190221-CONTRACT UPDATED.DOC

SERIAL   190221-CI
FINANCIAL ADVISORY SERVICES
DATE OF LAST REVISION: January 24, 2022
CONTRACT END DATE: November 30, 2023
CONTRACT PERIOD THROUGH NOVEMBER 30, 2023
TO:
All Departments
FROM:
Office of Procurement Services
SUBJECT:
Contract for FINANCIAL ADVISORY SERVICES
Attached to this letter is published an effective purchasing contract for products and/or services to be supplied to 
Maricopa County activities as awarded by Maricopa County on December 01, 2018.
All purchases of products and/or services listed on the attached pages of this letter are to be obtained from the 
vendor holding the contract.  Individuals are responsible to the vendor for purchases made outside of contracts.  
The contract period is indicated above.
BW/mm
Attach
Copy to: 
Office of Procurement Services
John Lewis, Finance

CONTRACT PURSUANT TO COMPETITION 
IMPRACTICABLE (MCI-350)
This Contract is entered into this 29th day of November, 2018 by and between Maricopa County (“County”), a 
political subdivision of the State of Arizona, and Piper Sandler Jaffray & Co., an Arizona corporation 
(“Contractor”) for the purchase of financial advisory services.  
1.0
CONTRACT TERM:
1.1
This Contract is for a term of five (5) years, beginning on the 1st day of December, 2018 and 
ending the 30th day of November, 2023.
1.2
The County may, at its option and with the agreement of the Contractor, renew the term of this 
Contract for additional terms up to a maximum of five (5) additional years, (or at the County’s 
sole discretion, extend the contract on a month-to-month basis for a maximum of six (6) months 
after expiration).  The County shall notify the Contractor in writing of its intent to extend the 
Contract term at least sixty (60) calendar days prior to the expiration of the original contract term, 
or any additional term thereafter.
1.3
CONTRACT COMPLETION:
The Contractor shall make all reasonable efforts for an orderly transition of its duties and 
responsibilities to another provider and/or to the County.  This may include, but is not limited to 
the preparation of a transition plan and cooperation with the County or other providers in the 
transition. The transition includes the transfer of all records, and other data in the possession, 
custody or control of Contractor required to be provided to the County either by the terms of this 
agreement or as a matter of law. The provisions of this clause shall survive the expiration or 
termination of this agreement.
2.0
PRICE ADJUSTMENTS:
Any requests for reasonable price adjustments must be submitted sixty (60) calendar days prior to the 
Contract expiration.  Requests for adjustment in cost of labor and/or materials must be supported by 
appropriate documentation.  The reasonableness of the request will be determined by comparing the request 
with the Consumer Price Index or by performing a market survey. If County agrees to the adjusted price 
terms, County shall issue written approval of the change and provide an updated version of the Contract. 
The new change shall not be in effect until the date stipulated on the Contract.
3.0
PAYMENTS:
3.1
As consideration for performance of the duties described herein, County shall pay Contractor the 
sum(s) stated in Exhibit “A.”
3.2
Payment shall be made upon the County’s receipt of a properly completed invoice.

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3.3
INVOICES:
3.3.1
The Contractor shall submit one (1) legible copy of their detailed invoice before 
payment(s) will be made. Incomplete invoices will not be processed.  At a minimum, the 
invoice must provide the following information:
•
Company name, address and contact
•
County bill-to name and contact information
•
Contract Serial Number 
•
County purchase order number
•
Project name and/or number
•
Invoice number and date
•
Payment terms
•
Date of service or delivery
•
Quantity 
•
Description of Purchase (product or services)
•
Pricing per unit of purchase
•
Total Amount Due
3.3.2
Problems regarding billing or invoicing shall be directed to the Department as listed on 
the Purchase Order.
3.3.3
Payment shall only be made to the Contractor by Accounts Payable through the Maricopa 
County Vendor Express Payment Program.  This is an Electronic Funds Transfer (EFT) 
process.  After Contract Award the Contractor shall complete the Vendor Registration 
Form located on the County Department of Finance Vendor Registration Web Site 
(http://www.maricopa.gov/922/Vendors).
3.3.4
Discounts offered in the contract shall be calculated based on the date a properly 
completed invoice is received by the County. 
3.3.5
EFT payments to the routing and account numbers designated by the Contractor will 
include the details on the specific invoices that the payment covers.  The Contractor is 
required to discuss remittance delivery capabilities with their designated financial 
institution for access to those details.
3.4
APPLICABLE TAXES:
3.4.1
Payment of Taxes: The Contractor shall pay all applicable taxes. With respect to any 
installation labor on items that are not attached to real property performed by Contractor 
under the terms of this Contract, the installation labor cost and the gross receipts for 
materials provided shall be listed separately on the Contractor’s invoices.
3.4.2
State and Local Transaction Privilege Taxes: To the extent any State and local transaction 
privilege taxes apply to sales made under the terms of this Contract it is the responsibility 
of the seller to collect and remit all applicable taxes to the proper taxing jurisdiction of 
authority.
3.4.3
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 Maricopa County harmless from 
any responsibility for taxes, damages and interest, if applicable, contributions required 
under Federal, and/or State and local laws and regulations, and any other costs including; 
transaction privilege taxes, unemployment compensation insurance, Social Security, and 
Worker’s Compensation.

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3.5
TAX (SERVICES):
No tax shall be invoiced or paid against Contractor’s labor. It is the responsibility of the 
Contractor to determine any and all applicable taxes. 
3.6
TAX (COMMODITIES):
Tax shall not be invoiced against Contractor’s labor.  It is the responsibility of the Contractor to 
determine any and all applicable taxes. 
3.7
STRATEGIC ALLIANCE for VOLUME EXPENDITURES ($AVE):
The County is a member of the $AVE cooperative purchasing group.  $AVE includes the State of 
Arizona, many Phoenix metropolitan area municipalities, and many K-12 unified school districts.  
Under the $AVE Cooperative Purchasing Agreement, and with the concurrence of the successful 
Respondent under this solicitation, a member of $AVE may access a contract resulting from a 
solicitation issued by the County.
3.8
INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENTS (ICPA’s):
County currently holds ICPA’s with numerous governmental entities.  These agreements allow 
those entities, with the approval of the Contractor, to purchase their requirements under the terms 
and conditions of the County Contract.  It is the responsibility of the non-County government 
entity to perform its own due diligence on the acceptability of the Contract under its procurement 
rules, processes and procedures.
4.0
AVAILABILITY OF FUNDS:
4.1
The provisions of this Contract relating to payment for services shall become effective when funds 
assigned for the purpose of compensating the Contractor as herein provided are actually available 
to County for disbursement.  The County shall be the sole judge and authority in determining the 
availability of funds under this Contract.  County shall keep the Contractor fully informed as to the 
availability of funds.
4.2
If any action is taken by, any State agency, Federal department, or any other agency or 
instrumentality to suspend, decrease, or terminate its fiscal obligations under, or in connection 
with, this Contract, County may amend, suspend, decrease, or terminate its obligations under, or in 
connection with, this Contract.  In the event of termination, County shall be liable for payment 
only for services rendered prior to the effective date of the termination, provided that such services 
are performed in accordance with the provisions of this Contract.  County shall give written notice 
of the effective date of any suspension, amendment, or termination under this Section, at least ten 
(10) days in advance.
5.0
DUTIES:
5.1
The Contractor shall perform all duties stated in Exhibit “B”, or as otherwise directed in writing 
by the Procurement Officer.
6.0
TERMS AND CONDITIONS:
6.1
INDEMNIFICATION:
To the fullest extent permitted by law, and to the extent that claims, damages, losses or expenses 
are not covered and paid by insurance purchased by the Contractor, the Contractor shall defend 
indemnify and hold harmless the County (as Owner), its agents, representatives, agents, officers, 
directors, officials, and employees from and against all claims, damages, losses, and expenses 
(including, but not limited to attorneys' fees, court costs, expert witness fees, and the costs and 
attorneys' fees for appellate proceedings) arising out of, or alleged to have resulted from the 
negligent acts, errors, omissions, or mistakes relating to the performance of this Contract.

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Contractor's duty to defend, indemnify, and hold harmless the County, its agents, representatives, 
agents, officers, directors, officials, and employees shall arise in connection with any claim, 
damage, loss, or expense that is attributable to bodily injury, sickness, disease, death or injury to, 
impairment of, or destruction of tangible property, including loss of use resulting there from, 
caused by negligent acts, errors, omissions, or mistakes in the performance of this Contract, but 
only to the extent caused by the negligent acts or omissions of the Contractor, a subcontractor, any 
one directly or indirectly employed by them, or anyone for whose acts they may be liable, 
regardless of whether or not such claim, damage, loss, or expense is caused in part by a party 
indemnified hereunder.
The amount and type of insurance coverage requirements set forth herein will in no way be 
construed as limiting the scope of the indemnity in this paragraph.
The scope of this indemnification does not extend to the sole negligence of County.
6.2
INSURANCE:
6.2.1
Contractor, at Contractor’s own expense, shall purchase and maintain the herein 
stipulated minimum insurance from a company or companies duly licensed by the State 
of Arizona and possessing a current A.M. Best, Inc. rating of B++. In lieu of State of 
Arizona licensing, the stipulated insurance may be purchased from a company or 
companies, which are authorized to do business in the State of Arizona, provided that 
said insurance companies meet the approval of County.  
6.2.2
All insurance required herein shall be maintained in full force and effect until all work or 
service required to be performed under the terms of the Contract is satisfactorily 
completed and formally accepted.  Failure to do so may, at the sole discretion of County, 
constitute a material breach of this Contract.
6.2.3
Contractor’s insurance shall be primary insurance as respects County, and any insurance 
or self-insurance maintained by County shall not contribute to it.
6.2.4
The insurance policies may provide coverage that contains deductibles or self-insured 
retentions. Contractor shall be solely responsible for the deductible and/or self-insured 
retention and County, at its option, may require Contractor to secure payment of such 
deductibles or self-insured retentions by a surety bond or an irrevocable and 
unconditional letter of credit.
6.2.5
The insurance policies required by this Contract, except Workers’ Compensation and 
Errors and Omissions, shall name County, its agents, representatives, officers, directors, 
officials and employees as Additional Insureds.
6.2.6
The policies required hereunder, except Workers’ Compensation and Errors and 
Omissions, shall contain a waiver of transfer of rights of recovery (subrogation) against 
County, its agents, representatives, officers, directors, officials and employees for any 
claims arising out of Contractor’s work or service.
6.2.7
Commercial General Liability:
Commercial General Liability insurance and, if necessary, Commercial Umbrella 
insurance with a limit of not less than $2,000,000 for each occurrence, $4,000,000 
Products/Completed Operations Aggregate, and $4,000,000 General Aggregate Limit.  
The policy shall include coverage for premises liability, bodily injury, broad form 
property damage, personal injury, products and completed operations and blanket 
contractual coverage.

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6.2.8
Automobile Liability:
Commercial/Business Automobile Liability insurance and, if necessary, Commercial 
Umbrella insurance with a combined single limit for bodily injury and property damage 
of not less than $2,000,000 each occurrence with respect to any of the Contractor’s 
owned, hired, and/or non-owned vehicles assigned to or used in performance of the 
Contractor’s work or services or use or maintenance of the premises under this Contract. 
6.2.9
Workers’ Compensation:
Workers’ Compensation insurance to cover obligations imposed by Federal and State 
statutes having jurisdiction of Contractor’s employees engaged in the performance of the 
work or services under this Contract; and Employer’s Liability insurance of not less than 
$1,000,000 for each accident, $1,000,000 disease for each employee, and $1,000,000 
disease policy limit. 
Contractor, its contractors and its subcontractors waive all rights against Contract and its 
agents, officers, directors and employees for recovery of damages to the extent these 
damages are covered by the Workers’ Compensation and Employer’s Liability or 
commercial umbrella liability insurance obtained by Contractor, its contractors and its 
subcontractors pursuant to this Contract.
6.2.10
Errors and Omissions (Professional Liability) Insurance:
Errors and Omissions (Professional Liability) insurance and, if necessary, Commercial 
Umbrella insurance, which will insure and provide coverage for errors or omissions or 
professional liability of the Contractor, with limits of no less than $2,000,000 for each 
claim.
6.2.11
Certificates of Insurance:
3.2.11.1 Prior to Contract award, Contractor shall furnish the County with valid and 
complete certificates of insurance, as required by the Contract in the form 
provided by the County, issued by Contractor’s insurer(s) or insurance broker, 
as evidence that policies providing the required coverage, conditions and limits 
required by this Contract are in full force and effect.  Such certificates shall 
identify this contract number and title.
3.2.11.2 In the event any insurance policy(ies) required by this Contract is(are) written on 
a claims made basis, coverage shall extend for two years past completion and 
acceptance of Contractor’s work or services and as evidenced by annual 
Certificates of Insurance.
3.2.11.3 If a policy does expire during the life of the Contract, a renewal certificate must 
be sent to County five (5) days after the expiration date.
6.2.12
Cancellation and Expiration Notice:
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 Contractor. Contractor must provide to Maricopa County, within fifteen (15) 
business days of receipt, 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 Maricopa County Office of Procurement Services 
and shall be mailed or hand delivered to 320 West Lincoln Street, Phoenix, AZ 85003, or 
emailed to the Procurement Officer noted in the solicitation.

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6.3
FORCE MAJEURE:
6.3.1
Neither party shall be liable for failure of performance, nor incur any liability to the other 
party on account of any loss or damage resulting from any delay or failure to perform all 
or any part of this Contract if such delay or failure is caused by events, occurrences, or 
causes beyond the reasonable control and without negligence of the parties.  Such events, 
occurrences, or causes will include Acts of God/Nature (including fire, flood, earthquake, 
storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, 
hostilities (whether war is declared or not), civil war, riots, rebellion, revolution, 
insurrection, military or usurped power or confiscation, terrorist activities, 
nationalization, government sanction, lockout, blockage, embargo, labor dispute, strike, 
interruption or failure of electricity or telecommunication service.
6.3.2
Each party, as applicable, shall give the other party notice of its inability to perform and 
particulars in reasonable detail of the cause of the inability.  Each party must use best 
efforts to remedy the situation and remove, as soon as practicable, the cause of its 
inability to perform or comply.
6.3.3
The party asserting Force Majeure as a cause for non-performance shall have the burden 
of proving that reasonable steps were taken to minimize delay or damages caused by 
foreseeable events, that all non-excused obligations were substantially fulfilled, and that 
the other party was timely notified of the likelihood or actual occurrence which would 
justify such an assertion, so that other prudent precautions could be contemplated.
6.4
WARRANTY OF SERVICES:
6.4.1
The Contractor warrants that all services provided hereunder will conform to the 
requirements of the Contract, including all descriptions, specifications and attachments 
made a part of this Contract.  County’s acceptance of services or goods provided by the 
Contractor shall not relieve the Contractor from its obligations under this warranty.
6.4.2
In addition to its other remedies, County may, at the Contractor's expense, require prompt 
correction of any services failing to meet the Contractor's warranty herein.  Services 
corrected by the Contractor shall be subject to all the provisions of this Contract in the 
manner and to the same extent as services originally furnished hereunder.
6.5
NO MINIMUM OR MAXIMUM PURCHASE OBLIGATION:
6.5.1
This Contract does not guarantee any minimum or maximum purchases will be made. 
Orders will only be placed under this Contract when the County identifies a need and 
proper authorization and documentation have been approved.
6.5.2
Contractors agree to accept verbal notification of cancellation of Purchase Orders from 
the County Procurement Officer with written notification to follow. Contractor 
specifically acknowledges to be bound by this cancellation policy.
6.6
PURCHASE ORDERS:
County reserves the right to cancel Purchase Orders within a reasonable period of time after 
issuance.  Should a Purchase Order be canceled, the County agrees to reimburse the Contractor for 
actual and documentable costs incurred by the Contractor in response to the Purchase Order. The 
County will not reimburse the Contractor for any costs incurred after receipt of County notice of 
cancellation, or for lost profits, shipment of product prior to issuance of Purchase Order, etc.
6.7
SUSPENSION OF WORK: 
The Procurement Officer may order the Contractor, in writing, to suspend, delay, or interrupt all or 
any part of the work of this contract for the period of time that the Procurement Officer determines 
appropriate for the convenience of the County.  No adjustment shall be made under this clause for

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any suspension, delay, or interruption to the extent that performance would have been so 
suspended, delayed, or interrupted by any other cause, including the fault or negligence of the 
Contractor.  No request for adjustment under this clause shall be granted unless the claim, in an 
amount stated, is asserted in writing as soon as practicable after the termination of the suspension, 
delay, or interruption, but not later than the date of final payment under the Contract.
6.8
STOP WORK ORDER: 
The Procurement Officer 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 a period of ninety (90) 
calendar days after the order is delivered to the Contractor, and for any further period to which the 
parties may agree. 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. Within a period of 90 calendar days after a stop-work is 
delivered to the Contractor, or within any extension of that period to which the parties shall have 
agreed, the Procurement Officer shall either: 
6.8.1
Cancel the stop work order; or 
6.8.2
Terminate the work covered by the order as provided in the Default, or the Termination 
for Convenience clause of this Contract.
6.8.3
The Procurement Officer may make an equitable adjustment in the delivery schedule 
and/or Contract price, or otherwise, and the Contract shall be modified, in writing, 
accordingly, if the Contractor demonstrates that the stop work order resulted in an 
increase in costs to the Contractor.
6.9
TERMINATION FOR CONVENIENCE:
Maricopa County may terminate the Contract for convenience by providing sixty (60) calendar 
days advance notice to the Contractor.
6.10
TERMINATION FOR DEFAULT:
The County may, by written notice of default to the Contractor, terminate this Contract in whole 
or in part if the Contractor fails to:
6.10.1
Deliver the supplies or to perform the services within the time specified in this Contract 
or any extension; 
6.10.2
Make progress, so as to endanger performance of this Contract; or 
6.10.3
Perform any of the other provisions of this Contract. 
The County’s right to terminate this contract under these subparagraphs may be exercised if the 
Contractor does not cure such failure within ten (10) business days (or more if authorized in 
writing by the County) after receipt of the notice from the Procurement Officer specifying the 
failure.
6.11
STATUTORY RIGHT OF CANCELLATION FOR CONFLICT OF INTEREST:
Notice is given that pursuant to A.R.S. § 38-511 the County may cancel any Contract without 
penalty or further obligation within three years after execution of the Contract, if any person 
significantly involved in initiating, negotiating, securing, drafting or creating the Contract on 
behalf of the County is at any time while the Contract or any extension of the Contract is in effect, 
an employee or agent of any other party to the Contract in any capacity or consultant to any other 
party of the Contract with respect to the subject matter of the Contract.  Additionally, pursuant to 
A.R.S § 38-511 the County may recoup any fee or commission paid or due to any person

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significantly involved in initiating, negotiating, securing, drafting or creating the Contract on 
behalf of the County from any other party to the Contract arising as the result of the Contract.
6.12
CONTRACTOR LICENSE REQUIREMENT:
6.12.1
The Contractor shall procure all permits, insurance, licenses and pay the charges and fees 
necessary and incidental to the lawful conduct of his/her business, and as necessary 
complete any required certification requirements,  required by any and all governmental 
or non-governmental entities as mandated to maintain compliance with and in good 
standing for all permits and/or licenses.  The Contractor shall keep fully informed of 
existing and future trade or industry requirements, Federal, State and Local laws, 
ordinances, and regulations which in any manner affect the fulfillment of a Contract and 
shall comply with the same. Contractor shall immediately notify both Office of 
Procurement Services and the Department of any and all changes concerning permits, 
insurance or licenses.
6.13
SUBCONTRACTING:
6.13.1
The Contractor may not assign to another contractor or subcontract to another party for 
performance of the terms and conditions hereof without the written consent of the 
County.  All correspondence authorizing subcontracting must reference the Contract 
Number and identify the job project.
6.13.2
The subcontractor’s rate for the job shall not exceed that of the Prime Contractor’s rate, 
as bid in the pricing section, unless the Prime Contractor is willing to absorb any higher 
rates or the County has approved the increase.  The subcontractor’s invoice shall be 
invoiced directly to the Prime Contractor, who in turn shall pass-through the costs to the 
County, without mark-up.  A copy of the subcontractor’s invoice must accompany the 
Prime Contractor’s invoice.
6.14
AMENDMENTS:
All amendments to this Contract shall be in writing and approved/signed by both parties. Maricopa 
County Office of Procurement Services shall be responsible for approving all amendments for 
Maricopa County.
6.15
ADDITIONS/DELETIONS OF REQUIREMENTS:
The County reserves the right to add and/or delete materials and services to a Contract.  If a 
service requirement is deleted, payment to the Contractor will be reduced proportionately, to the 
amount of service reduced in accordance with the bid price.  If additional materials or services are 
required from a Contract, prices for such additions will be negotiated between the Contractor and 
the County.
6.16
STRICT COMPLIANCE:
Acceptance by County of a performance that is not in strict compliance with the terms of the 
Contract shall not be deemed to be a waiver of strict compliance with respect to all other terms of 
the Contract.
6.17
VALIDITY:
The invalidity, in whole or in part, of any provision of this Contract shall not void or affect the 
validity of any other provision of the Contract.
6.18
SEVERABILITY:
The removal, in whole or in part, of any provision of this Contract shall not void or affect the 
validity of any other provision of this Contract.

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6.19
RIGHTS IN DATA:
The County shall have the use of data and reports resulting from a Contract without additional cost 
or other restriction except as may be established by law or applicable regulation.  Each Party shall 
supply to the other Party, upon request, any available information that is relevant to a Contract and 
to the performance thereunder.
6.20
NON-DISCRIMINATION:
Contractor agrees to comply with all provisions and requirements of Arizona Executive Order 
2009-09 including flow down of all provisions and requirements to any subcontractors. Executive 
Order 2009-09 supersedes Executive order 99-4 and amends Executive order 75-5 and may be 
viewed 
and 
downloaded 
at 
the 
Arizona 
State 
Library 
Research 
website 
(http://azmemory.azlibrary.gov/cdm/singleitem/collection/execorders/id/680/rec/1) 
which 
is 
hereby incorporated into this contract as if set forth in full herein. During the performance of this 
Contract, Contractor shall not discriminate against any employee, client or any other individual in 
any way because of that person’s age, race, creed, color, religion, sex, disability or national origin.
6.21
ISRAEL BOYCOTT:
By signing this Contract, the Contractor certifies that they are in compliance with Article 9, A.R.S. 
§ 35-393 et seq.
6.22
CERTIFICATION REGARDING DEBARMENT AND SUSPENSION:
6.22.1
The undersigned (authorized official signing on behalf of  the Contractor) certifies to the 
best of his or her knowledge and belief that the Contractor, it’s current officers and 
directors;
6.22.1.1 are not presently debarred, suspended, proposed for debarment, declared 
ineligible, or voluntarily excluded from being awarded any contract or grant  by 
any United States Department or Agency or any state, or local jurisdiction;
6.22.1.2 have not within three (3) year period preceding this Contract; 
6.22.1.2.1 been convicted of fraud or any criminal offense in connection with 
obtaining, attempting to obtain, or as the result of performing a 
government entity (Federal, State or local) transaction or contract; 
and 
6.22.1.2.2 been convicted of violation of any Federal or State antitrust statues or  
conviction for  embezzlement, theft, forgery, bribery, falsification or 
destruction of records, making false statements, or receiving stolen 
property regarding a government entity transaction or contract; 
6.22.1.2.3 are not presently indicted or  criminally  charged by a government 
entity (Federal, State or local) with commission of any criminal 
offenses in connection with obtaining, attempting to obtain, or as the 
result of performing a government entity public (Federal, State or 
local) transaction or contract; and are not presently facing any civil 
charges from any governmental entity regarding obtaining, 
attempting to obtain, or from performing any governmental entity 
contract or other transaction; and have not within a three (3) year 
period preceding this Contract had any  public transaction (Federal, 
State or local) terminated for cause or default.
6.22.1.3 If any of the above circumstances described in the paragraph are applicable to 
the entity submitting a bid for this requirement, include with your bid an 
explanation of the matter including any final resolution.

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6.22.2
The Contractor shall include, without modification, this clause in all lower tier covered 
transactions (i.e. transactions with subcontractors) and in all solicitations for lower tier 
covered transactions related to this Contract.  
6.23
VERIFICATION REGARDING COMPLIANCE WITH A.R.S. §41-4401 AND FEDERAL 
IMMIGRATION LAWS AND REGULATIONS:
6.23.1
By entering into the Contract, the Contractor warrants compliance with the Immigration 
and Nationality Act (INA using e-verify) and all other Federal immigration laws and 
regulations related to the immigration status of its employees and A.R.S. §23-214(A).  The 
Contractor shall obtain statements from its subcontractors certifying compliance and shall 
furnish the statements to the Procurement Officer upon request.  These warranties shall 
remain in effect through the term of the Contract.  The Contractor and its subcontractors 
shall also maintain Employment Eligibility Verification forms (I-9) as required by the 
Immigration Reform and Control Act of 1986, as amended from time to time, for all 
employees performing work under the Contract and verify employee compliance using the 
E-verify system and shall keep a record of the verification for the duration of the 
employee’s employment or at least three (3) years, whichever is longer.  I-9 forms are 
available for download at USCIS.GOV.
6.23.2
The County retains the legal right to inspect Contractor and subcontractor employee 
documents performing work under this Contract to verify compliance with paragraph 6.23.1 
of this Section.  Contractor and subcontractor shall be given reasonable notice of the 
County’s intent to inspect and shall make the documents available at the time and date 
specified.  Should the County suspect or find that the Contractor or any of its subcontractors 
are not in compliance, the County will consider this a material breach of the Contract and 
may pursue any and all remedies allowed by law, including, but not limited to; suspension 
of work, termination of the Contract for default, and suspension and/or debarment of the 
Contractor. All costs necessary to verify compliance are the responsibility of the Contractor.
6.24
INFLUENCE:
As prescribed in MC1-1203 of the Maricopa County Procurement Code, any effort to influence an 
employee or agent to breach the Maricopa County Ethical Code of Conduct or any ethical conduct 
may be grounds for Disbarment or Suspension under MC1-902. 
An attempt to influence includes, but is not limited to:
6.24.1
A Person offering or providing a gratuity, gift, tip, present, donation, money, 
entertainment or educational passes or tickets, or any type of valuable contribution or 
subsidy,
6.24.2
That is offered or given with the intent to influence a decision, obtain a contract, garner 
favorable treatment, or gain favorable consideration of any kind.
If a Person attempts to influence any employee or agent of Maricopa County, the Chief 
Procurement Officer, or his designee, reserves the right to seek any remedy provided by the 
Maricopa County Procurement Code, any remedy in equity or in the law, or any remedy provided 
by this contract.  
6.25
UNIFORM ADMINISTRATIVE REQUIREMENTS:
By entering into this Contract the Contractor agrees to comply with all applicable provisions of 
Title 2, Subtitle A, Chapter II,  PART 200—UNIFORM ADMINISTRATIVE REQUIREMENTS, 
COST PRINCIPLES, AND AUDIT REQUIREMENTS FOR FEDERAL AWARDS contained in 
Title 2 C.F.R. § 200 et seq.

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6.26
ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR 
OTHER REVIEW:
6.26.1
In accordance with section MCI 371 of the Maricopa County Procurement Code the 
Contractor agrees to retain (physical or digital copies of) all books, records, accounts, 
statements, reports, files, and other records and back-up documentation relevant to this 
Contract for six (6) years after final payment or until after the resolution of any audit 
questions which could be more than six (6) years, whichever is latest.  The County, 
Federal or State auditors and any other persons duly authorized by the Department shall 
have full access to, and the right to examine, copy and make use of, any and all said 
materials.
6.26.2
If the Contractor’s books, records , accounts, statements, reports, files, and other records 
and back-up documentation relevant to this Contract are not sufficient to support and 
document that requested services were provided, the Contractor shall reimburse Maricopa 
County for the services not so adequately supported and documented. 
6.27
AUDIT DISALLOWANCES:
If at any time it is determined by the County that a cost for which payment has been made is a 
disallowed cost, the County shall notify the Contractor in writing of the disallowance.  The course 
of action to address the disallowance shall be at sole discretion of the County, and may include 
either an adjustment to future invoices, request for credit, request for a check or a deduction from 
current invoices submitted by the Contractor equal to the amount of the disallowance, or to require 
reimbursement forthwith of the disallowed amount by the Contractor by issuing a check payable 
to Maricopa County.
6.28
OFFSET FOR DAMAGES:
In addition to all other remedies at Law or Equity, the County may offset from any money due to 
the Contractor any amounts Contractor owes to the County for damages resulting from breach or 
deficiencies in performance of the Contract.
6.29
CONFIDENTIAL INFORMATION:
Any information obtained in the course of performing this Contract may include information that 
is proprietary or confidential to the County. This provision establishes the Contractor’s obligation 
regarding such information.
The Contractor shall establish and maintain procedures and controls that are adequate to assure 
that no information contained in its records and/or obtained from the County or from others in 
carrying out its functions (services) under the Contract shall be used by or disclosed by it, its 
agents, officers, or employees, except as required to efficiently perform duties under the Contract. 
The Contractor’s procedures and controls at a minimum must be the same procedures and controls 
it uses to protect its own proprietary or confidential information. If, at any time during the duration 
of the Contract, the County determines that the procedures and controls in place are not adequate, 
the Contractor shall institute any new and/or additional measures requested by the County within 
fifteen (15) calendar days of the written request to do so.
Any requests to the Contractor for County proprietary or confidential information s shall be 
referred to the County for review and approval, prior to any dissemination.
6.30
PUBLIC RECORDS:
Under Arizona law, all Offers submitted and opened are public records and must be retained by 
the Records Manager at the Office of Procurement Services. Offers shall be open to public 
inspection and copying after Contract award and execution, except for such Offers or sections 
thereof determined to contain proprietary or confidential information by the Office of Procurement 
Services. If an Offeror believes that information in its Offer or any resulting Contract should not

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be released in response to a public record request under Arizona law, the Offeror shall indicate the 
specific information deemed confidential or proprietary and submit a statement with its offer 
detailing the reasons that the information should not be disclosed.  Such reasons shall include the 
specific harm or prejudice which may arise from disclosure. The Records Manager of the Office of 
Procurement Services shall determine whether the identified information is confidential pursuant 
to the Maricopa County Procurement Code.
6.31
PRICES:
Contractor warrants that prices extended to County under this Contract are no higher than those 
paid by any other customer for these or similar services.
6.32
INTEGRATION:
This Contract represents the entire and integrated agreement between the parties and supersedes 
all prior negotiations, proposals, communications, understandings, representations, or agreements, 
whether oral or written, express or implied.
6.33
RELATIONSHIPS:
6.33.1
In the performance of the services described herein, the Contractor shall act solely as an 
independent contractor, and nothing herein or implied herein shall at any time be 
construed as to create the relationship of employer and employee, co-employee, 
partnership, principal and agent, or joint venture between the County and the Contractor.
6.33.2
The County reserves the right of final approval on proposed staff for all Task Orders.  
Also, upon request by the County, the Contractor will be required to remove any 
employees working on County projects and substitute personnel based on the discretion 
of the County within two (2) business days, unless previously approved by the County.
6.34
GOVERNING LAW:
This Contract shall be governed by the laws of the State of Arizona.  Venue for any actions or 
lawsuits involving this Contract will be in Maricopa County Superior Court, Phoenix, Arizona.
6.35
ORDER OF PRECEDENCE:
In the event of a conflict in the provisions of this Contract and Contractor’s license agreement, if 
applicable, the terms of this Contract shall prevail.
6.36
INCORPORATION OF DOCUMENTS:
The following are to be attached to and made part of this Contract:
6.36.1
Exhibit A, Pricing;
6.36.2
Exhibit B, Scope of Work; and
6.36.3
Exhibit C, Office of Procurement Services Contractor Travel and Per Diem Policy.

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NOTICES:
All notices given pursuant to the terms of this Contract shall be addressed to:
For County:
Maricopa County
Office of Procurement Services
ATTN:  Contract Administration
320 West Lincoln Street
Phoenix, Arizona 85003-2494
For Contractor:
William C. Davis, CFA
Piper Sandler Jaffray & Co.
2525 East Camelback Road, Suite 925
Phoenix, AZ 85016

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EXHIBIT A
PRICING
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NIGP CODE: 94648
CONTRACTOR:
PIPER SANDLER JAFFRAY, & Co.
COUNTY VENDOR NUMBER:
VC0000003904
ADDRESS:
2525 East Camelback Road, Suite 925
Phoenix, Arizona 85016
TELEPHONE NUMBER:
602.808.5428
FACSIMILE NUMBER:
602.808.5420
WEBSITE:
www.piperjaffray.com
CONTACT (REPRESENTATIVE):
William C. Davis
REPRESENTATIVE'S E-MAIL ADDRESS:
william.c.davis@pjc.com
WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FRON THIS CONTRACT.
DOES NOT ACCEPT PROCUREMENT CARD FOR PAYMENT.
PROMPT PAYMENT TERMS ARE NET 30 DAYS.
SERVICE DESCRIPTION
ADVISORY FEES
1.0 TAX ANTICIPATION NOTE ISSUE(S)
1.1  UP $10,000,000
$2.00/$1,000
($20,000 Minimum)
1.2  $10,000,001 to $20,000,000
$1.00/$1,000
($20,000 Minimum)
1.3  $20,000,001 to $30,000,000
$0.75/$1,000
($20,000 Minimum)
1.4  $30,000,001 AND ABOVE
$0.50/$1,000
($20,000 Minimum)
2.0 COMPETITIVE OR NEGOTIATED DEBT ISSUE(S)
2.1  NEW LONG-TERM FINANCING
$1.00/$1,000
($20,000 Minimum)
2.2  NEW CERTIFICATES OF PARTICIPATION
$1.10/$1,000
($20,000 Minimum)
2.3  REFUNDING LONG-TERM FINANCING/CERTIFICATES
$1.15/$1,000
($20,000 Minimum)
OF PARTICIPATION
3.0 LIMITED PUBLIC OFFERINGS
3.1  NEW MONEY
$1.20/$1,000
($20,000 Minimum)
3.2  REFUNDING COP'S
$1.20/$1,000
($20,000 Minimum)
3.3  LEASES
$1.20/$1,000
($20,000 Minimum)
3.4  REFUNDING LEASES
$1.20/$1,000
($20,000 Minimum)
4.0 STRUCTURING
4.1  ESCROW
$0.75/$1,000
($10,000 Minimum)
4.2 BOND DEFEASANCES (NOT PART OF REFUNDING)
$0.75/$1,000
($10,000 Minimum)

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5.0 PERSONNEL
5.1  MANAGING DIRECTOR
$200.00/HOUR
5.2  VICE PRESIDENT
$150.00/HOUR
5.3  ASSOCIATE
$  90.00/HOUR
5.4  ANALYST
$  90.00/HOUR
6.0 REIMBURSABLE EXPENSES
6.1  TRAVEL AND RELATED EXPENSES ARE REIMBURSED AT COST IN 
ACCORDANCE WITH THE MARICOPA COUNTY TRAVEL POLICY AND MUST
BE PRE-APPROVED BY MARICOPA COUNTY.
6.2  PRINTING/REPRODUCTION AND OTHER MISCELLANEOUS EXPENSES ARE
REIMBURSED AT COST.

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EXHIBIT B
SCOPE OF WORK
Contractor shall provide all labor, materials and facilities necessary to provide the following services when requested by 
County.
1.0
CONTRACTOR RESPONSIBILITIES:
The Contractor shall consult with County officials, bond counsel, disclosure counsel, underwriter, and rating 
agencies to develop a Financing Plan that will provide the most economical structure for any-given financing.  
The Financing Plan shall include, but not be limited to, the following:
1.1
A thorough review and analysis of the existing financial resources, cash flows, and legal structure 
of the County, as well as all relevant data pertaining to the financing plan.
1.2
A determination of the amount necessary to be issued.
1.3
A determination of the structure, which will result in the County receiving the lowest possible 
borrowing, cost.
2.0
DEBT ISSUES:
The Contractor will coordinate the sale and closing of any debt issue.  If other financing mechanisms are worth 
considering, those may be analyzed and potentially executed.
3.0
SALE OF PUBLIC DEBT:
The Financial Advisor shall, in conjunction with County's bond and disclosure counsels, perform the following 
functions to facilitate the marketing and sale of public debt:
3.1
Develop and prepare the necessary documents including:
3.1.1
The sale calendar
3.1.2
A complete and detailed official statement of the terms under which the debt securities are to 
be offered.  This document must also be able to satisfactorily serve as an effective marketing 
instrument.
3.2
Review documents prepared by the bond and disclosure counsels.
3.3
Review the purchase agreement and suggest additions or changes to aid the County.
3.4
Recommend the rating firms to be used, if necessary, and prepare and present such information as is 
required to receive rating.
3.5
Assist with securing a line or letter of credit when necessary.
3.6
Coordinate the printing and delivery of securities and notify the purchaser of the date and place that 
payment will be made.
3.7
Assist with all pre-closings and closings to ensure that all documents contained in each transaction 
accurately reflect the County's understanding of the terms of the transactions.
3.8
If a different financing mechanism is used, similar duties and responsibilities shall apply.

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4.0
ACCEPTANCE:
4.1
Financial Advisor will facilitate the marketing and sale of public debt, analyze current existing 
debt structures, and prepare ad-hoc financial analysis for proposed debt issuances, etc., within the 
required time period as established by the County.
4.2
Financial Advisor will prepare all financial analysis in a format that is generally acceptable within 
the industry and the County.
4.3
Financial Advisor will respond to questions and ad-hoc reports or analysis within a timely manner. 
Generally, the time frame will be within 1-2 days unless specified otherwise.

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EXHIBIT C
OFFICE OF PROCUREMENT SERVICES TRAVEL AND PER DIEM POLICY
1.0
All contract-related travel plans and arrangements shall be prior-approved by the County Contract 
Administrator. 
2.0
Lodging, per diem and incidental expenses incurred in performance of Maricopa County/Special District 
(County) contracts shall be reimbursed based on current U.S. General Services Administration (GSA) 
domestic per diem rates for Phoenix, Arizona.  Contractors must access the following internet site to 
determine rates (no exceptions): (www.gsa.gov).
2.1
Additional incidental expenses (i.e., telephone, fax, internet and copying charges) shall not be 
reimbursed. They should be included in the contractor’s hourly rate as an overhead charge.
2.2
The County will not (under no circumstances) reimburse for Contractor guest lodging, per diem or 
incidentals.
3.0
Commercial air travel shall be reimbursed as follows:
3.1
Coach airfare will be reimbursed by the County.  Business class airfare may be allowed only when 
preapproved in writing by the County Contract Administrator as a result of the business need of 
the County when there is no lower fare available. 
3.2
The lowest direct flight airfare rate from the Contractors assigned duty post (pre-defined at the 
time of contract signing) will be reimbursed.  Under no circumstances will the County reimburse 
for airfares related to transportation to or from an alternate site. 
3.3
The County will not (under no circumstances) reimburse for Contractor guest commercial air 
travel.
4.0
Rental vehicles may only be used if such use would result in an overall reduction in the total cost of the 
trip, not for the personal convenience of the traveler.  Multiple vehicles for the same set of travelers for the 
same travel period will not be permitted without prior written approval by the County Contract 
Administrator.
4.1
Purchase of comprehensive and collision liability insurance shall be at the expense of the 
contractor.  The County will not reimburse contractor if the contractor chooses to purchase this 
coverage.
4.2
Rental vehicles are restricted to sub-compact, compact or mid-size sedans unless a larger vehicle 
is necessary for cost efficiency due to the number of travelers.  (NOTE:  contractors shall obtain 
pre-approval in writing from the County Contract Administrator prior to rental of a larger vehicle.)
4.3
County will reimburse for parking expenses if free, public parking is not available within a 
reasonable distance of the place of County business.  All opportunities must be exhausted prior to 
securing parking that incurs costs for the County.  Opportunities to be reviewed are the DASH; 
shuttles, etc. that can transport the contractor to and from County buildings with minimal costs.
4.4
County will reimburse for the lowest rate, long-term uncovered (e.g. covered or enclosed parking 
will not be reimbursed) airport parking only if it is less expensive than shuttle service to and from 
the airport.
4.5
The County will not (under no circumstances) reimburse the Contractor for guest vehicle rental(s) 
or other any transportation costs.
5.0
Contractor is responsible for all costs not directly related to the travel except those that have been pre-
approved by the County Contract Administrator.  These costs include (but not limited to) the following: in-
room movies, valet service, valet parking, laundry service, costs associated with storing luggage at a hotel,

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fuel costs associated with non-County activities, tips that exceed the per diem allowance, health club fees, 
and entertainment costs.  Claims for unauthorized travel expenses will not be honored and are not 
reimbursable. 
6.0
Travel and per diem expenses shall be capped at 15% of project price unless otherwise specified in 
individual contracts.
7.0
Contractor shall provide, (upon request) with their invoice(s), copies of receipts supporting travel and per 
diem expenses, and if applicable with a copy of the written consent issued by the Contract Administrator. 
No travel and per diem expenses shall be paid by County without copies of the written consent as described 
in this policy and copies of all receipts.

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PIPER SANDLER JAFFRAY & CO., 2525 E CAMELBACK RD SUITE 925, PHOENIX, AZ 85016
PRICING SHEET: NIGP CODE 94648
Terms:
NET 30
Vendor Number:
VC0000003904
Certificates of Insurance
Required
Contract Period:
To cover the period ending November 30, 2023