Linking Agreement with Midstate Mechanical LLC.
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LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND MIDSTATE MECHANICAL, LLC This Linking Agreement (“Agreement”) is entered into as of this day of , 2024, between the City of Glendale, an Arizona municipal corpotation (“City”), and Midstate Mechanical, LLC, an Arizona limited liability company, authorized to do business in Arizona (“Contractor”), collectively, the “Parties.” RECITALS A. On September 5, 2024, Midstate Mechanical, LLC, a member of the Mohave Cooperative, enteted into a conttact with Conttactor to purchase the goods and services described in Job Order Contracting for Various Construction ‘T'rades, Contract No. 24B-MMI-0905 (“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 procute goods and services by participating with other governmental units in cooperative putchasing 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 tetms and conditions of the Cooperative Agteement, and agtees 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 ate incorpotated by reference, and the covenants and promises contained in this Linking Agreement, the parties agree as follows: 1. ‘Term of Agreement. A. As ptovided in the Coopetative Agreement, purchases can be made by governmental entities from the date of award, which was September 5, 2024, until the date the contract terminates on September 4, 2025, unless the tetm is extended by mutual agreement of the parties to the Cooperative Agreement. The Cooperative Agreement, however, may not be extended beyond September 5, 2029. The initial period of this Agreement is the period ftom the Effective Date of this Agreement until September 4, 2025. B. The City may extend the term of this Agreement for four (4) additional 12-month periods, beginning immediately after the expiration of the prior term. No contract extension exists unless and until Contractor is so notified by Mohave Cooperative and if the City likewise gives the Contractor notice that it is exercising its option to extend. Glendale extensions are 1 10/05/2023 not automatic and shall only occur if the City affirmatively exercises its tight to extend this Agreement. 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 tetms, conditions and specifications are specifically incorporated into and are an enforceable part of this Agreement. Compensation. A. City shall pay Contractor compensation at the same rate and on the same schedule as provided in the Cooperative 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 four hundred thousand dollars ($400,000) annually or two million dollars ($2,000,000) for the entire term of the Agreement (initial term plus any extensions). Cancellation. This Agreement may be cancelled pursuant to A.R.S. § 38-511. on-discrimination. Contractor must not discriminate against any employee or applicant for employment on the basis of race, colot, teligion, sex, national origin, age, marital status, sexual orientation, gender identity or expression, genetic charactetistics, familial status, U.S. military veteran status or any disability. Contractor will require any Sub-contractor to be bound to the same requirements as stated within this section. Contractor, and on behalf of any subcontractors, warrants compliance with this section. Insurance Certificate. A certificate of insurance applying to this Agreement must be provided to the City prior to the Effective Date. E-verify. Contractor complies with A.R.S. § 23-214 and agtees to comply with the requirements of ARS. § 41-4401. No Boycott of Istael. To the extent A.R.S § 35-393 through § 35-393.03 ate applicable, the pattics hereby certify that they ate 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 tetm is defined in ARS § 35-393. Uyghur Forced Labor Prevention Act (UFLPA). Contractor certifies that it does not currently, and during the tetm of this Agreement, will not use: the forced labot of ethnic Uyghurs in the People’s Republic of China; b. any goods ot services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China; and c. any conttactots, subcontractors ot suppliers that use the forced labor ot any goods ot services produced by the forced labot of ethnic Uyghuts in the People’s Republic of China. 2 10/05/2023 10. Attestation of PC] Compliance. When applicable, the Contractor will provide the City annually with a Payment Card Industty Data Security Standard (PCI DSS) attestation of compliance certificate signed by an officer of Contractor with oversight tesponsibility. 11. Notices. Any notices that must be provided under this Agreement shall be sent to the Parties’ tespective authorized representatives at the addtess listed below: City of Glendale c/o Gilbert Garcia 6210 W. Myrtle Ave., Suite 111 Glendale, Arizona 85302 and Midstate Mechanical, LLC 1900 E. Riverview Drive Phoenix, Arizona 85034 rwagner@midstatemechanical.com IN WITNESS WHEREOF, the patties hereto have executed this Agreement as of the date and year set forth above. “City” “Contractor” City of Glendale, an Atizona Midstate Mechanical, LLC, municipal corporation an Arizona limited liability company & Kevin R. Phelps Name: Rick Wagner —7 City Manager Title: JOC Sales Manager ATTEST: Julie K. Bower (SEAL) City Clerk APPROVED AS TO FORM: Michael D. Bailey City Attorney 10/05/2023 LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND MIDSTATE MECHANICAL, LLC EXHIBIT A MOHAVE COOPERATIVE JOB ORDER CONTRACTING FOR VARIOUS CONSTRUCTION TRADES, CONTRACT NO. 24B-MMI-0905 LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND MIDSTATE MECHANICAL, LLC EXHIBIT B Scope of Work In accordance with the terms and conditions of this Agreement and Mohave Cooperative Contract No. 24B- MM1-0905, the City of Glendale is retaining Midstate Mechanical, LLC for city-wide HVAC installations, maintenance, repairs, and upgrade services, and plumbing services to City of Glendale facilities on an as- needed basis. LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA. AND MIDSTATE MECHANICAL, LLC 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 requited by the Statement of Work must not exceed $400,000 annually or $2,000,000 fot the entire term of the Agreement, DETAILED PROJECT COMPENSATION The City shall pay contractor compensation in accordance with the rates as set forth in the Mohave Cooperative Contract No. 24B-MMI-0905, for Job Order Contracting for HVAC installations, maintenance, repairs, and upgrade services, and plumbing services on an as-needed basis. Midstate Mechanical LLC y i 24B-MMI-0905 Table of Contents Response to RFP 24B-0711 MOHAVE COOPERATIVE (See document 5. 24BMM10905 Extensions and Amendments for renewals.) Tab 2E - Financial Information |... All financial information is kept confidiential and has been removed. Tab 3A - Price Proposals ooo... ccceccesstsscsssscssseesseseseeseceesee. See document 6. 24BMMIO905 Pricing Summary. Tab 4A - Supporting Contract Documents, Suppport and Maintenance Information Tai 4B - Sample Supplemental or End-User Agreements .. 126 Tab 5 - Additional Information Click section title to be taken directly to that section. 4/5/18 EH 217 N 7th St, Kingman, AZ 86401 Phone: (928) 753-6945 Fax: (928) 718-3232 mesc.org REQUEST FOR PROPOSAL 24B-0711 Job Order Contracting for Various Construction Trades Pursuant to the provisions in the Arizona procurement rules and code, Mohave Educational Services Cooperative, Inc. (Mohave) seeks proposals to establish contract(s) for Job Order Contracting for Various Construction Trades. A copy of the RFP is available for public inspection at 211 N 7th St, Kingman AZ 86401. To view the document in person, reservations need to be made in advance. Refer to the Mohave Contract Specialist’s contact information below. Due Date and Time: Thursday, July 11, 2024 at 3:00 p.m. (local Arizona time) Last Day For Questions: Friday, July 5, 2024 at 5:00 p.m. (local Arizona time) RFP Questions Must Be Directed To: Michael Nentwig, CPPB, Contract Specialist, Email: mike@mesc.org or contracts@mesc.org, Telephone: (928) 718-3204 To be considered, proposals shall be delivered to Mohave Educational Services Cooperative, Inc. (Attn: Contracts Dept.), 211 N 7th St, Kingman AZ 86401 ina sealed envelope or package with RFP 248-0711, offeror’s name, mailing address,- proposal due date and time clearly indicated on the envelope or package. Proposals must be in the actual possession of Mohave on, or prior to, the exact time and date indicated above. Mohave’s Kingman Office is not staffed on a daily basis and special delivery requirements have been established with all the major package carriers and a secured delivery box has been provided for the United States Postal Service (USPS) delivery. Kingman is considered a “rural” area by many express delivery carriers and thus, they do not guarantee priority (next day) delivery by a specific time. Prospective offerors are encouraged to keep this in mind when arranging delivery of their proposals and are advised herein that late proposals shall be handled as specified by Arizona procurement rules and code. When shipping is completed, provide Mohave, Email: mike@mesc.org, the carrier used and tracking number. If your Request for Proposal response is to be hand delivered, contact Michael Nentwig at (928) 718-3204 or mike@mesc.org to arrange the delivery. Proposals shall be opened immediately following the proposal due date and time, with the name of each offeror publicly read and recorded. Late proposals shall not be considered. Offerors are strongly encouraged to carefully read the entire contents of this solicitation prior to submitting a proposal. Failure to examine any of the requirements will be at the offeror’s risk. Mohave reserves the right to cancel this solicitation and/or reject all proposals in whole, or in part, if Mohave determines that cancellation and/or rejection is advantageous to Mohave and/or its members. Lari Staples, CPPO Executive Director Mohave Educational Services Cooperative, Inc. Publish Date: June 11, 2024 ‘Template Rev. 24-4 iMIDSTATE MECHANICAL oocoeeeeoroerconacocvec0ca0s90000000000000000000000000000 000000 D0000000000000000000000 1900 E. Riverview Drive @ Phoenix, Arizona 85034 ® 602.470.1920 (Phone) © 602.452-8606 (Fax) www.midstatemechanical.com July 10, 2024 Lari Staples, CPPO, Executive Director Mohave Educational Services Cooperative, Inc. 211 N 7th Street Kingman, Arizona 86401 Re: — Request for Proposal #24B-0425 Job Order Contracting for Various Construction Trades Dear Ms. Staples: Midstate Mechanical, LLC is pleased to provide a response to the Request for Proposal 24B-0425, Job Order Contracting for Various Construction Trades. Midstate is confident that we have responded to the requirements as outlined in the request. We have developed a response that utilizes the resources available through our company. Precisely stated, Midstate Mechanical will provide professional, cost-effective solutions for the Mohave Education Services Cooperative operational and maintenance requirements. We look forward to working with the Mohave Educational Services Cooperative. Thank you for your consideration of Midstate Mechanical, LLC. Respectfully, Rick Wagner JOC Sales Manager License No.’s: ROC148103 © ROC155427 © ROCO71451 © ROC133325 e ROC346035 Tab 1a Tab 1b Tab 1c Tab 1d Tab le Tab if Tab 1g Tab ih Tab 1i Tab 2a Tab 2b Tab 2c Tab 2d Tab 2e Tab 4a Tab 4b Tab 5a Tab 5b iMIDSTATE MECHANICAL TABLE OF CONTENTS Offer and Acceptance Form Signed Amendments (if any) General Terms & Conditions and Standard Terms & Conditions for Construction with Acceptance Form Special Terms and Conditions with Acceptance Form Scope of Work with Acceptance Form Bid Bond and Bonding Letter Anti-Lobbying Certificate Form U.S. Department of Agriculture Form AD-1048 Edgar Certification Form Method of Approach Qualification and Experience Past Performance and Management Plans Current Certificate of Insurance Financial Information Firm Information, Order Processing, Individual Contact Information, and Customer Support Information Supplemental or End-User Agreement (if applicable) Instructions to Offeror and Checklist Form Descriptive Literature, Slicks and Any Other Supporting Printed Data (NOT APPLICABLE) TAB la Technical Proposal ~ Confidential/Proprietary Submittal Form (Place after Tab 1a) CONFIDENTIAL/ PROPRIETARY SUBMITTALS Any documentation marked as confidential or Proprietary must be identified below. Any confidential or Proprietary information NOT identified as instructed shall be deemed as non-confidential or non-proprietary. Pricing shall not be considered as confidential information. Financial information after Tab 2d shall be considered as confidential information. e Your entire offer and any publicly known or available information shall not be considered as confidential/proprietary information. Confidential/Proprietary Submittals (mark one): xX No confidential/proprietary materials have been included with this offer. Confidential/proprietary materials have been included with this offer. Offerors shall identify below any portion of their offer they deem confidential or proprietary as specified in the General Terms and Conditions 6. Confidential Information. The confidential/proprietary information identified below does not guarantee that disclosure will be prevented but that the item(s) will be subject to review by the offeror and Mohave prior to any public disclosure. Midstate Mechanical, LLC ~ Authorized Signature RFP 24B-0711 3 TAB 1b | MOHAVE COOPERATIVE Amendment 1 Request for Proposal 24B-0711 Job Order Contracting for Various Construction Trades Amendment 1 is hereby made part of the solicitation documents and shall be included in all submitted formal sealed proposals. Offeror shall formally acknowledge receipt of Amendment 1 by including this page, signing, and dating the following: Amendment 1 is acknowledged by your signature: > re — Printed Name and Title: Rick Wagner, JOC Sales Manager Name of Firm: Midstate Mechanical, LLC Date: June 26, 2024 Place a signed copy of Amendment 1 after Tab 1b in your formal proposal. Note: The published due date and time of July 11, 2024 at 3:00 p.m. (local Arizona time) remains unchanged. JOC RFP 24B OPEN BOOK PRICING WORKBOOK REVISIONS: The administration deduction calculation completed in the Price Summary worksheet was revised to only deduct the administration fee from the Additional Labor and Service Cost, as applicable. The required entry of a Tax Rate and Bond Rate and the automatic calculations for Tax and Bond were removed. These rates will now have to be manually entered for each project quoted. JOC RFP 24B Open Book Pricing Workbook.xIsx is revised as follows: e Line 10 — Project Total was deleted. e Line 11 - Adminfee Deduct was revised to Adminfee Deduct (From Additional Labor and Services). e Line 39 — Tax (Enter applicable tax rate), this was included as an automatic calculation was revised to Tax (Enter applicable tax amount) to be completed as manual entry. ¢ Line 41 — Bond, if applicable (Enter applicable bond percentage), this was included as an automatic calculation was revised to Bond, if applicable (Enter applicable bond amount, NOTE: Bonds shall be calculated per the rates provided in #7 of your Price Proposal and follow the Bond Methodology Description) to be completed as manual entry. - & 211.N 7th St, Kingman AZ 86401 — Phone: (928) 753-6945 — Fox: (928) 718-3232 mesc.org MRN 11/16/23 All questions regarding Request for Proposal 24B-0711 should be directed to: Michael R. Nentwig, CPPB, Contract Specialist Email: contracts@mesc.org Telephone: (928) 718-3204 Lari Staples, CPPO Executive Director Mohave Educational Services Cooperative, Inc. Published Date: June, 21, 2024 271 N 7th St, Kingman AZ 86401 — Phone: (928) 753-6945 Fax: (928) 718-3232 mesc.org TAB ic Technical Proposal General Terms and Conditions (Place after Tab 1c) Some General Terms and Conditions may specify placement of information in tabs other than Tab 1c as noted in the title above. Pay close attention to placement information as indicated in select General Terms and Conditions. 1. ADVERTISING Offeror shall not advertise or publish information concerning this solicitation prior to an award being announced by Mohave. After award, contract vendor(s) may advertise the availability of contracted products, materials, processes and services to members. Any promotional marketing materials using the Mohave logo shall be approved by a Mohave Contract Specialist in advance. 2. AVAILABILITY OF FUNDS Member fund availability is unknown to Mohave at the time this solicitation was issued. Use of any contract awarded by Mohave will be conditioned upon the availability of member funds. 3. CANCELLATION 3.1. Cancellation Process: The following requirements shall apply to all cancellation notices issued under an awarded contract: a) Awritten notice of cancellation shall be sent to the contract vendor and the effective date of cancellation shall be the date specified within the written notice of cancellation. b) Upon cancellation, all products, materials, processes and services paid for by the member, along with documents, data and reports prepared by contract vendor under the contract shall become the property of the member. c) Contract vendor shall be entitled to receive just and equitable compensation in accordance with applicable contract pricing for authorized work in progress, authorized work completed, and materials accepted before the effective date of the cancellation. d) Cancellation shall have no effect on projects in progress prior to the effective date of the cancellation. e) Contract vendor is obligated to continue submitting monthly reconciliation reports and administrative fee payments until all purchases are complete and closed. 3.2. Cancellation for bankruptcy or acquisition: Mohave reserves the right to cancel, or suspend the use of, any contract if contract vendor files for bankruptcy protection, or if the original contract holder is sold and ownership is transferred to a new party. 3.3. Cancellation for conflict of interest: In accordance with A.R.S. §38-511, Mohave may cancel the contract within 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 Mohave 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 party tothe contract with respect to the subject matter of the contract. The cancellation shall be effective when the contract vendor receives written notice of the cancellation unless the notice specifies a later time. 3.4. Cancellation for convenience: Mohave reserves the right to immediately cancel the contract without penalty or recourse, in whole or in part, when Mohave determines that action to be in the best interests of its members. 3.5. Cancellation for no or low-usage: Mohave may terminate any contract if members have not used the contract, or if purchase volume is determined to be “low volume” in any 12-month period. RFP 24B-0711 65 Technical Proposal General Terms and Conditions (Place after Tab 1c) 3.6. Cancellation for non-performance or contract vendor deficiency: Mohave reserves the right to cancel the whole or any part of this contract due to failure by contract vendor to carry out any obligation, term or condition of the contract. Mohave may issue a written deficiency notice to contract vendor for acting or failing to act in any of the following: a) Failing to comply with the accepted terms and conditions of the contract; b) Providing material that does not meet the specifications of the contract; c) Providing work and/or material that was not awarded under the contract; d) Failing to adequately perform the services set forth in the scope of work and specifications; e) Failing to complete required work or furnish required materials within a reasonable or specified amount of time; f) Failing to make progress in performance of the contract and/or giving Mohave reason to believe that contract vendor will not or cannot perform the requirements of the contract; g) Failing to provide required performance bonds; or, fy) Performing work or providing services under the contract prior to receiving a Mohave reviewed member purchase order for such work. Upon receipt of a written deficiency notice, contract vendor shall have ten (10) days to provide a satisfactory response to Mohave to adequately address all issues of concern. Failure to adequately address all issues of concern may result in contract cancellation. Upon cancellation under this clause, all goods, materials and work paid for by the member, along with documents, data and reports prepared by contract vendor under the contract shall become the property of the member. 3.7. Cancellation for replacement: Mohave reserves the right to cancel a contract awarded under this solicitation, if a new solicitation has been issued and a contract has been awarded to the same contract vendor for similar products, materials, processes and services. Mohave may, at its option, either replace a contract resulting from this solicitation or delay a new award until the existing contract expires. The decision to delay or replace the contract rests solely with Mohave. 3.8. Contract vendor cancellation: Contract vendor may cancel this contract at any time upon thirty (30) days prior written notice to Mohave or at time of annual contract renewal (contract modification). Termination shall have no effect on projects in progress at the time the notice of cancellation is received by Mohave. 3.9. Continuation of performance: Contract vendor shall continue to perform in accordance with the requirements of the contract, up to the date of cancellation and as directed in the cancellation notice. 3.10. Gratuities: If Mohave determines that any contract vendor or an employee of the contract vendor has offered, conferred or agreed to confer any personal gift or benefit on any employee of Mohave or a member employee who supervised or participated in the planning, recommending, selecting or contracting of the contract, in accordance with A.R.S. §15-213(0), Mohave may, by written notice, terminate the contract, in whole or in part. Officers, employees and agents are prohibited from soliciting or accepting gratuities, favors or anything of monetary value from contractors or parties of subcontractors under an awarded contract. Paying the expenses of normal business meals shall be in accordance with each member's policy regarding gratuities. Samples as requested in the solicitation and provided to Mohave for demonstration or evaluation are not considered gratuities. 3.11. Contract vendor offerings: Mohave may, by written notice, terminate the contract in whole or in part, if Mohave determines that employment or a gratuity was offered or made by the contract vendor or a representative of the contract vendor to any officer or employee of the school district or school purchasing cooperative for 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 making of any determination or decision about contract performance. RFP 24B-0711 66 4. Technical Proposal General Terms and Conditions (Place after Tab 1c) CAPTIONS, HEADINGS, AND ILLUSTRATIONS The captions, illustrations, headings, and subheadings in this solicitation are for convenience and ease of perusal only, and in no way define, limit or describe the scope or intent of the request. CERTIFICATION By signing the Offer and Acceptance Form (page 2 of the RFP), offeror certifies the following: a) b) c) d) e) 9) h) 5D) k) m) n) Offeror has examined and understands the terms, conditions, scope of work, specifications and other documents in this solicitation. The submission of the proposal did not involve collusion or other anticompetitive practices and that the offeror has taken steps and exercised due diligence to ensure that no violation of A.R.S. §15-213(0) has or will occur. Neither signatory nor any person on his behalf has connived or colluded to produce a deceptive show of competition in the matter of the bidding or award of a contract under this solicitation. Offeror 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. Neither offeror, nor any officer, director, partner, member or associate of offeror, nor any of its employees directly involved in obtaining contracts with the State of Arizona, Mohave Educational Services Cooperative, Inc., or any subdivision of the state, has been convicted of false pretenses, attempted false pretenses, or conspiracy to commit false pretenses, bribery, attempted bribery or conspiracy to bribe under the laws of any state or federal government for acts or omissions after January 1, 1985. Offeror agrees to comply fully with any and all provisions of A.R.S. Title 32, Chapter 10 (Registrar of Contractors) that may regulate offeror’s business. Offeror shall not discriminate against any employee, or applicant for employment, in violation of federal and state laws (see Federal Executive Order 11246; and A.R.S. Title 41, Chapter 9, Article 4). Offeror is not currently suspended, debarred or otherwise precluded from participating in any public procurement activity with any federal, state or local government entity. If awarded a contract, offeror agrees to promote, offer and sell under Mohave contract, only those materials and/or services awarded to contract vendor by Mohave. If awarded a contract, offeror shall provide the equipment, commodities, and/or services to members of Mohave in accordance with the terms, conditions, scope of work, specifications, and other documents of this Request For Proposal. If awarded a contract, offeror agrees that all staff and other individuals eligible to receive services shall have equal access to the services regardless of race, religion, color, sex, disability, age or national origin. Offeror and all proposed subcontractors comply and shall remain in compliance with the Federal Immigration and Nationality Act (FINA), all other federal immigration laws and regulations, A.R.S. §41-4401, and A.R.S. §23-214, which requires compliance with current federal immigration laws by employers, contractors and subcontractors in accordance with the E-Verify employee eligibility verification program. Offeror shall comply with A.R.S. §35-393.01 and certify that they are not currently engaged in and agree that for the duration of the contract to not engage in, a boycott of Israel. If applicable to the products and services offered under this contract, Offeror shall comply with current applicable requirements of Health Insurance Portability and Accountability Act of 1996 (HIPAA) and accompanying regulations. Contract vendor agrees to work with the member in the course of performance so that the member and contract vendor are in compliance with HIPAA. Pursuant to A.R.S. § 35-394, by signing the Offer and Acceptance Form the offeror entering into a contract with Mohave certifies they do not use forced labor, or any goods or services produced by the forced labor, of ethnic Uyghurs in the People's Republic of China. RFP 24B-0711 67 Technical Proposal 6. General Terms and Conditions (Place after Tab 1c) CONFIDENTIAL INFORMATION 6.1. Confidential information request: If offeror believes that its proposal contains confidential trade secrets or other proprietary data not to be disclosed, a statement advising Mohave of this fact shall accompany the proposal, and the information shall be so identified wherever it appears. Mohave shall review the statement and notify the offeror of their determination in writing whether the information shall be withheld or disclosed. Requests to deem the entire proposal as confidential will not be considered. 6.2. Pricing: Mohave will not consider pricing to be confidential or proprietary. 6.3. Public record: All proposals submitted in response to this solicitation shall become the property of Mohave. They will become a matter of public record available for review, subsequent to award of multiple contracts, with the exception of information deemed confidential by Mohave. CONFIRMATION/ DISCUSSIONS 7.1. Confirmation: If an apparent mistake in a proposal, relevant to the award determination is discovered after opening and before award, Mohave shall contact the offeror for written confirmation of the proposal. If offeror fails to act, the offeror shall be considered non-responsive. Mohave may contact an offeror to confirm our understanding of the proposal. Such contact shall be prior to award. Mohave shall obtain written confirmation from the offeror and shall retain the confirmation in the procurement file. Correction of mistakes in a proposal shall only be allowed as described in Arizona procurement rules and code. 7.2. Discussions: Discussions shall not be conducted with offeror(s). CONTRACT MANAGEMENT 8.1. Applicable law: The contract shall be governed by the laws of the State of Arizona, and suits pertaining to the contract may be brought only in courts in the State of Arizona. 8.2. Application of law: The Arizona Procurement Code, the Arizona State Board of Education School District Procurement Rules, and the Uniform Commercial Code (UCC) as adopted by the State of Arizona, are part of this document as if fully set forth herein. Any provision or clause required by law, rule or regulation to be included in the contract will be read and enforced as if in the contract, whether or not physically included. If any such provision is not included, or is not correctly included, contract will be amended in writing to make such inclusion or correction upon application from either party to contract. 8.3. Arbitration: After exhausting applicable administrative review, the parties to this contract may agree to resolve disputes arising out of or relating to this contract through arbitration, to the extent allowed by law. 8.4. Assignment: Contract vendor agrees that if a contract is reassigned as part of an acquisition/merger, the contract vendor will notify Mohave once legally permissible. Mohave reserves the right to accept or reject any reassignment of an awarded Mohave contract. Mohave shall not unreasonably withhold approval of a contract transfer resulting from an acquisition/merger. Mohave shall notify the contract vendor of its decision within fifteen (15) days of receipt of written notification from contract vendor of the acquisition/merger. 8.5. Contract claims or controversies: The requirements of the Arizona Procurement Code shall govern any contract awarded as a result of this solicitation, as well as any contract claims, or controversies associated with it. Formal contract claims and controversies between a member and contract vendor shall be resolved in accordance with R7-2-1155 through R7-2-1159, or A.R.S., Title 41, Chapter 23, Article 9, as applicable. The member’s authorized representative shall serve as the district representative for resolution of such claims and controversies. A.R.S., Title 41, Chapter 23, Article 9 and the rules promulgated under it, or R7-2-1155 through R7-2-1159, as applicable, provide the exclusive procedure for asserting a cause against the member under the contract. RFP 24B-0711 68