value, present or promised, unless consideration of
substantially equal or greater value is received.
1.9.
“Materials” means all property, including equipment, supplies, printing, insurance and leases
of property but does not include land, a permanent interest in land or real property or leasing
space.
1.10.
“Procurement Officer” means the person, or his or her designee, duly authorized by the State
to enter into and administer Contracts and make written determinations with respect to the
Contract.
1.11.
“Services” means the furnishing of labor, time or effort by a Contractor or Subcontractor
which does not involve the delivery of a specific end product other than required reports and

Solicitation Requirements (rev 12/21) Page 38
performance, but does not include employment agreements or collective bargaining
agreements.
1.12.
“State” means any department, commission, council, board, bureau, committee, institution,
agency, government corporation or other establishment or official of the executive branch or
corporation commission of the State of Arizona that executes the Contract.
1.13.
“State Fiscal Year” means the period beginning with July 1 and ending June 30.
1.14.
“Subcontract” means any Contract, express or implied, between the Contractor and another
party or between a Subcontractor and another party delegating or assigning, in whole or in
part, the making or furnishing of any Materials or any Services required for the performance
of the Contract.
1.15.
“Subcontractor” means a person who contracts to perform work or render Services to a
Contractor or to another Subcontractor as a part of a Contract with the State.
2.
Contract Interpretation
2.1.
Arizona Law. The Arizona law applies to this Contract including, where applicable, the
Uniform Commercial Code as adopted by the State of Arizona and the Arizona Procurement
Code, Arizona Revised Statutes (A.R.S.) Title 41, Chapter 23, and its implementing rules,
Arizona Administrative Code (A.A.C.) Title 2, Chapter 7.
2.2.
Implied Contract Terms. Each provision of law and any terms required by law to be in this
Contract are a part of this Contract as if fully stated in it.
2.3.
Contract Order of Precedence. In the event of a conflict in the provisions of the Contract, as
accepted by the State and as they may be amended, the following shall prevail in the order
set forth below:
2.3.1.
Special Terms and Conditions;
2.3.2.
Uniform Terms and Conditions;
2.3.3.
Statement or Scope of Work;
2.3.4.
Specifications;
2.3.5.
Attachments;
2.3.6.
Exhibits; then
2.3.7.
Any other documents referenced or included in the Solicitation including, but not
limited to, any Bid or Offer documents provided by the Contractor that do not fall
into one of the above categories.

2.4.
Relationship of Parties. The Contractor under this Contract is an independent Contractor.
Neither party to this Contract shall be deemed to be the employee or agent of the other party
to the Contract.

Solicitation Requirements (rev 12/21) Page 39
2.5.
Severability. The provisions of this Contract are severable. Any term or condition deemed
illegal or invalid shall not affect any other term or condition of the Contract.
2.6.
No Parol Evidence. This Contract is intended by the parties as a final and complete
expression of their agreement. No course of prior dealings between the parties and no usage
of the trade shall supplement or explain any terms used in this document and no other
understanding either oral or in writing shall be binding.
2.7.
No Waiver. Either party’s failure to insist on strict performance of any term or condition of the
Contract shall not be deemed a waiver of that term or condition even if the party accepting
or acquiescing in the nonconforming performance knows of the nature of the performance
and fails to object to it.
3.
Contract Administration and Operation
3.1.
Records. Under A.R.S. § 35-214 and § 35-215, the Contractor shall retain and shall
contractually require each Subcontractor to retain any and all Data and other “records”
relating to the acquisition and performance of the Contract for a period of five (5) years after
the completion of the Contract. All records shall be subject to inspection and audit by the
State at reasonable times. Upon request, the Contractor shall produce a legible copy of any
or all such records.
3.2.
Non-Discrimination. The Contractor shall comply with State Executive Order Nos. 2023-09,
2023-01, 2009-09, and any and all other applicable Federal and State laws, rules and
regulations, including the Americans with Disabilities Act.
3.3.
Audit. Pursuant to A.R.S. § 35-214, at any time during the term of this Contract and five (5)
years thereafter, the Contractor’s or any Subcontractor’s books and records shall be subject
to audit by the State and, where applicable, the Federal Government, to the extent that the
books and records relate to the performance of the Contract or Subcontract.
3.4.
Facilities Inspection and Materials Testing. The Contractor agrees to permit access to its
facilities, Subcontractor facilities, and the Contractor’s processes or services, at reasonable
times for inspection of the facilities or Materials covered under this Contract as required under
A.R.S. § 41-2547. The State shall also have the right to test, at its own cost, the Materials to
be supplied under this Contract. Neither inspection of the Contractor’s facilities nor Materials
testing shall constitute final acceptance of the Materials or Services. If the State determines
non-compliance of the Materials, the Contractor shall be responsible for the payment of all
costs incurred by the State for testing and inspection.
3.5.
Notices. Notices to the Contractor required by this Contract shall be made by the State to the
person indicated on the Offer and Acceptance form submitted by the Contractor unless
otherwise stated in the Contract. Notices to the State required by the Contract shall be made
by the Contractor to the Solicitation Contact Person indicated on the Solicitation, stated in

Solicitation Requirements (rev 12/21) Page 40
the Contract, or listed on the State’s eProcurement system. An authorized Procurement
Officer and an authorized Contractor representative may change their respective person to
whom notice shall be given by written notice to the other and an amendment to the Contract
shall not be necessary.
3.6.
Advertising, Publishing and Promotion of Contract. The Contractor shall not use, advertise
or promote information for commercial benefit concerning this Contract without the prior
written approval of the Procurement Officer.
3.7.
Continuous Improvement. Contractor shall recommend continuous improvements on an
ongoing basis in relation to any Materials and Services offered under the Contract, with a
view to reducing State costs and improving the quality and efficiency of the provision of
Materials or Services. State may require Contractor to engage in continuous improvements
throughout the term of the Contract.
3.8.
Other Contractors. State may undertake on its own or award other contracts to the same or
other suppliers for additional or related work. In such cases, the Contractor shall cooperate
fully with State employees and such other suppliers and carefully coordinate, fit, connect,
accommodate, adjust, or sequence its work to the related work by others. Where the Contract
requires handing-off Contractor’s work to others, Contractor shall cooperate as State
instructs regarding the necessary transfer of its work product, Materials, Services, or records
to State or the other suppliers. Contractor shall not commit or permit any act that interferes
with the State’s or other suppliers’ performance of their work, provided that, State shall
enforce the foregoing section equitably among all its suppliers so as not impose an
unreasonable burden on any one of them.
3.9.
Ownership of Intellectual Property
3.9.1.
Rights In Work Product. All intellectual property originated or prepared by
Contractor pursuant to the Contract, including but not limited to, inventions,
discoveries, intellectual copyrights, trademarks, trade names, trade secrets,
technical communications, records reports, computer programs and other
documentation or improvements thereto, including Contractor’s administrative
communications and records relating to the Contract, are considered work product
and Contractor’s property, provided that, State has Government Purpose Rights to
that work product as and when it was delivered to State.
3.9.2.
“Government Purpose Rights” are:
3.9.2.1.
the unlimited, perpetual, irrevocable, royalty free, non-exclusive,
worldwide right to use, modify, reproduce, release, perform, display,
sublicense, disclose and create derivatives from that work product
without restriction for any activity in which State is a party;

Solicitation Requirements (rev 12/21) Page 41
3.9.2.2.
the right to release or disclose that work product to third parties for any
State government purpose; and
3.9.2.3.
the right to authorize those to whom it rightfully releases or discloses
that work product to use, modify, release, create derivative works from
the work product for any State government purpose; such recipients
being understood to include the federal government, the governments
of other states, and various local governments.
3.9.3.
“Government Purpose Rights” do not include any right to use, modify, reproduce,
perform, release, display, create derivative works from or disclose that work
product for any commercial purpose, or to authorize others to do so.
3.9.4.
Joint Developments. The Contractor and State may each use equally any ideas,
concepts, know-how, or techniques developed jointly during the course of the
Contract, and may do so at their respective discretion, without obligation of notice
or accounting to the other party.
3.9.5.
Pre-existing Material. All pre-existing software and other Materials developed or
otherwise obtained by or for Contractor or its affiliates independently of the
Contract or applicable Purchase Orders are not part of the work product to which
rights are granted State under subparagraph 3.9.1 above, and will remain the
exclusive property of Contractor, provided that:
3.9.5.1.
any derivative works of such pre-existing Materials or elements thereof
that are created pursuant to the Contract are part of that work product;
3.9.5.2.
any elements of derivative work of such pre-existing Materials that was
not created pursuant to the Contract are not part of that work product;
and
3.9.5.3.
except as expressly stated otherwise, nothing in the Contract is to be
construed to interfere or diminish Contractor’s or its affiliates’ ownership
of such pre-existing Materials.
3.9.6.
Developments Outside Of Contract. Unless expressly stated otherwise in the
Contract, this Section does not preclude Contractor from developing competing
Materials outside the Contract, irrespective of any similarity to Materials delivered
or to be delivered to State hereunder.
3.10.
Property of the State. If there are any materials that are not covered by Section 3.9 above
created under this Contract, including but not limited to, reports and other deliverables, these
materials are the sole property of the State. The Contractor is not entitled to a patent or
copyright on those materials and may not transfer the patent or copyright to anyone else.

Solicitation Requirements (rev 12/21) Page 42
The Contractor shall not use or release these materials without the prior written consent of
the State.
3.11.
Federal Immigration and Nationality Act. Contractor shall comply with all federal, state and
local immigration laws and regulations relating to the immigration status of their employees
during the term of the contract. Further, Contractor shall flow down this requirement to all
Subcontractors utilized during the term of the contract. The State shall retain the right to
perform random audits of Contractor and Subcontractor records or to inspect papers of any
employee thereof to ensure compliance. Should the State determine that the Contractor or
any Subcontractors be found noncompliant, the State may pursue all remedies allowed by
law, including, but not limited to: suspension of work, termination of the contract for default
and suspension or debarment of the contractor.
3.12.
E-Verify Requirements. In accordance with A.R.S. § 41-4401, Contractor warrants
compliance with all Federal immigration laws and regulations relating to employees and
warrants its compliance with Section A.R.S. § 23- 214, Subsection A.
3.13.
Offshore Performance of Work involving Data is Prohibited. Any Services that are described
in the specifications or scope of work that directly serve the State of Arizona or its clients and
involve access to Data shall be performed within the defined territories of the United States.
3.14.
Protection of State Cybersecurity Interests. The Contractor shall comply with State Executive
Order No. 2023-10, which includes, but is not limited to, a prohibition against (a) downloading
and installing of TikTok on all State-owned and State-leased information technology; and (b)
accessing TikTok through State information technology.
3.15.
Certifications Required by State Law.
3.15.1.
If Contractor is a Company as defined in A.R.S. § 35-393, Contractor certifies
that it is not currently engaged in a boycott of Israel as described in A.R.S. §§
35-393 et seq. and will refrain from any such boycott for the duration of this
Contract.
3.15.2.
Contractor further certifies that it shall comply with A.R.S. § 35-394, regarding
use of the forced labor of ethnic Uyghurs, as applicable.
4.
Costs and Payments
4.1.
Payments. Payments shall comply with the requirements of A.R.S. Titles 35 and 41, Net 30
days. Upon receipt and acceptance of Materials or Services, the Contractor shall submit a
complete and accurate invoice for payment from the State within thirty (30) days.
4.2.
Delivery. Unless stated otherwise in the Contract, per A.R.S. § 47-2319, all prices shall be
F.O.B. (“free on board”) Destination and shall include all freight delivery and unloading at the
destination.

Solicitation Requirements (rev 12/21) Page 43
4.3.
Firm, Fixed Price. Unless stated otherwise in the Special Terms and Conditions of the
Contract, all prices shall be firm-fixed-prices.
4.4.
Applicable Taxes
4.4.1.
Payment of Taxes. The Contractor shall be responsible for paying all applicable
taxes.
4.4.2.
State and Local Transaction Privilege Taxes. The State of Arizona is subject to all
applicable state and local transaction privilege taxes. Transaction privilege taxes
apply to the sale and are the responsibility of the seller to remit. Failure to collect
such taxes from the buyer does not relieve the seller from its obligation to remit
taxes.
4.4.3.
Tax Indemnification. Contractor and all Subcontractors shall pay all Federal, state
and local taxes applicable to its operation and any persons employed by the
Contractor. Contractor shall, and require all Subcontractors to hold the State
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.
4.4.4.
I.R.S. W9 Form. In order to receive payment the Contractor shall have a current
I.R.S. W9 Form on file with the State of Arizona, unless not required by law.
4.5.
Availability of Funds for the Next State Fiscal Year. Funds may not presently be available for
performance under this Contract beyond the current State Fiscal Year. No legal liability on
the part of the State for any payment may arise under this Contract beyond the current State
Fiscal Year until funds are made available for performance of this Contract.
4.6.
Availability of Funds for the Current State Fiscal Year. Should the State Legislature enter
back into session and reduce the appropriations or for any reason and these Materials or
Services are not funded, the State may take any of the following actions:
4.6.1.
Accept a decrease in price offered by the Contractor;
4.6.2.
Cancel the Contract; or
4.6.3.
Cancel the Contract and re-solicit the requirements.

5.
Contract Changes
5.1.
Amendments. This Contract is issued under the authority of the Procurement Officer who
signed this Contract. The Contract may be modified only through a Contract Amendment
within the scope of the Contract. Changes to the Contract, including the addition of Services
or Materials, the revision of payment terms, or the substitution of Services or Materials,

Solicitation Requirements (rev 12/21) Page 44
directed by a person who is not specifically authorized by the Procurement Officer in writing
or made unilaterally by the Contractor are violations of the Contract and of applicable law.
Such changes, including unauthorized written Contract Amendments shall be void and
without effect, and the Contractor shall not be entitled to any claim under this Contract based
on those changes.
5.2.
Subcontracts. The Contractor shall not enter into any Subcontract under this Contract for the
performance of this Contract without the advance written approval of the Procurement Officer
as described in Arizona State Procurement Office Standard Procedure 002. The Contractor
shall clearly list any proposed Subcontractors and the Subcontractor’s proposed
responsibilities. The Subcontract shall incorporate by reference the terms and conditions of
this Contract.
5.3.
Assignment and Delegation. The Contractor shall not assign any right nor delegate any duty
under this Contract without the prior written approval of the Procurement Officer. The State
shall not unreasonably withhold approval.
6.
Risk and Liability
6.1.
Risk of Loss. The Contractor shall bear all loss of conforming Materials covered under this
Contract until received by authorized personnel at the location designated in the purchase
order or Contract. Mere receipt does not constitute final acceptance. The risk of loss for
nonconforming Materials shall remain with the Contractor regardless of receipt.
6.2.
Indemnification
6.2.1.
Contractor/Vendor Indemnification (Not Public Agency).To the fullest extent
permitted by law, Contractor shall defend, indemnify, and hold harmless the State
of Arizona, and its departments, agencies, boards, commissions, universities,
officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”)
from and against any and all claims, actions, liabilities, damages, losses, or
expenses (including court costs, attorneys’ fees, and costs of claim processing,
investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or
personal injury (including death), or loss or damage to tangible or intangible
property caused, or alleged to be caused, in whole or in part, by the negligent or
willful acts or omissions of Contractor or any of its owners, officers, directors,
agents, employees or Subcontractors. This indemnity includes any claim or amount
arising out of, or recovered under, the Workers’ Compensation Law or arising out
of the failure of such Contractor to conform to any federal, state, or local law, statute,
ordinance, rule, regulation, or court decree. It is the specific intention of the parties
that the Indemnitee shall, in all instances, except for Claims arising solely from the
negligent or willful acts or omissions of the Indemnitee, be indemnified by
Contractor from and against any and all claims. It is agreed that Contractor will be

Solicitation Requirements (rev 12/21) Page 45
responsible for primary loss investigation, defense, and judgment costs where this
indemnification is applicable. In consideration of the award of this contract, the
Contractor agrees to waive all rights of subrogation against the State of Arizona, its
officers, officials, agents, and employees for losses arising from the work performed
by the Contractor for the State of Arizona. This indemnity shall not apply if the
Contractor or Subcontractor(s) is/are an agency, board, commission or university
of the State of Arizona.
6.2.2.
Public Agency Language Only. Each party (as 'indemnitor') agrees to indemnify,
defend, and hold harmless the other party (as 'indemnitee') from and against any
and all claims, losses, liability, costs, or expenses (including reasonable attorney's
fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of
any person (including death) or property damage but only to the extent that such
claims which result in vicarious/derivative liability to the indemnitee, are caused by
the act, omission, negligence, misconduct, or other fault of the indemnitor, its
officers, officials, agents, employees, or volunteers.
6.3.
Indemnification - Patent and Copyright. The Contractor shall indemnify and hold harmless
the State against any liability, including costs and expenses, for infringement of any patent,
trademark or copyright arising out of Contract performance or use by the State of Materials
furnished or work performed under this Contract. The State shall reasonably notify the
Contractor of any claim for which it may be liable under this paragraph. If the Contractor is
insured pursuant to A.R.S. § 41-621 and § 35-154, this paragraph shall not apply.
6.4.
Force Majeure.
6.4.1.
Except for payment of sums due, neither the Contractor nor State shall be liable to
the other nor deemed in default under this Contract if and to the extent that such
party’s performance of this Contract is prevented by reason of force majeure. The
term “force majeure” means an occurrence that is beyond the control of the party
affected and occurs without its fault or negligence. Without limiting the foregoing,
force majeure includes: acts of God, acts of the public enemy, war, riots, strikes,
mobilization, labor disputes, civil disorders, fire, flood, lockouts, injunctions-
intervention-acts, failures or refusals to act by government authority, and other
similar occurrences beyond the control of the party declaring force majeure which
such party is unable to prevent by exercising reasonable diligence.
6.4.2.
Force Majeure shall not include the following occurrences:
6.4.2.1.
Late delivery of equipment, Materials, or Services caused by
congestion at a manufacturer’s plant or elsewhere, or an oversold
condition of the market;

Solicitation Requirements (rev 12/21) Page 46
6.4.2.2.
Late performance by a Subcontractor unless the delay arises out of a
force majeure occurrence in accordance with this force majeure term
and condition; or

6.4.2.3.
Inability of either the Contractor or any Subcontractor to acquire or
maintain any required insurance, bonds, licenses or permits.

6.4.3.
If either the Contractor or State is delayed at any time in the progress of the work
by force majeure, the delayed party shall notify the other party in writing of such
delay, as soon as is practicable and no later than the following working day, of the
commencement thereof and shall specify the causes of such delay in such notice.
Such notice shall be delivered or mailed certified-return receipt and shall make a
specific reference to this article, thereby invoking its provisions. The delayed party
shall cause such delay to cease as soon as practicable and shall notify the other
party in writing when it has done so. The time of completion shall be extended by
Contract Amendment 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.
6.4.4.
Any delay or failure in performance by either party hereto shall not constitute default
hereunder or give rise to any claim for damages or loss of anticipated profits if, and
to the extent that such delay or failure is caused by force majeure.
6.5.
Third Party Antitrust Violations. The Contractor assigns to the State any claim for
overcharges resulting from antitrust violations to the extent that those violations concern
Materials or Services supplied by third parties to the Contractor, toward fulfillment of this
Contract.
7.
Warranties
7.1.
Liens. The Contractor warrants that the Materials supplied under this Contract are free of
liens and shall remain free of liens.
7.2.
Quality. Unless otherwise modified elsewhere in the Special Terms and Conditions, the
Contractor warrants that, for one (1) year after acceptance by the State of the Materials, they
shall be:
7.2.1.
Of a quality to pass without objection in the trade under the Contract description;
7.2.2.
Fit for the intended purposes for which the Materials are used;
7.2.3.
Within the variations permitted by the Contract and are of even kind, quantity, and
quality within each unit and among all units;
7.2.4.
Adequately contained, packaged, and marked as the Contract may require; and

Solicitation Requirements (rev 12/21) Page 47
7.2.5.
Conform to the written promises or affirmations of fact made by the Contractor.
7.3.
Conformity to Requirements.
7.3.1.
Contractor warrants that, unless expressly provided otherwise elsewhere in the
Contract, the Materials and Services will for one (1) year after acceptance and in
each instance:
7.3.1.1.
Conform to the requirements of the Contract, which by way of reminder
include without limitation all descriptions, specifications, and drawings
identified in the Scope of Work and any and all Contractor affirmations
included as part of the Contract;
7.3.1.2.
Be free from defects of material and workmanship;
7.3.1.3.
Conform to or perform in a manner consistent with current industry
standards; and
7.3.1.4.
Be fit for the intended purpose or use described in the Contract.
7.3.2.
Mere delivery or performance does not substitute for express acceptance by the
State. Where inspection, testing, or other acceptance assessment of Materials or
Services cannot be done until after installation or invoicing, the forgoing warranty
will not begin until State’s explicit acceptance of the Materials or Services.
7.4.
Inspection/Testing. The warranties set forth in this Section 7 [Warranties] are not affected by
inspection or testing of or payment for the Materials or Services by the State.
7.5.
Contractor Personnel. Contractor warrants that its personnel will perform their duties under
the Contract in a professional manner, applying the requisite skills and knowledge, consistent
with industry standards, and in accordance with the requirements of the Contract. Contractor
further warrants that its key personnel will maintain any and all certifications relevant to their
work, and Contractor shall provide individual evidence of certification to State’s authorized
representatives upon request.
7.6.
Compliance With Applicable Laws. The Materials and Services supplied under this Contract
shall comply with all applicable federal, state, and local laws and policies (including, but not
limited to, information technology policies, standards, and procedures available on the
State’s website and/or the website of any department, commission, council, board, bureau,
committee, institution, agency, government corporation or other establishment or official of
the executive branch or corporation commission of the State of Arizona). Federal
requirements may be incorporated into this Contract, if required, pursuant to A.R.S. § 41-
2637. Contractor shall maintain any and all applicable license and permit requirements. This
requirement includes, but is not limited to, any and all Arizona state statutes that impact state
contracts, regardless of whether those statutory references have been removed during the

Solicitation Requirements (rev 12/21) Page 48
course of contract negotiations; this is notice to Contractors that the State does not have the
authority to modify Arizona state law by contract.
7.7.
Intellectual Property. Contractor warrants that the Materials and Services do not and will not
infringe or violate any patent, trademark, copyright, trade secret, or other intellectual property
rights or laws, except only to the extent the Specifications do not permit use of any other
product and Contractor is not and cannot reasonably be expected to be aware of the
infringement or violation.
7.8.
Licenses and Permits. Contractor warrants that it will maintain all licenses required to fully
perform its duties under the Contract and all required permits valid and in force.
7.9.
Operational Continuity. Contractor warrants that it will perform without relief notwithstanding
being sold or acquired; no such event will operate to mitigate or alter any of Contractor’s
duties hereunder absent a consented delegation under paragraph 5.3 [Assignment and
Delegation] that expressly recognizes the event.
7.10.
Performance in Public Health Emergency. Contractor warrants that it will:
7.10.1.
Have in effect, promptly after commencement, a plan for continuing performance
in the event of a declared public health emergency that addresses, at a minimum:
7.10.1.1.
Identification of response personnel by name;
7.10.1.2.
Key succession and performance responses in the event of sudden
and significant decrease in workforce; and
7.10.1.3.
Alternative avenues to keep sufficient product on hand or in the
supply chain.
7.10.2.
Provide a copy of its current plan to State within three (3) business days after
State’s written request. If Contractor claims relief under paragraph 6.4 [Force
Majeure] for an occurrence of force majeure that is a declared public health
emergency, then that relief will be conditioned on Contractor having first
implemented its plan and exhausted all reasonable opportunity for that plan
implementation to overcome the effects of that occurrence, or mitigate those
effects to the extent that overcoming entirely is not practicable.
7.10.3.
A request from the State related to this paragraph 7.10 does not necessarily
indicate that there has been an occurrence of force majeure, and the Contractor
will not be entitled to any additional compensation or extension of time by virtue
of having to implement a plan.
7.10.4.
Failure to have or implement an appropriate plan will be a material breach of
contract.

Solicitation Requirements (rev 12/21) Page 49
7.11.
Lobbying
7.11.1.
Prohibition. Contractor warrants that it will not engage in lobbying activities, as
defined in 40 Code of Federal Regulations (CFR) part 34 and A.R.S. § 41-1231,
et seq., using monies awarded under the Contract, provided that, the foregoing
does not intend to constrain Contractor's use of its own monies or property,
including without limitation any net proceeds duly realized under the Contract or
any value thereafter derived from those proceeds; and upon award of the
Contract, it will disclose all lobbying activities to State to the extent they are an
actual or potential conflict of interest or where such activities could create an
appearance of impropriety. Contractor shall implement and maintain adequate
controls to assure compliance with above. Contractor shall obtain an equivalent
warranty from all Subcontractors and shall include an equivalent no-lobbying
provision in all Subcontracts.
7.11.2.
Exception. This paragraph 7.11 does not apply to the extent that the Services
are defined in the Contract as being lobbying for State’s benefit or on State’s
behalf.
7.12.
Covered Telecommunications or Services. Contractor warrants that the Materials and
Services rendered under this Agreement will not require Contractor to use for the State, or
provide to the State to use, "covered telecommunications equipment or Services" as a
substantial or essential component of any system, or as critical technology as part of any
system, within the meaning of Federal Acquisition Regulation (“FAR”) Section 52.204-25.
7.13.
Debarment, Suspension, U.S. Government Restricted Party Lists. Contractor warrants that
it is not, and its Subcontractors are not, on the U.S. government’s Denied Parties List, the
Unverified List, the Entities List, the Specially Designated Nationals and Blocked Parties List,
and neither the Contractor nor any Subcontractors are presently debarred, suspended,
proposed for debarment or otherwise declared ineligible for award of federal contracts or
participation in federal assistance programs or activities.
7.14.
False Statements. Contractor represents and warrants that all statements and information
Contractor prepared and submitted in response to the Solicitation or as part of the Contract
documents are current, complete, true, and accurate. If the Procurement Officer determines
that Contractor submitted an Offer or Bid with a false statement, or makes material
misrepresentations during the performance of the Contract, the Procurement Officer may
determine that Contractor has materially breached the Contract and may void the submitted
Offer or Bid and any resulting Contract.
7.15.
Survival of Rights and Obligations after Contract Expiration or Termination.
7.15.1.
Survival of Warranty. All representations and warranties made by Contractor under
the Contract will survive the expiration or earlier termination of the Contract.

Solicitation Requirements (rev 12/21) Page 50
7.15.2.
Contractor's Representations and Warranties. All representations and warranties
made by the Contractor under this Contract shall survive the expiration or
termination hereof. In addition, the parties hereto acknowledge that pursuant to
A.R.S. § 12-510, except as provided in A.R.S. § 12- 529, the State is not subject
to or barred by any limitations of actions prescribed in A.R.S., Title 12, Chapter 5.
7.15.3.
Purchase Orders. The Contractor shall, in accordance with all terms and
conditions of the Contract, fully perform and shall be obligated to comply with all
purchase orders received by the Contractor prior to the expiration or termination
hereof, unless otherwise directed in writing by the Procurement Officer, including,
without limitation, all purchase orders received prior to but not fully performed and
satisfied at the expiration or termination of this Contract.
8.
State's Contractual Remedies
8.1.
Right to Assurance. If the State in good faith has reason to believe that the Contractor does
not intend to, or is unable to perform or continue performing under this Contract, the
Procurement Officer may demand in writing that the Contractor give a written assurance of
intent to perform. Failure by the Contractor to provide written assurance within the number
of Days specified in the demand may, at the State’s option, be the basis for terminating the
Contract under the Uniform Terms and Conditions or other rights and remedies available by
law or provided by the contract.
8.2.
Stop Work Order.
8.2.1.
The State may, at any time, by written order to the Contractor, require the
Contractor to stop all or any part of the work called for by this Contract for period(s)
of days indicated by the State after the order is delivered to the Contractor. The
order shall be specifically identified as a stop work order issued under this clause.
Upon receipt of the order, the Contractor shall immediately comply with its terms
and take all reasonable steps to minimize the incurrence of costs allocable to the
work covered by the order during the period of work stoppage.
8.2.2.
If a stop work order issued under this clause is canceled or the period of the order
or any extension expires, the Contractor shall resume work. The Procurement
Officer shall make an equitable adjustment in the delivery schedule or Contract
price, or both, and the Contract shall be amended in writing accordingly.
8.3.
Non-exclusive Remedies. The rights and the remedies of the State under this Contract are
not exclusive.
8.4.
Nonconforming Tender. Materials or Services supplied under this Contract shall fully comply
with the Contract. The delivery of Materials or Services or a portion of the Materials or
Services that do not fully comply constitutes a breach of contract. On delivery of

Solicitation Requirements (rev 12/21) Page 51
nonconforming Materials or Services, the State may terminate the Contract for default under
applicable termination clauses in the Contract, exercise any of its rights and remedies under
the Uniform Commercial Code, or pursue any other right or remedy available to it.
8.5.
Right of Offset. The State shall be entitled to offset against any sums due the Contractor,
any expenses or costs incurred by the State, or damages assessed by the State concerning
the Contractor’s non-conforming performance or failure to perform the Contract, including
expenses, costs and damages described in the Uniform Terms and Conditions.
9.
Contract Termination
9.1.
Cancellation for Conflict of Interest. Pursuant to A.R.S. § 38-511, the State may cancel this
Contract within three (3) years after Contract execution without penalty or further obligation
if any person significantly involved in initiating, negotiating, securing, drafting or creating the
Contract on behalf of the State is or becomes at any time while the Contract or an extension
of the Contract is in effect an employee of or a consultant to any other party to this Contract
with respect to the subject matter of the Contract. The cancellation shall be effective when
the Contractor receives written notice of the cancellation unless the notice specifies a later
time. If the Contractor is a political subdivision of the State, it may also cancel this Contract
as provided in A.R.S. § 38-511.
9.2.
Gratuities. The State may, by written notice, terminate this Contract, in whole or in part, if the
State determines that employment or a Gratuity was offered or made by the Contractor or a
representative of the Contractor to any officer or employee of the State with the purpose of
influencing the outcome of the procurement or securing the Contract, an amendment to the
Contract, or favorable treatment concerning the Contract, including the making of any
determination or decision about contract performance. The State, in addition to any other
rights or remedies, shall be entitled to recover exemplary damages in the amount of three
(3) times the value of the Gratuity offered by the Contractor.
9.3.
Suspension or Debarment. The State may, by written notice to the Contractor, immediately
terminate this Contract if the State determines that the Contractor has been debarred,
suspended or otherwise lawfully prohibited from participating in any public procurement
activity, including but not limited to, being disapproved as a Subcontractor of any public
procurement unit or other governmental body. Submittal of an offer or execution of a contract
shall attest that the Contractor is not currently suspended or debarred. If the Contractor
becomes suspended or debarred, the Contractor shall immediately notify the State.
9.4.
Termination for Convenience. The State reserves the right to terminate the Contract, in whole
or in part at any time when in the best interest of the State, without penalty or recourse. Upon
receipt of the written notice, the Contractor shall stop all work, as directed in the notice, notify
all Subcontractors of the effective date of the termination and minimize all further costs to the
State. In the event of termination under this paragraph, all documents, Data and reports

Solicitation Requirements (rev 12/21) Page 52
prepared by the Contractor under the Contract shall become the property of and be delivered
to the State upon demand. The Contractor shall be entitled to receive just and equitable
compensation for work in progress, work completed, and Materials or Services accepted
before the effective date of the termination. The cost principles and procedures provided in
A.R.S. § 41-2543 and A.A.C. Title 2, Chapter 7, Article 7, shall apply.
9.5.
Termination for Default.
9.5.1.
In addition to the rights reserved in the contract, the State may terminate the
Contract in whole or in part due to the failure of the Contractor to comply with any
term or condition of the Contract, to acquire and maintain all required insurance
policies, bonds, licenses and permits, or to make satisfactory progress in
performing the Contract. The Procurement Officer shall provide written notice of the
termination and the reasons for it to the Contractor.
9.5.2.
Upon termination under this paragraph, all goods, Materials, documents, Data, and
reports prepared by the Contractor under the Contract shall become the property
of and be delivered to the State on demand.
9.5.3.
The State may, upon termination of this Contract, procure, on terms and in the
manner that it deems appropriate, Materials or Services to replace those under this
Contract. The Contractor shall be liable to the State for any excess costs incurred
by the State in procuring Materials or Services in substitution for those due from the
Contractor.
9.6.
Continuation of Performance Through Termination. The Contractor shall continue to perform,
in accordance with the requirements of the Contract, up to the date of termination, as directed
in the termination notice.
10.
Contract Claims
All contract claims or controversies under this Contract shall be resolved according to A.R.S. Title 41,
Chapter 23, Article 9, and rules adopted thereunder.
11.
Arbitration
The parties to this Contract agree to resolve all disputes arising out of or relating to this Contract
through arbitration, after exhausting applicable administrative review, to the extent required by A.R.S.
§ 12-1518, except as may be required by other applicable statutes (A.R.S. Title 41).

Solicitation Instructions (RFP)
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS & INSTALLATION
SERVICES
Arizona Department of Administration
General Services Division
1400 W Washington St. Ste. B200
Phoenix, AZ 85007

Solicitation Instructions | Revision No. 3 | Revised 10-23 | Page 1 of 16

Table of Contents
Special Instructions to Offerors
2
Standard Instructions to Offerors (RFP)
6

Standard Instructions to Offerors (RFP)
Request for Proposal
Solicitation No. BPM005857
FENCING MATERIALS & INSTALLATION SERVICES
Arizona Department of Administration
General Services Division
1400 W. Washington St., Ste. B200
Phoenix, AZ 85007

Solicitation Instructions | Revision No. 3 | Revised 10-23 | Page 2 of 16
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Special Instructions to Offerors
1.
Solicitation Inquiries
1.1.
Submission of Inquiries
Except for technical inquiries about navigating and/or submitting proposals in the State’s
eProcurement system, the State is not responsible for responding to any inquiries submitted
less than three (3) business days before the Bid/Offer due date and time.
1.2.
Timeliness
Any inquiry or exception to the solicitation shall be submitted as soon as possible and should
be submitted at least three (3) days before the Bid/Offer due date and time for review and
determination by the State. Failure to do so may result in the inquiry not being considered
for a Solicitation Amendment.
1.3.
A Pre-Offer Conference will not be held at this time.
2.
Submission of Offer: Required Offer Content
2.1.
INITIAL SUBMISSION: Submit all of the Initial Offer content within our eProcurement system
APP. Any questions during submission shall be directed to the APP Help Desk at 602-542-
7600.
2.1.1. The initial Offer submission shall include the following documents:
2.1.1.1. Pricing shall be entered within the Excel document titled BPM005857
Pricing Document AND Offeror shall complete the Line Item in the Items
(F) tab in APP by adding $1.00 in order for the Offer to be considered.
2.2.
BEST AND FINAL OFFER: A new round is created in APP for the submission of the Best
and Final Offer (BAFO). The BAFO must contain all of the Attachments indicated in the
applicable Procurement Officer request for a Submitted Offer. Make revisions in response to
the negotiations / discussions and Procurement Officer’s Request for BAFO in all applicable
documents and Attachment “Pricing” in the State’s eProcurement system. Offeror shall follow
any additional instructions from Procurement Officer regarding requirements for BAFO
responses.
2.2.1. An updated Solicitation Attachment “Offer and Acceptance Form” with the required
signature and date must be uploaded.
2.2.2. The Offeror is required to complete the APP Items (F) tab OR input $1.00 for the
line item in the Items (F) tab in APP for the original offer and for the BAFO
submission.

Solicitation Instructions | Revision No. 3 | Revised 10-23 | Page 3 of 16
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3.
Evaluation of Offers
3.1. Evaluation Criteria
In accordance with the Arizona Procurement code A.R.S. § 41-2534, awards shall be made
to the responsible Offeror(s) whose proposal is determined in writing to be the most
advantageous to the State based upon the evaluation criteria listed below. The evaluation
factors for the Solicitation are listed in their relative order of importance:
3.1.1
Cost - Maximum Points 350
3.1.2
Experience and Capacity of Offeror - Maximum Points 350
3.1.3
Method of Approach - Maximum Points 300

ns RFP)

Solicitation Instructions | Revision No. 3 | Revised 10-23 | Page 4 of 16
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1.
Definition of Terms
As used in these Instructions, the terms listed below are defined as follows:
1.1.
“Arizona Procurement Code” means, collectively, Title 41 Chapter 23, et. sequitur, in the Arizona
Revised Statutes (abbreviated “A.R.S.”) and administrative rules R2-7-101 et. sequitur in the
Arizona Administrative Code (abbreviated “A.A.C.”).
NOTE: There are frequent references to the Arizona Procurement Code throughout the
Solicitation Documents, therefore, you will need to be familiar with its provisions to be able
to understand the Solicitation Documents fully.
The Arizona Department of Administration State Procurement Office provides a reference
compilation of the Arizona Procurement Code on its website:
https://spointra.az.gov/resources/procurement-regulations
The Arizona State Legislature provides the official A.R.S. online at:
https://www.azleg.gov/arstitle/
The Office of the Arizona Secretary of State provides the official A.A.C. online at:
http://www.azsos.gov/rules/arizona-administrative-code
1.2.
“Attachment” means any item the Solicitation requires the Offeror to submit as part of the Offer.
1.3.
“Best and Final Offer” (BAFO) means a revision to an Offer submitted after negotiations are
completed that contains the Offeror’s most favorable terms for price, service, and products to be
delivered.
1.4.
“Clarifications” means, per A.A.C. R2-7-C313, communications between Procurement Officer
and Offeror for the purpose of providing a greater mutual understanding of the Offer.
Clarifications may include demonstrations, questions and answers, or elaborations on
previously-submitted information. All clarifications shall be confirmed in a written offer.
1.5.
“Contract” means the combination of the Solicitation, including the Uniform and Special
Instructions to Offerors, the Uniform and Special Terms and Conditions, and the Specifications
and Statement or Scope of Work; the Offer and any Best and Final Offers; and any Solicitation
Amendments or Contract Amendments.
1.6.
“Contract Amendment” means a written document signed by Procurement Officer issued for the
purpose of making changes in the Contract.
1.7.
“Contractor” means any person who has a Contract with the State.
1.8.
“Days” means calendar days unless otherwise specified.

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1.9.
“eProcurement (Electronic Procurement)” means, per A.A.C. R2-7-101, the State’s official
electronic procurement system as authorized by the state procurement administrator under R2-
7-201.
1.10.
“Evaluation” means, per A.A.C. R2-7-316, the process whereby Procurement Officer will
determine which responsive offers and best and final offers based on the evaluation criteria
contained in the request for proposals are the most advantageous to State.
1.11.
“Exhibit” means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits section
of the Solicitation generally containing maps, schematics, examples of reports, or other
documents that will be used to perform the requirements of the Scope of Work after contract
award.
1.12.
“Negotiation” means, per A.A.C. R2-7-101(32), an exchange or series of exchanges between
State and an offeror for the purposes set forth in A.A.C. R2-7-C314.
1.13.
“Not Susceptible for Award” means, per A.A.C. R2-7-C311, that the relevant offer has been
determined by Procurement Officer to fail one or more of the tests and comparisons set forth
therein. NOTE: A determination of Not Susceptible for Award and a determination of Responsive
are mutually exclusive.
1.14.
“Offer” means a response to a solicitation.
1.14.1.
“Initial Offer” means, Offeror’s proposal submitted to State in response to the
Solicitation, as initially submitted.
1.14.2.
“Revised Offer” means any revised versions of the Initial Offer that Offeror has
submitted to State at State’s request as permitted under A.A.C. R2-7-C314 and R2-7-
C315.
1.14.3.
“BAFO,” as defined above.
1.14.4.
Reference to “an Offer, “the Offer,” or “your Offer” means any of the Initial Offer, a
Revised Offer, or the Best and Final Offer.
1.15.
“Offeror” means a person who responds to a Solicitation.
1.16.
“Person” means any corporation, business, individual, union, committee, club, or other
organization or group of individuals.
1.17.
“Procurement Officer” means the person, or his or her designee, duly authorized by the State to
enter into and administer Contracts and make written determinations with respect to the Contract.
1.18.
“Small Business” means a for-profit or not-for-profit organization, including its affiliates, with
fewer than 100 full-time employees or gross annual receipts of less than $4 million for the last
complete fiscal year.

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1.19.
“Solicitation” means an Invitation for Bids (“IFB”), a Request for Technical Offers, a Request for
Proposals (“RFP”), a Request for Quotations (“RFQ”), or any other invitation or request issued
by the purchasing agency to invite a person to submit an offer.
1.20.
“Solicitation Amendment” means a change to the Solicitation issued by Procurement Officer.
1.21.
“Subcontract” means any Contract, express or implied, between the Contractor and another party
or between a Subcontractor and another party delegating or assigning, in whole or in part, the
making or furnishing of any material or any service required for the performance of the Contract.
1.22.
“State” means any department, commission, council, board, bureau, committee, institution,
agency, government corporation or other establishment or official of the executive branch or
corporation commission of the State of Arizona that executes the Contract.
2.
Inquiries
2.1.
Duty to Examine. It is the responsibility of each Offeror to examine the entire Solicitation, seek
clarification in writing (inquiries), and examine its Offer for accuracy before submitting an Offer.
Lack of care in preparing an Offer shall not be grounds for modifying or withdrawing the Offer
after the Offer due date and time.
2.2.
Solicitation Contact Person. Direct all inquiries related to the Solicitation to Procurement Officer,
including requests for or inquiries regarding standards referenced in the Solicitation. Apart from
the State’s eProcurement System Help Desk, do not contact any State personnel other than
Procurement Officer concerning the Solicitation while it is in progress, through and including
award.
2.3.
Submission of Inquiries. Submit all inquiries related to the Solicitation in the State’s
eProcurement System. Procurement Officer will not respond to inquiries received in any other
manner.
2.3.1.
Submit technical inquiries about navigating and/or submitting proposals in the State’s
eProcurement System to the State’s eProcurement System Help Desk by phone at
(602) 542-7600, option 2; or by email to app@azdoa.gov.
2.3.2.
Submit all other inquiries about the Solicitation using the “Discussions with Buyer” tab
in the State’s eProcurement System. Always refer to the appropriate Solicitation
document by page and paragraph number.
2.3.3.
Check the Special Instructions to Offerors for the cut-off time for inquiries to
Procurement Officer regarding this Solicitation.
2.4.
Timeliness. Any inquiry or exception to the Solicitation shall be submitted as soon as possible
and should be submitted at least seven days before the Offer due date and time for review and
determination by the State. Failure to do so may result in the inquiry not being considered for a
Solicitation Amendment.

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2.5.
No Right to Rely on Verbal or Electronic Mail Responses. An Offeror shall not rely on verbal or
electronic mail responses to inquiries. A verbal or electronic mail reply to an inquiry does not
constitute a modification of the solicitation.
2.6.
Solicitation Amendments. The Solicitation shall only be modified by a Solicitation Amendment
made through the State’s eProcurement System.
2.7.
Pre-Offer Conference. If a pre-offer conference has been scheduled under the Solicitation, the
date, time and location shall appear in the State’s eProcurement system. Offerors should raise
any questions about the Solicitation at that time. An Offeror may not rely on any verbal responses
to questions at the conference. Material issues raised at the conference that result in changes
to the Solicitation shall be answered solely through a Solicitation Amendment.
2.8.
Persons With Disabilities. Persons with a disability may request reasonable accommodation,
such as a sign language interpreter, by contacting Procurement Officer. Requests shall be made
as early as possible to allow time to arrange the accommodation.
2.9.
Instructions Order of Precedence: In case of any inconsistency, conflict, or ambiguity among the
Solicitation Instructions to Offerors, they are to prevail in the following order, descending from
most dominate to most subordinate, provided that, among categories of documents or provisions
having the same rank, the document or provision with the latest date prevails. Information being
identified in one document, but not in another, is not to be considered a conflict or inconsistency:
2.9.1.
Special Instructions to Offerors; and then
2.9.2.
Standard Instructions to Offerors (RFP).
3.
Offer Preparation
3.1.
Electronic Documents.
3.1.1.
The Solicitation is provided in an electronic format; State will not provide any printed
copies or distribute the Solicitation in any other format.
3.1.2.
Offerors are responsible for clearly identifying any and all changes or modifications to
any Solicitation documents upon submission to the State’s eProcurement system. Any
unidentified alteration or modification to any Solicitation, attachments, exhibits, forms,
charts or illustrations contained herein shall be null and void. Offeror’s electronic files
shall be submitted in a format acceptable to the State. Acceptable formats include .doc
and .docx (Microsoft Word), .xls and .xlsx (Microsoft Excel), .ppt and .pptx (Microsoft
PowerPoint) and .pdf (Adobe Acrobat). Obtain advance approval from the State’s
eProcurement Help Desk before submitting files in any other format. The maximum
file size allowed is 25mbp.
3.1.3.
SUPPLIER
REFERENCE
GUIDES
are
available
at:
https://spo.az.gov/app/supplier/QRG.

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3.1.4.
Upload all Solicitation Attachments as required, within the APP Prepare RFx Technical
and Financial Questions Tab.
3.1.5.
Prepare and submit your confidential information following the instructions
beginning with Attachment 4 Confidential Information.
3.2.
Deviations in Offer. When submitting an Offer, clearly indicate in writing any deviations from the
Specifications or other Solicitation technical requirements documents. Any deviation not explicitly
identified will be deemed void upon submission.
NOTE: Deviations are technical exceptions of a significant but not material nature, typically
having to do with part/model numbers, details of attachments, mountings, clearances, internal
configurations, etc., and are not to be confused with material exceptions.
3.3.
Evidence of Intent to be Bound. The Offer and Acceptance form within the Solicitation shall be
submitted with the Offer in the State’s eProcurement system and shall include a signature by a
person authorized to sign the Offer, such as your duly authorized officer, executive, principal, or
agent. The signature shall signify the Offeror’s intent to be bound by the Offer and the terms of
the Solicitation and that the information provided is true, accurate and complete. Failure to submit
verifiable evidence of an intent to be bound, such as a signature, shall result in rejection of the
Offer.
3.4.
Exceptions to Terms and Conditions.
3.4.1.
All exceptions that are contained in the Offer may negatively impact an Offeror’s
susceptibility for award. An Offer that takes exception to any material requirement of
the Solicitation may be rejected.
3.4.2.
If you are submitting an Offer conditioned on exceptions to the Solicitation Documents,
indicate “NO” on Solicitation Attachment “Conformance Statement” and provide the
required justification. Any exceptions taken elsewhere in an Offer or any of your
preprinted or standard terms will be void in that Offer and without force or effect in any
resulting contract.
3.4.3.
All exceptions included with the Offer shall be submitted in the State’s eProcurement
system in a clearly identified separate section of the Offer in which the Offeror clearly
identifies the specific paragraphs of the Solicitation where the exceptions occur. Any
exceptions not included in such a section shall be without force and effect in any
resulting Contract unless such exception is specifically accepted by Procurement
Officer in a written statement. The Offeror’s preprinted or standard terms will not be
considered by the State as a part of any resulting Contract.
3.5.
Insurance and Bonds
3.5.1.
Provide the evidence of insurance availability, evidence of insurance in place,
evidence of bonding capacity, bonds in hand, or other security that are called for in the
Solicitation Attachment “Letter of Insurability”.

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3.5.2.
If you intend to withhold or redact any element of your evidence of insurance
policy compliance required by Addendum A of the Special Terms and
Conditions [General Contractor Indemnification and Insurance Requirements]
on the grounds that it is confidential information, then you must claim it as such
and submit the necessary substantiated justification with each Offer using the
Solicitation Attachment “Designation of Confidential Information” and as per
Instruction 4.4 Confidential Documents below.
3.6.
Subcontracts. Offeror shall clearly list any proposed subcontractors and the subcontractor’s
proposed responsibilities in the Offer.
3.7.
Cost of Offer Preparation. State will not reimburse Offeror or any of Offeror’s prospective
subcontractors, suppliers, or consultants any costs associated with responding to the
Solicitation.
3.8.
Federal Excise Tax. The State is exempt from certain Federal Excise Tax on manufactured
goods. Exemption Certificates will be provided by the State.
3.9.
Identification of Taxes in Offer. The State is subject to all applicable state and local transaction
privilege taxes. All applicable taxes shall be identified as a separate item offered in the
Solicitation. When applicable, the tax rate and amount shall be identified on the price sheet.
3.10.
Disclosure. If the person submitting this Offer has been debarred, suspended or otherwise
lawfully precluded from participating in any public procurement activity, including being
disapproved as a subcontractor with any federal, state or local government, or if any such
preclusion from participation from any public procurement activity is currently pending, the
Offeror shall fully explain the circumstances relating to the preclusion or proposed preclusion in
the Offer. The Offeror shall set forth the name and address of the governmental unit, the effective
date of the suspension or debarment, the duration of the suspension or debarment, and the
relevant circumstances relating to the suspension or debarment. If suspension or debarment is
currently pending, a detailed description of all relevant circumstances including the details
enumerated above shall be provided.
4.
Submission of Offer: Required Offer Content
4.1.
Offer Submission, Due Date and Time. Offerors responding to a Solicitation must submit the
Offer electronically through the State’s eProcurement system.
4.1.1.
Submit each Offer online in the State’s eProcurement System before the “Bid Opening
Date” indicated for the “Solicitation No.” State will not consider a proposal submitted
by any other method other than the State’s eProcurement System, and it will be
deemed void upon submission. By A.A.C. R2-7-C307, State will not consider later
offers. State will give no extension or grace period for delays or incomplete proposals
caused
by
internet
connectivity
problems,
file
uploading
difficulties,
or
misunderstanding of the requirements or procedures for online submission in The
State’s eProcurement System. If your proposal is not submitted correctly, completely,

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and in conformance to these Instructions herein, then Procurement Officer may
determine it Not Susceptible for Award.
NOTE: Using the State’s eProcurement System requires a certain level of technical
competency; select your staff to submit proposals and handle other Solicitation
general matters in the State’s eProcurement System carefully, since the State’s
eProcurement System Help Desk cannot do any of the required actions for you.
4.1.2.
Offers shall be received before the due date and time stated in the solicitation. Offers
submitted outside of the State’s eProcurement system or those that are received after
the due date and time shall be rejected.
4.2.
Offer and Acceptance. Offers shall include a signed Offer and Acceptance form. The Offer and
Acceptance form shall be signed with a signature by the person authorized to sign the Offer, and
shall be submitted in the State’s eProcurement system with the Offer no later than the Solicitation
due date and time. Failure to return an Offer and Acceptance form shall result in rejection
of the Offer.
4.3.
Solicitation Amendments.
4.3.1.
As required under A.A.C. R2-7-C303(C), it is the offeror’s responsibility to
acknowledge every Solicitation Amendment issued as of the due date and time.
Failure to acknowledge all solicitation amendments may impact your susceptibility for
award.
4.3.2.
Amendments to the Solicitation create new rounds in APP. Check for APP alerts that
notify if an amendment has been issued. You must acknowledge each round created
by an amendment for your Offer in order for your Offer to be Responsive.
4.3.3.
In the event you have submitted an offer prior to a Solicitation amendment, you must
acknowledge and upload your offer documents to the new round.
4.4.
Confidential Information. If an Offeror believes that any portion of an Offer, protest, or
correspondence contains a trade secret or other proprietary information, the Offeror shall:
4.4.1.
Indicate on the Solicitation Attachment “Designation of Confidential Information” that
your proposal contains such claimed confidential information; and,
4.4.2.
Separate the documents you claim to be confidential from the offer documents and
upload them separately. Prepare to upload each confidential document as a separate
confidential document in your response following the instructions in the Arizona
Department of Administration Procurement page under Arizona Procurement Portal
(APP) Suppliers Tab. Under the Quick Reference Guides / Solicitations, review the
Adding Confidential Documents to an Offer/ Response.
4.4.3.
Upload each document you claim to be confidential separate from each other and
follow the naming convention: Confidential - Supplement - Offeror File Name.

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4.4.4.
Simply indicating that the proposal contains confidential information is not
sufficient to claim the protections under A.A.C. R2-7-103. The “Confidential
Information Designation” Attachment must be accompanied by a detailed
explanation as to why each item or category of items in the proposal should be
designated confidential information.
4.4.5.
Submit Confidential Information/Documentation as a Supplement(s), with the following
naming convention: Confidential - Supplement - Offeror File Name. DO NOT
incorporate information you are requesting to be determined as Confidential in any
other section of your response.
4.4.6.
Procurement Officer shall review your claim of confidentiality and provide a written
determination; until a written determination has been made, Procurement Officer shall
not disclose the claimed information to anyone who does not have a legitimate State
interest.
4.4.6.1.
If the designated information is determined to be confidential, Procurement
Officer may request redacted documents.
4.4.6.2.
If Procurement Officer denies the claim of confidentiality, you may appeal
the determination to the State Procurement Administrator within the time
specified in the determination.
NOTE: Contract terms and conditions, pricing, and information generally
available to the public are not and will not be designated confidential
information.
4.5.
Attachment Forms
4.5.1.
If an Attachment indicates that a “Form” is being provided for an Attachment, then the
Solicitation includes the required form and format for submitting the Attachment. No
other form or format will be accepted, and your Offer may be deemed Not Susceptible
for Award if you submit an unofficial form.
4.5.2.
If, however, the Solicitation Documents indicate that you are allowed to attach
additional documents regarding a particular question or line item, then doing so will be
acceptable so long as the filled-out Attachment clearly states “See Attachment Name
Supplement (#1 of 2)”, etc., and the additional document is clearly marked as
“Attachment Name Supplement (#1 of 2),” etc.
NOTE (1): Each Form has a blank space to list your Attachment Supplements.
NOTE (2): You must upload each such “additional” document as an individual file and
name the file to match the document title.
NOTE (3): Do not include non-specific marketing materials in an Offer. If something is
not specifically called for, then including it will not be helpful during Evaluation, and

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might in fact be grounds for down-grading if it does not address your experience and
capacity to carry out the work for this Solicitation
4.6.
Public Record. All Offers submitted and opened are public records and must be retained by the
State for six (6) years. Offers shall be open and available to public inspection through the State’s
eProcurement system after Contract award, except for any portions of such Offers deemed to
be confidential by the State. Procurement Officer shall make the names of Persons who
submitted offers available in the State’s eProcurement System promptly after the opening date.
5.
Responsibility, Responsiveness, and Susceptibility
5.1.
Responsibility. In accordance with A.R.S. § 41-2534(G), A.A.C. R27-C312 and R2-7-C316, the
State shall consider the following in determining Offeror’s responsibility, as well as the
responsiveness and acceptability of their proposals. The State will consider, but is not limited to,
the following in determining an Offeror’s responsibility as well as susceptibility to Contract Award:
5.1.1.
Whether the Offeror has had a contract within the last five (5) years that was
terminated for cause due to breach or similar failure to comply with the terms of the
contract;
5.1.2.
Whether the Offeror’s record of performance includes factual evidence of failure to
satisfy the terms of the Offeror’s agreements with any party to a contract. Factual
evidence may consist of documented vendor performance reports, customer
complaints and/or negative references;
5.1.3.
Whether the Offeror is legally qualified to contract with the State and the Offeror’s
financial, business, personnel, or other resources, including subcontractors;
5.1.4.
Legally qualified includes if the vendor or if key personnel have been debarred,
suspended or otherwise lawfully prohibited from participating in any public
procurement activity, including but not limited to, being disapproved as a subcontractor
of any public procurement unit or other governmental body.
5.1.5.
Whether the Offeror promptly supplied all requested information concerning its
responsibility;
5.1.6.
Whether the Offer was sufficient to permit evaluation by the State, in accordance with
the evaluation criteria identified in this Solicitation or other necessary offer
components. Necessary offer components include: attachments, documents or forms
to be submitted with the offer, an indication of the intent to be bound, reasonable or
acceptable approach to perform the Scope of Work, signed Solicitation Amendments,
references to include experience verification, adequacy of financial/business/personal
or other resources to include a performance bond and stability including
subcontractors and any other data specifically requested in the Solicitation;

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5.1.7.
Whether the Offer was in conformance with the requirements contained in the Scope
of Work, Terms and Conditions, and Instructions for the Solicitation and its
Amendments, including the documents incorporated by reference;
5.1.8.
Whether the Offer limits the rights of the State;
5.1.9.
Whether the Offer includes or is subject to unreasonable conditions, to include
conditions upon the State or necessary for successful Contract performance. The
State shall be the sole determiner as to the reasonableness of a condition;
5.1.10.
Whether the Offer materially changes the contents set forth in the Solicitation, which
includes the Scope of Work, Terms and Conditions, or Instructions; and,
5.1.11.
Whether the Offeror provides misleading or inaccurate information.
5.2.
Responsiveness and Susceptibility. Proposals shall contain sufficient information for the State to
evaluate the proposal in accordance with the factors identified in the solicitation. Necessary
components may include an indication of the Offeror’s intent to be bound, price proposal,
Solicitation amendments, bond and reference data as required.
5.2.1.
Proposal Content. The Offeror shall make a firm commitment to provide Materials
and/or Services as required and proposed. The information contained in the Offer shall
be: relevant to the service requirements stated in the solicitation; submitted in a
sequence that reflects the scope of work section of this document; and include
information relevant to the designated evaluation criteria.
5.2.2.
Failure to include the requested information may have a negative impact on the
evaluation of the Offeror’s proposal.
5.3.
Eligibility for Evaluation and Negotiation. Procurement Officer shall hold Negotiations with all
offerors reasonably susceptible for award per A.A.C. R2-7-C314(C), unless explicitly stated
otherwise in the Solicitation. Upon request, Offerors may revise offers based on Negotiations,
provided that any revision is confirmed in writing. No changes to the Offer shall be accepted
unless provided in writing.
5.4.
If Procurement Officer determines subsequently that your Revised Offer is Not Susceptible for
Award by virtue of comparison to other revised offers per A.A.C. R2-7-C311(A)(3), then he or
she will not include you in any further Negotiation. For clarity of intent, the foregoing means that
Procurement Officer may reduce the number of offers that are “susceptible for award” with each
successive round of Negotiation, since the purpose of Negotiation is to achieve best value for
State.
6.
Evaluation of Offers
6.1.
Unit Price Prevails. In the case of discrepancy between the unit price or rate and the extension
of that unit price or rate, the unit price or rate shall govern.

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6.2.
Taxes. If the products and/or services specified require transaction privilege or use taxes, they
shall be described and itemized separately on the Offer. Arizona transaction privilege and use
taxes shall not be considered for evaluation.
6.3.
Prompt Payment Discount. Prompt payment discounts of thirty (30) days or more set forth in an
Offer shall be deducted from the Offer for the purpose of evaluating that price.
6.4.
Offer Acceptance Period. By submitting an Offer, you agree to hold it open for one hundred and
eighty (180) days. The offer acceptance period (whichever applies) re-starts upon submission of
each Revised Offer or a Best and Final Offer.
6.5.
Clarifications. Upon receipt and opening of proposals submitted in response to this solicitation,
the State may request clarifications, including demonstrations or questions and answers, for the
sole purpose of information gathering or for eliminating minor informalities or correcting
nonjudgmental mistakes in proposals. All oral clarifications shall be confirmed in writing.
6.6.
Oral Presentations. The State may request oral presentations. If requested, the Offeror shall be
available for oral presentations with no more than ten (10) business days advance notice.
Participants in the oral presentations should include the Offeror's key persons. Such oral
presentations shall not otherwise afford an Offeror the opportunity to alter or change its Offer.
6.7.
Cost or Pricing Data. Offerors shall promptly submit any cost or pricing data that Procurement
Officer requests under A.R.S § 41-2543 per A.A.C. R2-7-702(B)(2). Procurement Officer may
determine any of the following:
6.7.1.
Offer is rejected for failure to submit requested pricing data within the designated time
frame under A.A.C. R2-7-704;
6.7.2.
Submitted cost or pricing data demonstrates that pricing is fair and reasonable under
A.A.C. R2-7-702(A); or,
6.7.3.
Cost or pricing data is not defective under A.A.C. R2-7-705.
6.8.
BAFOs. In accordance with A.R.S. § 41-2534, after the initial receipt of proposals, Procurement
Officer may conduct discussions with those Offerors who submit proposals determined by the
State to be reasonably susceptible of being selected for award. Procurement Officer will request
a BAFO from any offerors with whom Negotiation has been conducted.
6.9.
Financial Stability. You must be able to substantiate your financial stability to State’s satisfaction
as a precondition of any contract award. Procurement Officer may require documentation such
as current and audited financial statements, including income and balance sheets, directly from
you or may obtain reports from independent financial rating services. Not providing the evidence
will be grounds for Procurement Officer determining your Offer is Not Susceptible for Award.
Upon request, financial documents may be held confidential under A.R.S. § 41-2540(B).
6.10.
Consideration of Exceptions. Procurement Officer may determine that your Offer is Not
Susceptible for Award, if the Offer is conditioned on an exception to a material aspect of the

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Solicitation. Even if an exception is not material, your Offer may receive lower scores during
evaluation if the exception is found to be significant by Procurement Officer.
6.11.
Consideration of Cost. Regardless of the relative order assigned to cost in the Special
Instructions 6.1 Evaluation Criteria, cost is an essential consideration in every award State
makes; State’s intent is always to obtain the best pricing available and it strives to make its
evaluations be a straightforward comparison of best value between the responsible and
responsive proposals as far as possible to the extent permissible under the Arizona Procurement
Code.
6.11.1.
In the unusual - but possible - case that Offers receive equal scores for all other
evaluation criteria, Offerors are on notice that cost may end up being the factor that
determines which Offeror is awarded a contract.
6.11.2.
Offerors are also on notice that, per A.R.S. § 35-154, it is against the law for the
Procurement Officer to sign a contract that obligates the State for an amount that
exceeds allocated and appropriated funds for the Contract.
6.12.
Waiver and Rejection Rights. Notwithstanding any other provision of the Solicitation, the State
reserves the right to:
6.12.1.
Waive any minor informality;
6.12.2.
Reject any and all Offers or portions thereof; or
6.12.3.
Cancel the Solicitation.
7.
Contract Award
7.1.
Most Advantageous to the State. Under A.A.C. R2-7-C317, contracts will be awarded to the
responsible offeror(s) whose offer(s) is/are determined to be most advantageous to the State
based on the stated evaluation factors set forth in the solicitation.
7.2.
Number of Awards. The State reserves the right to make multiple awards or to award a Contract
by individual line items, by group of line items, or to make an aggregate award, or regional
awards, whichever is most advantageous to the State.
7.3.
Contract Formation. An Offer does not constitute a Contract nor does it confer any rights on the
Offeror to the award of a Contract. A Contract is not created until the Offer is accepted in writing
by Procurement Officer’s signature on the Offer and Acceptance form. A notice of award or of
the intent to award shall not constitute acceptance of the Offer.
7.4.
Effective Date. The effective date of the Contract shall be the date designated on the Offer and
Acceptance form or other official contract form as the start of the contract.
7.5.
Contract Document Consolidation. State may, at its option, consolidate the resulting contract
documents after contract award. Examples of such consolidation are reorganizing Solicitation

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Documents and those components of the Accepted Offer not pertaining to the contract’s
operation and excluding any components of the Accepted Offer that were not awarded. Contract
document consolidation will not, however, include or be construed to include any material change
to the Solicitation or the Contract.
7.6.
Viewing Awarded Contracts. To view awarded Contracts:
● Go to app.az.gov
● Select: State Contracts (Blue tab)
● Search using “Keywords:” enter name of solicitation Label and click on “Search”. A listing
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8.
Protests
A protest shall comply with and be resolved according to Arizona Revised Statutes Title 41, Chapter 23,
Article 9 and rules adopted thereunder. Protests shall be in writing and be filed with both Procurement
Officer of the purchasing agency and with the State Procurement Administrator. A protest of the
Solicitation shall be received by Procurement Officer before the Offer due date. A protest of a proposed
award or of an award shall be filed within ten (10) days after Procurement Officer makes the procurement
file available for public inspection. A protest shall include:
8.1.
The name, address, email address and telephone number of the interested party;
8.2.
The signature of the interested party or its representative;
8.3.
Identification of the purchasing agency and the Solicitation or Contract number;
8.4.
A detailed statement of the legal and factual grounds of the protest including copies of relevant
documents; and
8.5.
The form of relief requested.

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
AMERICAN FENCE COMPANY OF ARIZONA, INC.

EXHIBIT C

METHOD AND AMOUNT OF COMPENSATION

The method and amount of compensation is in accordance with Section 3 of this Agreement.

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 $600,000 for the entire term of the Agreement.

DETAILED PROJECT COMPENSATION

City shall pay contractor compensation in accordance with the rates as set forth in the State of Arizona
Contract No. CTR069677.