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CONTRACT RADS REAL-TIME OPERATIONS DATA
240156-RFP
FEDERAL PROJECT NUMBER: MMA-0(295)D
ADOT TRACS NUMBER: T0523 01X
MAG PROJECT: MMA23-262D1/D/C
MCDOT PROJECT NUMBER: TE075
This contract is entered into this 20th day of November, 2024 by and between Maricopa County (County),
a political subdivision of the State of Arizona, and OZ Engineering LLC, an Arizona corporation (Contractor)
for the purchase of ITS software and data management services for the Maricopa County Department of
Transportation (MCDOT) Regional Archive Data System (RADS) Real-Time Operations Data project. This
project will expand the operational capabilities of existing RADS features and provide hardware and
software platforms to support expanded operational capabilities.
1.0
2.0
3.0
4.0
CONTRACT TERM
This contract is for a term of three years, beginning on the 20th of November, 2024 and ending the
3
of
, 2027.
OPTION TO RENEW
The County may, at its option and with the concurrence of the Contractor, renew the term of this
contract up to a maximum of two additional years, (or at the County’s sole discretion, extend the
contract on a month-to-month basis for a maximum of six months after expiration). The Contractor
shall be notified in writing by the Office of Procurement Services of the County’s intention to renew
the contract term at least 60 calendar days prior to the expiration of the original contract term.
CONTRACT COMPLETION
In preparation for 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, 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 the Contractor that are 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.
PRICE ADJUSTMENTS
Any requests for reasonable price adjustments must be submitted 60 calendar days prior to
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
updated version of the contract.
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5.0
PAYMENTS
5.1
As consideration for performance of the duties described herein, County shall pay
Contractor the sum(s) stated in Exhibit A – Vendor Information and Pricing Sheet.
5.2
Payment shall be made upon the County’s receipt of a properly completed invoice.
5.3
INVOICES
5.3.1
The Contractor shall submit one 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 information
•
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
•
Contract item number(s)
•
Arrival and completion time
•
Description of purchase (product or services)
•
Pricing per unit of purchase
•
Extended price
•
Freight (if applicable)
•
Mileage with rate (if applicable)
•
Total amount due
5.3.2
Labor, services, and maintenance must be billed as a separate line item.
5.3.3
Problems regarding billing or invoicing shall be directed to the department as listed
on the purchase order.
5.3.4
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 (https://www.maricopa.gov/5169/Vendor-Information).
5.3.5
Discounts offered in the contract shall be calculated based on the date a properly
completed invoice is received by the County.
5.3.6
EFT payments to the routing and account numbers designated by the Contractor
shall 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.
5.4
APPLICABLE TAXES
5.4.1
It is the responsibility of the Contractor to determine any and all applicable taxes
and include those taxes in their proposal. The legal liability to remit the tax is on
the entity conducting business in Arizona. Tax is not a determining factor in
contract award.
5.4.2
The County will look at the price or offer submitted and will not deduct, add, or alter
pricing based on speculation or application of any taxes, nor will the County
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provide Contractor any advice or guidance regarding taxes. If you have questions
regarding your tax liability, seek advice from a tax professional prior to submitting
your bid. You may also find information at https://www.azdor.gov/Business.aspx.
Once your bid is submitted, the offer is valid for the time specified in this solicitation,
regardless of mistake or omission of tax liability. If the County finds overpayment
of a project due to tax consideration that was not due, the Contractor will be liable
to the County for that amount, and by contracting with the County agrees to remit
any overpayments back to the County for miscalculations on taxes included in a
bid price.
5.4.3
Tax Indemnification: Contractor and all subcontractors shall pay all Federal, State,
and local taxes applicable to their 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
workers’
compensation. Contractor may be required to establish, to the satisfaction of
County, that any and all fees and taxes due to municipality or the State of Arizona
for any license or transaction privilege taxes, use taxes, or similar excise taxes are
currently paid (except for matters under legal protest).
6.0
AVAILABILITY OF FUNDS
6.1
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.
6.2
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 10 days in advance.
7.0
STRATEGIC ALLIANCE for VOLUME EXPENDITURES (SAVE)
The County is a member of the SAVE cooperative purchasing group. SAVE includes the State of
Arizona, many Phoenix metropolitan area municipalities, and many K-12 unified school districts.
Under the SAVE Cooperative Purchasing Agreement, and with the concurrence of the successful
respondent under this solicitation, a member of SAVE may access a contract resulting from a
solicitation issued by the County. If contractor does not want to grant such access to a member of
SAVE, state so in contractor’s bid. In the absence of a statement to the contrary, the County will
assume that contractor does wish to grant access to any contract that may result from this bid. The
County assumes no responsibility for any purchases by using entities.
8.0
INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENTS (ICPAs)
County currently holds ICPAs 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 applicable procurement
rules, processes, and procedures. Certain governmental agencies may not require an ICPA and
may utilize this contract if it meets their individual requirements. Other governmental agencies may
SERIAL 240156-RFP
enter into a separate Statement of Work with the Contractor to meet their own requirements. The
County is not a party to any uses of this contract by other governmental entities.
9.0
DUTIES
9.1
The Contractor shall perform all duties stated in Exhibit B – Scope of Work, or as otherwise
directed in writing by the procurement officer.
9.2
During the contract term, County may provide Contractor’s personnel with adequate
workspace for consultants and such other related facilities as may be required by
Contractor to carry out its contractual obligations.
9.3
The RADS Real-Time Operations Data project consists of upgrading software, hardware,
and data connections associated with MCDOT’s current regional ITS data storage and
analysis system, including the following:
9.3.1
Configure Automated Traffic Signal Performance Measures (ATSPM) signals –
The project will expand MCDOT’s existing ATSPM system to offer enhanced
ATSPM coverage for agency signals that are part of the high-priority corridors
identified in the AZTech Traffic Management and Operations Performance
Indicators (PI) Book (Performance Indicators | AZTech).
9.3.2
Extend the capabilities of MCDOT’s ATSPM-based Corridor Analytics Dashboard
(Measurement, Accuracy, and Reliability Kit (MARK 1) or similar platform
designated by MCDOT) to encompass reporting functionalities for PI Book
corridors, ensuring comprehensive coverage and analysis of key transportation
corridors throughout the region.
9.3.3
Upgrade RADS servers to support the collection and storage of regional turning
movement count data, ensuring scalability and efficiency in handling the increased
data volume.
9.3.4
Establish robust data connections to ingest turning movement count data from
partnering agency detection systems, implementing standardized protocols to
ensure seamless data transfer and compatibility. This may necessitate the creation
of a new server to accommodate data flow and ensure efficient processing and
storage capabilities.
9.3.5
Configure the AZTech Regional Information System (ARIS) portal to provide user-
friendly access to turning movement count data through downloadable datasets,
enabling agencies to retrieve and utilize the data for analysis and decision-making
purposes.
9.3.6
Enhance the functionality of ARIS by creating interactive charts and visualizations,
including industry-standard turning movement count diagrams, specifically tailored
for viewing and analyzing turning movement count data, empowering users to gain
insights and make informed decisions based on the data.
9.4
The services to be provided under this procurement will impact a variety of elements within
the existing RADS environment and will require close coordination with MCDOT ITS staff
and regional stakeholders, including the Arizona Department of Transportation (ADOT)
and the Maricopa Association of Governments (MAG).
9.5
The contractor(s) shall be responsible for development of testing requirements,
implementation of the proposed upgrades, system testing, training, and documentation.
9.6
Project Deliverables
SERIAL 240156-RFP
9.6.1
ATSPM Signal Expansion
9.6.1.1 Configure the MCDOT ATSPM system to gather and analyze high-
resolution signal event data from intersections along the 12 high-priority
corridors identified in the PI Book.
9.6.1.1.1
59th Avenue between Loop 101 and Indian School Road
9.6.1.1.1.1
Total Intersections: 36
9.6.1.1.1.2
Agencies Involved: ADOT, City of Glendale,
and City of Phoenix
9.6.1.1.2
Hayden Road between Shea Boulevard and McKellips
Road
9.6.1.1.2.1
Total Intersections: 22
9.6.1.1.2.2
Agencies Involved: City of Scottsdale
9.6.1.1.3
McDowell Road between 83rd Avenue and I-17
9.6.1.1.3.1
Total Intersections: 20
9.6.1.1.3.2
Agencies Involved: ADOT and City of
Phoenix
9.6.1.1.4
Baseline Road between SR87 and Gilbert Road
9.6.1.1.4.1
Total Intersections: 11
9.6.1.1.4.2
Agencies Involved: City of Mesa
9.6.1.1.5
Baseline Road between I-10 and Loop 101
9.6.1.1.5.1
Total Intersections: 11
9.6.1.1.5.2
Agencies Involved: City of Tempe
9.6.1.1.6
Bell Road between 35th Avenue and US-60
9.6.1.1.6.1
Total Intersections: 33
9.6.1.1.6.2
Agencies Involved: ADOT, City of Surprise,
City of Peoria, MCDOT, and City of Phoenix
9.6.1.1.7
Bell Road between US-60 and Reems Road
9.6.1.1.7.1
Total Intersections: 7
9.6.1.1.7.2
Agencies Involved: City of Surprise
9.6.1.1.8
McClintock Drive between McKellips Road and Loop 202
9.6.1.1.8.1
Total Intersections: 3
9.6.1.1.8.2
Agencies Involved: City of Tempe
SERIAL 240156-RFP
9.6.1.1.9
McDowell Road between Litchfield Road and 83rd Avenue
9.6.1.1.9.1
Total Intersections: 17
9.6.1.1.9.2
Agencies Involved: City of Phoenix, City of
Avondale, and City of Goodyear
9.6.1.1.10
Olive Avenue between Loop 303 and 51st Avenue
9.6.1.1.10.1 Total Intersections: 24
9.6.1.1.10.2 Agencies Involved: City of Glendale, City of
Peoria, ADOT, and MCDOT
9.6.1.1.11
Power Road between Loop 202 and Baseline Road
9.6.1.1.11.1 Total Intersections: 22
9.6.1.1.11.2 Agencies Involved: City of Mesa
9.6.1.1.12
Dunlap Avenue between 43rd Avenue (51st Avenue) and
7th Street
9.6.1.1.12.1 Total Intersections: 17
9.6.1.1.12.2 Agencies Involved: City of Glendale, City of
Phoenix, and ADOT
9.6.1.2 Collaborate with partner agencies to gather detection configuration
information for signal locations to include in ATSPM configuration.
9.6.2
ATSPM-Based Corridor Analytics Dashboard Upgrades
Configure the regional corridor analytics dashboard (MARK 1 or equivalent) to
generate performance reports based on the high-resolution signal event data
collected from the 12 PI Book Corridors.
9.6.3
Turning Movement Count Data Connections
Establish an automated mechanism to collect, aggregate, and integrate turning
movement count data from a minimum of three distinct detection systems, sourced
from among those used by ten different agencies across the region, in
standardized format to be uploaded to the RADS servers located at MCDOT.
Agencies and locations shall be provided during project construction phase.
9.6.4
ARIS configuration
9.6.4.1 Develop turning movement count charts in ARIS.
9.6.4.2 Develop turning movement count data reports in ARIS.
9.6.4.3 Create Application Programming Interfaces (APIs) for accessing turning
movement counts.
9.6.4.4 Develop data download tools for accessing turning movement count data
in ARIS.
9.6.4.5 Develop data monitoring and notification tools.
SERIAL 240156-RFP
9.6.4.6 Implement Geographic Information Systems (GIS) mapping of turning
movement count locations, viewable and accessible on the ARIS map,
which incorporates a GIS layer for georeferencing data sources. This task
entails providing latitude/longitude coordinates for detection locations that
supply turning movement count data and integrating this information within
ARIS.
9.6.5
RADS hardware upgrades
Furnish, install, and configure a server to efficiently process incoming turning
movement count data for storage in RADS. This involves procuring and installing
a robust data processing server meeting minimum specifications of a 14-Core
Central Processing Unit (CPU), 256 gigabyte (GB) Random Access Memory
(RAM), and dual 512GB solid-state drive (SSD), operating under the Windows
Server operating system (OS). Additionally, the contractor is tasked with including
a comprehensive five-year hardware warranty and acquiring any necessary
software licenses to ensure seamless functionality and longevity of the system
during this period. Contractor shall be responsible for ensuring the following
objectives are met:
9.6.5.1 Modernize connections to existing and new data sources. This involves
leveraging MAG’s Regional Community Network for efficient center-to-
center communication and/or web APIs for streamlined data exchange
directly with detection systems.
9.6.5.2 Support access to data in real-time, near real time, aggregated, fused, and
long-term archives.
9.6.5.3 Improved user and stakeholder notification and monitoring tools.
9.6.5.4 Enable monitoring of operational status of field devices.
9.6.5.5 Enable users to self-update/maintain their existing traffic signal and ITS
infrastructure related to the project integration.
9.6.5.6 Ensure all aspects of the updated RADS environment is developed in a
secure fashion, including any cloud and data sharing interfaces.
9.7
Contractor Qualifications: MCDOT will select one or more contractors based in part on their
demonstrated experience and working knowledge of the following:
9.7.1
Intelligent Transportation Systems (ITS) Architecture and Design.
9.7.2
ATSPM software.
9.7.3
AZTech Regional Information System and Regional Archived Data System.
9.7.4
Windows .NET software development.
9.7.5
Relational databases and unstructured sources of data.
9.7.6
Microsoft Structured Query Language (SQL) Server.
9.7.7
Environmental Systems Research Institute (ESRI) Arc Geographic Information
System (ArcGIS enterprise (including Arc Spatial Database Engine (ArcSDE)).
9.7.8
Knowledge of GIS and spatial data analysis.
9.7.9
Development and integration of performance measurement dashboards.
SERIAL 240156-RFP
9.7.10 API development.
9.7.11 Implementation of cloud-based solutions.
9.7.12 Virtualized environments.
9.7.13 Evidence of secure coding best practices.
9.7.14 Documentation of implemented systems.
9.7.15 Experience with real-time data processing and streaming technologies.
9.7.16 Expertise in software testing methodologies, including unit testing, integration
testing, and end-to-end testing.
9.7.17 Proficiency in version control systems such as Git for collaborative software
development.
9.7.18 Understanding of development and operations (DevOps) principles and
experience with continuous integration/continuous deployment (CI/CD) pipelines.
9.7.19 Knowledge of cybersecurity principles and best practices for developing secure
software applications.
9.7.20 Familiarity with Agile software development methodologies
9.7.21 Experience with data visualization tools and libraries for creating interactive and
informative dashboards.
9.7.22 Understanding of web development frameworks and technologies (e.g., HyperText
Markup Language (HTML), Cascading Style Sheets (CSS), JavaScript, React,
Angular).
9.7.23 Proficiency in performance tuning and optimization techniques for improving
software efficiency and scalability.
9.7.24 Familiarity with the Traffic Management Data Dictionary (TMDD) and implementing
data sharing in accordance with governance protocols.
9.8
In addition to the technical expertise noted above, the selected contractor(s) will also be
required to engage with regional stakeholders for:
9.8.1
Documentation of testing requirements and test procedures.
9.8.2
Documentation of back-end data structure – e.g., data dictionary and entity
relationship diagram (ERD).
9.8.3
Implementation of individual agency virtual dashboard environments.
9.8.4
Development of training materials.
9.8.5
Training of stakeholders.
9.9
The contractor will meet the following system requirements for development work within the
RADS environment:
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Requirement
Description
1.1
Applications will be servers are hosted within a virtualized
environment, utilizing Microsoft Windows Server Data Center
Edition 2022 VM infrastructure for flexibility and resource
optimization.
1.2
Applications will be databases are hosted on a Microsoft SQL
Server database, ensuring robust data management and
scalability.
2.1
Web servers shall be constructed using the most recent Microsoft
Internet Information Services (IIS) version, ensuring efficient and
secure web hosting capabilities.
3.1
Software development shall adhere to the latest supported .NET
Microsoft version, ensuring compatibility and leveraging the latest
features and enhancements.
3.2
Java runtimes are prohibited.
3.3
Windows Subsystem for Linux (WSL) is prohibited.
4.1
Applications shall adhere to current secure software development
standards to mitigate security risks and ensure data integrity and
confidentiality.
4.2
Ensure all web applications, APIs, and other interfaces within the
RADS environment are secure, implementing appropriate security
measures to protect against potential threats and vulnerabilities.
4.3
Implement role-based access control (RBAC) mechanisms to
enforce access permissions and privileges, ensuring that only
authorized users can access and modify sensitive data and
system configurations, if applicable.
4.4
Ensure compliance with relevant industry standards and
regulations, such as National Transportation Communications for
Intelligent Transportation System (ITS) Protocol (NTCIP) to
safeguard data privacy, security, and regulatory compliance, if
applicable.
4.5
Applications must be able to connect using HTTPS and TLS 1.2
and later.
4.6
Implement comprehensive logging and monitoring solutions to
track system activities, detect anomalies, and facilitate
troubleshooting where applicable.
4.7
Provide a means to monitor system performance and reliability
metrics, including uptime, response times, and resource
utilization, to proactively identify and address any issues or
bottlenecks that may affect system operations.
4.8
Ensure high availability and disaster recovery mechanisms are in
place, including regular backups, failover strategies, and
redundant systems to minimize downtime and data loss, where
applicable.
5.1
All data stored in the RADS database must adhere to the Traffic
Management Data Dictionary (TMDD) compliance standards
where applicable. Other standards may be used as approved by
the stakeholders.
6.1
Applications should make use of the following RADS APIs as
needed: TMDD (read/write), WZDx (read-only), Events (read-only)
where applicable.
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Requirement
Description
6.2
Applications should be able to connect using non-standard ports.
7.1
Application shall support access to data in real-time, near-time,
aggregated, fused, and long-term archives whenever available,
providing users with comprehensive data access options.
7.2
Provide users with access to data, both real-time and historical,
through webpages or APIs, facilitating data-driven decision-
making and analysis.
7.3
Implement performance optimization techniques, such as
indexing, query optimization, and load balancing, to ensure
efficient data processing and retrieval where applicable.
8.1
Design user interfaces with usability in mind, ensuring intuitive
navigation, accessibility, and responsiveness across different
devices.
9.1
Enhanced user and stakeholder notification capabilities shall be
provided through the notification tools, ensuring timely and
relevant communication.
10.1
All features added to the RADS environment shall be thoroughly
documented, including logical and physical design documentation,
data dictionary, and entity-relationship diagrams (ERD), ensuring
comprehensive understanding and maintainability of the system.
10.2
Consultant must provide solution architecture diagrams including:
logical and physical diagrams, data flow diagrams, network
diagrams including port and protocol type information, Database
ERD, Data dictionary, Documentation for all interfaces and APIs
available for integration.
10.3
Provide thorough training and documentation for end-users and
administrators, including user manuals, FAQs, and training
sessions.
10.4
Outline of security practices implemented by the solution.
10.5
Establish guidance for ongoing maintenance and support,
including bug fixes, system updates, and user assistance, to
ensure the continued functionality and performance of the
application.
9.10 TECHNICAL AND DESCRIPTIVE SALES LITERATURE
The contractor shall provide copies of its sales literature and brochures and copies of any
manufacturer’s technical and/or descriptive literature (e.g., PDF versions of sales literature,
brochures, and/or webpages) specific to the material(s) the contractor proposes to provide.
Literature shall be sufficient in detail to allow for full and fair evaluation of the material(s)
submitted, and must be included with the bid. Failure to include this information may result
in the bid being rejected.
10.0
PURCHASING REQUIREMENTS
10.1
DELIVERY
10.1.1 Delivery is desired as soon as possible, and details shall be stipulated on the
purchase order. Contractor shall notify the county representative listed on the order
if the requested delivery date and/or the anticipated lead time cannot be met.
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Failure to communicate to County changes in the order status may result in default
proceedings.
10.1.2 Supplies or equipment shall be delivered between the hours of 7:00 a.m. and 4:00
p.m. MST, Monday through Thursday, except on County recognized holidays.
10.1.3 Delivery shall be F.O.B. Destination Freight Prepaid.
10.2
EXPEDITED DELIVERY
10.2.1 If the department determines that expedited delivery or other alternate shipping is
required, it shall notify the contractor. The contractor shall determine any additional
costs associated with such delivery terms and communicate that cost to the
department.
10.2.2 The department shall not advise the contractor to proceed with an expedited
shipment until acceptable terms are agreed upon and a purchase order is issued.
Upon agreeing to the additional costs, the department shall advise the contractor
to proceed.
10.2.3 Upon receipt of material(s) and invoicing, the department shall ensure that any
additional charges are in compliance with and do not exceed agreed to costs. The
department shall retain all documents related to these costs.
10.3
SHIPPING DOCUMENTS
A packing list or other suitable shipping document shall accompany each shipment and
shall include the following:
10.3.1 Contract serial number
10.3.2 Contractor’s name and address
10.3.3 Department name and address
10.3.4 Department purchase order number
10.3.5 A description of product(s) shipped, including item number(s), quantity(ies),
number of containers, and package number(s), as applicable.
10.4
SHIPPING TERMS
Bid price(s) and terms shall be F.O.B. Destination Freight Prepaid at the location(s)
stipulated on the purchase order. All delivery locations are within Maricopa County.
10.5
OPERATING MANUALS
Upon delivery, contractor shall provide comprehensive operational manuals, service
manuals, and schematic diagrams, if required by the department.
10.6
INSTALLATION
The contractor shall be responsible to install and present for inspection all equipment in a
complete and ready-for-use condition with all components functioning, cleaned, and tested.
The contractor’s price shall include delivery and installation of all equipment in complete
operating condition.
10.7
ACCEPTANCE
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For the County’s initial purchase of each equipment and software product, the contractor
shall provide an acceptance test period (Test Period) that commences upon installation.
Installation shall be defined as a) the equipment, if any, is mounted; b) the software is
installed on the data base server(s) and/or personal computer(s); and c) implementation
team training, if any, is complete. During the Test Period, County shall determine whether
the equipment and software meet the contractor published electronic documentation
(“Specifications”). The Test Period shall be for 90 calendar days. If County has not given
the contractor a written deficiency statement specifying how the equipment or software fails
to meet the Specifications (“Deficiency Statement’) within the Test Period, the equipment
and software shall be deemed accepted. If County provides a Deficiency Statement within
the Test Period, the contractor shall have 30 calendar days to correct the deficiency, and
the customer shall have an additional 60 calendar days to evaluate the equipment and
software. If the equipment or software does not meet the Specifications at the end of the
additional 60 calendar day period, the County may terminate this contract. Upon any such
termination, contractor shall, at contractor’s cost, remove all equipment and software from
County premises and equipment. County shall return all equipment and software to the
contractor, and the contractor shall refund any monies paid by County to the contractor.
Upon completion of these terms, neither party shall then have any further liability to the
other for the products that were the subject of the acceptance test.
11.0
TERMS AND CONDITIONS
11.1
INDEMNIFICATION
11.1.1 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, 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 of the contractor, a
subcontractor, anyone directly or indirectly employed by them, or anyone for
whose acts they may be liable relating to the performance of this contract.
11.1.2 Contractor's duty to defend, indemnify, and hold harmless the County, its agents,
representatives, 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 therefrom, 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, anyone 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.
11.1.3 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 section.
11.1.4 The scope of this indemnification does not extend to the sole negligence of County.
11.2
INFRINGEMENT DEFENSE AND INDEMNIFICATION
11.2.1 Definitions
For purposes of this section:
11.2.1.1 “Claim” means any cause of action in a third-party action, suit, or
proceeding against County alleging that Contractor software, or its
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upgrades, modifications, or revisions, as of its delivery date under this
agreement, infringes a valid U.S. patent, copyright, or trademark.
11.2.1.2 “Participate and Share in the Costs” means Contractor will assist the
County in the defense of the Claim, to the extent agreed to by the
parties, except that Contractor shall be solely responsible for any and all
costs adjudged in a successful Claim against the County.
11.2.1.3 “Third-Party Products” means any products made by a party other than
Contractor, and may include, without limitation, products ordered by
County from third parties. However, components of Contractor branded
products are not Third-Party Products if they are both:
11.2.1.3.1 embedded in Third-Party Products (i.e., not recognizable as
standalone items); and
11.2.1.3.2 not identified as separate items on Contractor’s price list,
quotes, order specifications forms, or documentation.
11.2.2 Defense and Indemnity
Contractor shall defend, and Participate and Share in the Cost, in the full defense
of the County against any Claim, and will indemnify and hold harmless the County,
as provided for in this section, for any judgments, settlements, and court awarded
attorney’s fees resulting from a Claim where the claimant is adjudged the
successful party in the Claim. Contractor’s obligations under this section are
conditioned on the following:
11.2.2.1 County promptly notifies Contractor of the Claim, in writing, upon being
made aware of the Claim;
11.2.2.2 County gives Contractor lead authority control of the defense and (if
applicable) settlement of the Claim, provided that County’s legal counsel
may participate in such defense and settlement, at County’s expense;
and
11.2.2.3 County provides all information and assistance reasonably requested by
Contractor to handle the defense or settlement of the Claim.
11.2.3 Remedial Measures
11.2.3.1 If software becomes, or Contractor reasonably believes use of software
may become, the subject of a Claim, Contractor may, at its own expense
and option:
11.2.3.1.1 procure for County the right to continue use of the product;
11.2.3.1.2 replace or modify the software; or
11.2.3.1.3 to the extent that neither 11.2.3.1.1 nor 11.2.3.1.2 are
deemed commercially practicable, refund to County a pro-
rated portion of the applicable fees for software based on a
linear depreciation monthly over a 10-year useful life, in
which case County will cease all use of software and return
it to Contractor.
11.2.4 Exceptions
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Contractor will have no defense or indemnity obligation for any Claim based on:
11.2.4.1 modifications by someone other than Contractor;
11.2.4.2 software has been modified by Contractor in accordance with County-
provided specifications or instructions;
11.2.4.3 use or combination by the County of software with Third-Party Products,
open source, or freeware technology;
11.2.4.4 Third-Party Products, open source, or freeware technology;
11.2.4.5 a product that is used or located by County in a country other than the
country in which or for which it was supplied by Contractor;
11.2.4.6 possession or use of a product after Contractor has informed County of
modifications or changes required to avoid such Claim and offered to
implement those modifications or changes, if such Claim would have
been avoided by implementation of Contractor's suggestions and to the
extent County did not provide Contractor with a reasonable opportunity
to implement Contractor's suggestions; or
11.2.4.7 the amount of revenue or profits earned, or other value obtained by the
use of products, or the amount of use of the products.
11.2.5 The foregoing states Contractor’s entire liability, and County’s sole and exclusive
remedy, except as provided by law or equity, with respect to any infringement or
misappropriation of any intellectual property rights of another party.
11.3
SOURCE CODE ESCROW REQUIREMENT
11.3.1 Contractor shall provide all proprietary technology and materials covered under
this agreement that Maricopa County has purchased from Contractor for
safekeeping with a mutually acceptable software escrow service provider (escrow
agent) within 30 days of award, to include, but is not limited to, all source code,
any updates or fixes, and related materials and documents for commercial off-the-
shelf software (COTS), etc. (“deposit material”). The deposit material deposited
with the escrow agent shall be a snapshot of all source code and related material
maintained by Contractor. In this way, as beneficiary of the escrow agreement
between Contractor and escrow agent, Maricopa County will have access to all
source code of the products that they license for all versions of the software.
Furthermore, the escrowed code shall include all code specifically developed for
Maricopa County including, but not limited to, interfaces, Extraction-
Transformation-Loading (ETL) routines for data conversion, and all custom code.
Upon taking possession of the source code, Maricopa County will have the right to
use the source for products that they license in the versions currently installed on
the system or any subsequent versions archived with the escrow agent. Contractor
will make a deposit of the deposit material with the escrow agent upon any version
release or once every six months, whichever occurs first.
11.3.2 Maricopa County hereby agrees to pay the yearly standard fee for a beneficiary of
the source code.
11.3.3 Maricopa County shall have access to the source code in the event of any of the
following circumstances:
11.3.3.1 the sale, assignment, or transfer to any third party of any of Contractor’s
rights in the licensed product (or any portion thereof) if such sale,
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assignment, or transfer would prevent Contractor from fully performing
any of its obligations under any agreement with Maricopa County.
11.3.3.2 Contractor becomes insolvent or commits any affirmative act of
insolvency, or generally fails to pay, or admits in writing its inability to
pay, debts as they become due, makes a general assignment for the
benefit of creditors, files a voluntary petition of bankruptcy, suffers or
permits the appointment of a receiver for its business or assets,
becomes subject to any proceeding under, or case in, any bankruptcy
or insolvency law, or Contractor takes any action to authorize, or in the
furtherance of, any of the following:
11.3.3.2.1 contractor
discontinues
providing
full
support
and
maintenance services for the licensed product in
accordance with its obligations pursuant to any agreement
with Maricopa County;
11.3.3.2.2 contractor has ceased to do business or improperly refuses
to provide any services pursuant to any agreement with
Maricopa County;
11.3.3.2.3 contractor has breached (and if subject to a cure period, has
not cured such breach within such period) any material term
or condition of any agreement with Maricopa County;
11.3.3.2.4 any change of control of Contractor or Contractor’s parent
company, where such party is acquired, directly or
indirectly, in a single transaction or series of related
transactions, or all or substantially all of the assets of such
party are acquired by any entity, or such party is merged
with or into another entity to form a new entity; or
11.3.3.2.5 any other circumstance in which Maricopa County is entitled
to access or use the applicable deposit materials (including,
but not limited to, the source code) under the express terms
of any agreement between Contractor and Maricopa
County.
11.3.4 Upon Maricopa County taking possession of the source code, Maricopa County
hereby agrees as follows:
11.3.4.1 Maricopa County accepts full and total responsibility for the safekeeping
of the source code. Maricopa County agrees that such source code shall
be subject to the restrictions of transfer, sale, and reproduction placed
on the software itself as stated in the software license signed by all
parties.
11.3.4.2 Maricopa County agrees to only use source code related to applications
for which they own a license.
11.3.4.3 Maricopa County agrees, if so, ordered by a court of competent
jurisdiction, to compensate Contractor for any and all damages
Contractor suffers, to include reasonable attorney’s fees, resulting
directly or indirectly from, but not limited to, the mishandling, misuse, or
theft of the source code, regardless of intent, or the absence thereof, by
Maricopa County, its employees, agents, and third-party Contractors.
11.3.4.4 No license under any trademark, patent, copyright, or any other
intellectual property right, is either granted or implied by the disclosure
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of the source code to Maricopa County. The Contractor’s disclosure of
the source code to Maricopa County shall not constitute any
representation, warranty, assurance, guarantee, or inducement by the
Contractor to Maricopa County of any kind, and, in particular, with
respect to the non-infringement of trademarks, patents, copyrights, or
any other intellectual property rights, or other rights of third persons or
of Contractor.
11.3.5 Contractor will not be responsible for maintaining the source code. Furthermore,
Contractor will not be liable for any consequences related to the use of source
code modified by Maricopa County.
11.4
INSURANCE
11.4.1 Contractor, at Contractor’s own expense, shall purchase and maintain, at a
minimum, the herein stipulated insurance from a company or companies duly
licensed by the State of Arizona and possessing an AM Best, Inc. category 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. The form of any insurance policies and forms must be acceptable to
County.
11.4.2 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.
11.4.3 In the event that the insurance required is written on a claims-made basis,
Contractor warrants that any retroactive date under the policy shall precede the
effective date of this contract and either continuous coverage will be maintained,
or an extended discovery period will be exercised for a period of two years
beginning at the time work under this contract is completed.
11.4.4 Contractor’s insurance shall be primary insurance as respects County, and any
insurance or self-insurance maintained by County shall not contribute to it.
11.4.5 Any failure to comply with the claim reporting provisions of the insurance policies
or any breach of an insurance policy warranty shall not affect the County’s right to
coverage afforded under the insurance policies.
11.4.6 The insurance policies may provide coverage that contains deductibles or self-
insured retentions. Such deductible and/or self-insured retentions shall not be
applicable with respect to the coverage provided to County under such policies.
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.
11.4.7 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.
11.4.8 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.
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11.4.9 If available, the insurance policies required by this contract may be combined with
Commercial Umbrella Insurance policies to meet the minimum limit requirements.
If a Commercial Umbrella insurance policy is utilized to meet insurance
requirements, the Certificate of Insurance shall indicate which lines the
Commercial Umbrella Insurance covers.
11.4.9.1 Commercial General Liability
Commercial General Liability (CGL) 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, and shall not contain any provisions which
would serve to limit third party action over claims. There shall be no
endorsement or modifications of the CGL limiting the scope of coverage
for liability arising from explosion, collapse, or underground property
damage.
11.4.9.2 Automobile Liability
Commercial/Business Automobile Liability 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 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.
11.4.9.3 Workers’ Compensation
11.4.9.3.1 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.
11.4.9.3.2 Contractor, its subcontractors, and sub-subcontractors
waive all rights against this 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
subcontractors, and its sub-subcontractors pursuant to this
contract.
11.4.9.4 Errors and Omissions/Professional Liability Insurance
Errors and Omissions (Professional Liability) 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.
11.4.10 Certificates of Insurance
11.4.10.1 Prior to contract award, Contractor shall furnish the County with valid
and complete Certificates of Insurance, or formal endorsements as
required by the contract in the form provided by the County, issued by
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Contractor’s insurer(s), 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.
11.4.10.2 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.
11.4.10.3 If a policy does expire during the life of the Contract, a renewal certificate
must be sent to County 15 calendar days prior to the expiration date.
11.4.10.4 Certificates of Insurance shall identify Maricopa County as the certificate
holder as follows:
Maricopa County
c/o Risk Management
301 W Jefferson St, Suite 910
Phoenix, AZ 85003
11.4.11 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 30 days
prior written notice to Maricopa County. Contractor must provide to Maricopa
County, within two 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 301 W.
Jefferson, Suite 700, Phoenix, AZ 85003, or emailed to the procurement officer
noted in the solicitation.
11.5
FORCE MAJEURE
11.5.1 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 include, but are not limited to,
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, and interruption or
failure of electricity or telecommunication service, and pandemic.
11.5.2 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.
11.5.3 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.
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11.6
ORDERING AUTHORITY
Any request for purchase shall be accompanied by a valid purchase order issued by a
County department or directed by a Certified Agency Procurement Aid (CAPA) with a
purchase card for payment.
11.7
PROCUREMENT CARD ORDERING CAPABILITY
County may opt to use a procurement card (Visa or Master Card) to make payment for
orders under this contract.
11.8
INTERNET ORDERING CAPABILITY
It is the intent of Maricopa County to use the Internet to communicate and to place orders
under this contract.
11.9
NO MINIMUM OR MAXIMUM PURCHASE OBLIGATION
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.
11.10
PURCHASE ORDERS
11.10.1 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, or for shipment of product prior to issuance of purchase order.
11.10.2 Contractor agrees 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.
11.11
BACKGROUND CHECK
Respondents may be required to pass multiple background checks (e.g. Sheriff’s Office,
County Attorney's Office, Courts, as well as Maricopa County general government) to
determine if the respondent is acceptable to do business with the County. This applies to,
but is not limited to, the company, subcontractors, and employees, and the failure to pass
these checks shall deem the respondent non-responsible.
11.12
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 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.
11.13
STOP WORK ORDER
11.13.1 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
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for a period of 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 order is delivered to the Contractor, or within any extension of that period
to which the parties shall have agreed, the procurement officer shall either:
11.13.1.1 cancel the stop work order; or
11.13.1.2 terminate the work covered by the order as provided in the Termination
for Default or the Termination for Convenience clause of this contract.
11.13.1.3 The procurement officer may make an equitable adjustment in the
delivery schedule and/or contract price, 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.
11.14
TERMINATION FOR CONVENIENCE
Maricopa County may terminate the resultant contract for convenience by providing 60
calendar days advance notice to the Contractor.
11.15
TERMINATION FOR DEFAULT
11.15.1 The County may, by written Notice of Default to the Contractor, terminate this
contract in whole or in part if the Contractor fails to:
11.15.1.1 deliver the supplies or to perform the services within the time specified
in this contract or any extension;
11.15.1.2 make progress, so as to endanger performance of this contract; or
11.15.1.3 perform any of the other provisions of this contract.
11.15.2 The County’s right to terminate this contract under these subparagraphs may be
exercised if the Contractor does not cure such failure within 10 business days (or
more if authorized in writing by the County) after receipt of a Notice to Cure from
the procurement officer specifying the failure.
11.16
PERFORMANCE
It shall be the Contractor’s responsibility to meet the proposed performance requirements.
Maricopa County reserves the right to obtain services on the open market in the event the
Contractor fails to perform, and any price differential will be charged against the Contractor.
11.17
CONTRACTOR EMPLOYEE MANAGEMENT
11.17.1 Contractor shall endeavor to maintain the personnel proposed in their proposal
throughout the performance of this contract.
11.17.2 If Contractor personnel’s employment status changes, Contractor shall provide
County a list of proposed replacements with equivalent or greater experience.
11.17.3 Under no circumstances shall the implementation schedule to be impacted by a
personnel change on the part of the Contractor.
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11.17.4 Contractor shall not reassign any key personnel identified in their proposal without
the express consent of the County.
11.17.5 County reserves the right to immediately remove from its premises any Contractor
personnel it determines to be a risk to County operations.
11.17.6 County reserves the right to request the replacement of any Contractor personnel
at any time, for any reason.
11.18
TRAINING
The contractor shall provide training services to completely train a minimum of ten
personnel in the use and care of the equipment. All training shall take place on-site in
Maricopa County unless otherwise negotiated with County.
11.19
WARRANTY OF SERVICES
11.19.1 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.
11.19.2 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.
11.20
INSPECTION OF SERVICES
11.20.1 The Contractor shall provide and maintain an inspection system acceptable to
County covering the services under this contract. Complete records of all
inspection work performed by the Contractor shall be maintained and made
available to County during contract performance and for as long afterwards as the
contract requires.
11.20.2 County has the right to inspect and test all services called for by the contract, to
the extent practicable at all times and places during the term of the contract.
County shall perform inspections and tests in a manner that will not unduly delay
the work.
11.20.3 If any of the services do not conform to contract requirements, County may require
the Contractor to perform the services again in conformity with contract
requirements, at no cost to the County. When the defects in services cannot be
corrected by re-performance, County may:
11.20.3.1 require the Contractor to take necessary action to ensure that future
performance conforms to contract requirements; and
11.20.3.2 reduce the contract price to reflect the reduced value of the services
performed.
11.20.4 If the Contractor fails to promptly perform the services again or to take the
necessary action to ensure future performance in conformity with contract
requirements, County may:
11.20.4.1 by contract or otherwise, perform the services and charge to the
Contractor, through direct billing or through payment reduction, any cost
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incurred by County that is directly related to the performance of such
service; or
11.20.4.2 terminate the contract for default.
11.21
USAGE REPORT
The Contractor shall furnish the County a usage report, upon request, delineating the
acquisition activity governed by the contract. The format of the report shall be approved by
the County and shall disclose the quantity and dollar value of each contract item by
individual unit of measure.
11.22
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 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.
11.23
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.
11.24
SUBCONTRACTING
11.24.1 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 bid serial number and identify the job or project.
11.24.2 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. 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.
11.25
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.
11.26
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.
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11.27
RIGHTS IN DATA
11.27.1 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.
11.27.2 Data, records, reports, and all other information generated for the County by a third
party as the result of a contract are the property of the County and shall be provided
in a format designated by the County or shall be and remain accessible to the
County into perpetuity.
11.28
ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR
OTHER REVIEW
11.28.1 In accordance with Section MC1-372 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 years after final payment or until after the resolution
of any audit questions, which could be more than six years, whichever is longest.
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.
11.28.2 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.
11.29
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.
11.30
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.
11.31
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.
11.32
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.
11.33
RELATIONSHIPS
SERIAL 240156-RFP
11.33.1 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.
11.33.2 The County reserves the right of final approval on proposed staff. 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 business days, unless a different time period was previously
approved by the County.
11.34
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 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. (Arizona Executive Order 2009-09
can be viewed at https://apps.azsos.gov/public_services/register/2009/46/governor.pdf)
11.35
WRITTEN CERTIFICATION PURSUANT to A.R.S. § 35-393.01
If vendor engages in for-profit activity and has 10 or more employees, and if this agreement
has a value of $100,000 or more, vendor certifies it is not currently engaged in, and agrees
for the duration of this agreement to not engage in, a boycott of goods or services from
Israel. This certification does not apply to a boycott prohibited by 50 U.S.C. § 4842 or a
regulation issued pursuant to 50 U.S.C. § 4842.
11.36
CERTIFICATION REGARDING DEBARMENT AND SUSPENSION
11.36.1 The undersigned (authorized official signing on behalf of the Contractor) certifies
to the best of his or her knowledge and belief that the Contractor, its current
officers, and directors:
11.36.1.1 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;
11.36.1.2 have not within a three-year period preceding this contract:
11.36.1.2.1 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; or
11.36.1.2.2 been convicted of violation of any Federal or State antitrust
statutes 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.
11.36.1.3 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
SERIAL 240156-RFP
performing a government entity public (Federal, State or local)
transaction or contract;
11.36.1.4 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
11.36.1.5 have not within a three-year period preceding this contract had any
public transaction (Federal, State or local) terminated for cause or
default.
11.36.2 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.
11.36.3 The Contractor shall include, without modification, this clause in all lower tier
covered transactions (i.e. transactions with subcontractors or sub-subcontractors)
and in all solicitations for lower tier covered transactions related to this contract. If
this clause is applicable to a subcontractor or sub-subcontractor, the Contractor
shall include the information required by this clause with their bid.
11.37
VERIFICATION REGARDING COMPLIANCE WITH A.R.S. § 41-4401 AND FEDERAL
IMMIGRATION LAWS AND REGULATIONS
11.37.1 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 years, whichever is longer. I-9 forms are available for
download at www.uscis.gov.
11.37.2 The County retains the legal right to inspect documents of Contractor and
subcontractor employees performing work under this contract to verify compliance
with paragraph 11.37.1 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.
11.38
Contractor EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM
EMPLOYEES OF WHISTLEBLOWER RIGHTS
11.38.1 The parties agree that this contract and employees working on this contract will be
subject to the Contractor employee whistleblower protections established by Title
41 U.S.C. § 4712 and Section 3.908 of the Federal Acquisition Regulation.
11.38.2 Contractor shall inform its employees in writing, in the predominant language of
the workforce, of employee whistleblower rights and protections under 41 U.S.C.
§ 4712, as described in Section 3.908 of the Federal Acquisition Regulation.
SERIAL 240156-RFP
Documentation of such employee notification must be kept on file by Contractor
and copies provided to County upon request.
11.38.3 Contractor shall insert the substance of this clause, including this paragraph, in all
subcontracts over the simplified acquisition threshold ($250,000 as of fiscal year
2018).
11.39
CONTRACTOR LICENSE REQUIREMENT
11.39.1 The Contractor shall procure all permits, insurance, and licenses, and pay the
charges and fees necessary and incidental to the lawful conduct of his/her
business, and as necessary complete any requirements, by any and all
governmental or non-governmental entities as mandated to maintain compliance
with and remain in good standing. The Contractor shall keep fully informed of
existing and future trade or industry requirements, and 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
the Office of Procurement Services and the department of any and all changes
concerning permits, insurance, or licenses.
11.39.2 Contractor furnishing finished products, materials, or articles of merchandise that
will require installation or attachment as part of the contract shall possess any
licenses required. Contractor is not relieved of its obligation to obtain and possess
the required licenses by subcontracting of the labor portion of the contract.
Contractors are advised to contact the Arizona Registrar of Contractors, Chief of
Licensing, to ascertain licensing requirements for a particular contract. Contractor
shall identify which license(s), if any, the Registrar of Contractors requires for
performance of the contract.
11.40
FEDERAL AND STATE CLAUSES
11.40.1 2024 Title VI Assurances Signed
11.40.1.1 Maricopa County Department of Transportation (MCDOT), in
accordance with the provisions of Title VI of the Civil Rights Act of 1964
(78 Stat. 252.42 U.S.C. §§ 2000d-4) and the Regulations, hereby
notifies all bidders that it will affirmatively ensure that any contract
entered into pursuant to this advertisement, disadvantaged business
enterprises will be afforded full and fair opportunity to submit bids in
response to this invitation and will not be discriminated against on the
grounds of race, color, or national origin in consideration for an award.
(See Exhibit 9: 2024 Title VI Assurances Signed).
11.40.1.2 Additional Title VI Assurance language can be found in the updated
Exhibit 6: Disadvantaged Business Enterprises (DBE) No Goal Has
Been Established for This Contract, Special Federal Terms Conditions
and Documents. This exhibit contains a commitment by the MCDOT, as
the recipient of the federal funding associated with this contract and
related project. This commitment pertains to complying with all
referenced Acts and Regulations, similar assurances are required of
contractors and must also be included in any subcontracts.
11.40.2 Small Business Enterprises (SBE) Reporting Form
11.40.2.1 It is the County’s policy to facilitate and encourage participation by Small
Business Enterprise concerns (SBE) in County contracts. The County
encourages the contractor/consultant to take reasonable steps to
eliminate obstacles to SBE participation and to utilize SBEs in
performing contracts.
SERIAL 240156-RFP
11.40.2.2 The contractor/consultant shall comply with 49 CFR 26.7, and further
defined pursuant to Section 3 of the Small Business Act and Small
Business Administration regulations implementing it (13 CFR Part 21)
where possible. For more details on the SBE program and process
requirements, reference the Arizona Department of Transportation
(ADOT) Business Engagement and Compliance (BECO) guidelines for
SBEs, which are registered in the Arizona Unified Transportation
Registration and Certification System (AZ UTRACS).
11.40.2.3 The contractor/consultant shall complete the SBE Participation
Reporting Form included in Exhibit 7: Small Business Enterprises (SBE)
Program Reporting Form and submit with each invoice/payment
request.
11.40.3 Prompt Pay Legislation
11.40.3.1 In accordance with Arizona Revised Statutes (A.R.S.) § 28-411 (Prompt
payment to consultants and subconsultants), the County must issue
payments to prime consultants within a certain number of calendar days
after receipt of a payment request/invoice. The law also requires the
consultants to pay their subconsultants within a specific number of
calendar days after issuance of payment by the County, unless
exceptions exist within the agreed-upon consultant/subconsultant
agreement.
11.40.3.2 Upon any resolution of unapproved invoices/payment requests, prime
consultants shall not withhold subconsultants’ payments if the County
has paid for the full value of services rendered. Failure by the prime
consultant to invoice the County in accordance with the terms of the
contract and/or pay subconsultants in accordance with A.R.S. § 28-411
shall be constituted as a material breach of contract, subjecting the
prime consultant to disqualification under this contract. The County
reserves the right to request the prime consultant provide proof of
payment to subconsultants at any time. See Exhibit 8: Prompt Pay and
Payment Provisions.
11.40.4 Disadvantaged Business Enterprises (DBE) With Goal Construction Contract
11.40.4.1 ADOT has established a DBE program in accordance with the
regulations of the U.S. Department of Transportation (USDOT), 49 CFR
Part 26. This contract has an established contract goals of 6.41 percent
for DBE participation. Consultants/contractors must retain records in
accordance with the DBE specifications included in Exhibit 6:
Disadvantaged Business Enterprises (DBE) No Goal Has Been
Established for This Contract.
11.40.4.2 Consultants/contractors are hereby notified that this recordkeeping is
important to the ADOT, so that it can track DBE participation where only
race neutral efforts are employed.
11.40.5 Federal Aid Contracts - FHWA-1273 Buy America/Build America Requirement
11.40.5.1 FHWA-1273 form is included in Exhibit 10: Federal Highway
Administration (FHWA-1273) Buy America/Build America Requirements
due to FHWA construction funding (USDOT) being utilized for this
contract and related project activities and/or procurement. As applicable,
all clauses in this form are to be complied with under this contract, and
this form shall be inserted in any contractor/consultant’s subcontracts.
SERIAL 240156-RFP
(See Exhibit 10: Federal Highway Administration (FHWA-1273) Buy
America/Build America Requirements.
11.40.5.2 As applicable, the contractor will comply with CFR 23, § 635.410 Buy
America requirements and provide proof of compliance with delivery of
the pertinent materials. All materials associated with this solicitation
must be manufactured in the United States of America.
11.40.6 Davis-Bacon Wage Determination and Related Acts
11.40.6.1 The Davis-Bacon Wage Determination and Related Acts apply to
contractors and subcontractors performing on federally funded or
assisted contracts in excess of $2,000 for the construction, alteration, or
repair (including painting and decorating) of public buildings or public
works. Davis-Bacon Wage Determination and Related Act contractors
and subcontractors must pay their laborers and mechanics employed
under the contract no less than the locally prevailing wages and fringe
benefits for corresponding work on similar projects in the area. (See
Exhibit 12: Davis-Bacon Wage Determination and Related Acts).
11.40.7 Cargo Preference Act
11.40.7.1 The Cargo Preference regulations in 46 CFR 381 govern the
implementation of the Cargo Preference Act of 1954. The USDOT has
ultimate reporting responsibility under this act. Reporting by the
contractor to the engineer and Maritime Administration is particularly
important, requiring shipping details in the form of a master freighted bill
of lading sent to cargo.marad@dot.gov. (See Exhibit 13: Cargo
Preference Act).
11.40.7.2 DBE
Goal
Assurance
-
https://apps.azdot.gov/files/beco/LPA-
CONTRACT-COMPLIANCE/3102c-dbe-goal-assurance-lpa.pdf
11.40.7.3 Equal Employment Opportunity (EEO) Compliance Reports -
https://azdot.gov/sites/default/files/2019/06/equal-employment-
opportunity-compliance-report.pdf
11.40.7.4 DBE
Intended
Participation
Affidavit
-
https://apps.azdot.gov/files/beco/LPA-CONTRACT-
COMPLIANCE/3105C-Construction-DBE-Intended-Participation-
Affidavit-and-Confirmation-LPA.pdf
11.40.7.5 DBE
Intended
Participation
Affidavit
Summary
Form
-
https://apps.azdot.gov/files/beco/LPA-CONTRACT-
COMPLIANCE/3106C-DBE-Intended-Participation-Affidavit-Summary-
LPA.pdf
11.41
INFLUENCE
11.41.1 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.
11.41.2 An attempt to influence includes, but is not limited to:
11.41.2.1 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 that is offered or given with the intent to
SERIAL 240156-RFP
influence a decision, obtain a contract, garner favorable treatment, or
gain favorable consideration of any kind.
11.41.3 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.
11.42
CONFIDENTIAL INFORMATION
11.42.1 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.
11.42.2 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 15 business days of the
written request to do so.
11.42.3 Any requests to the Contractor for County proprietary or confidential information
shall be referred to the County for review and approval, prior to any dissemination.
11.43
PUBLIC RECORDS
Under Arizona law, all offers submitted and opened are public records and must be
retained by the County at the Maricopa County 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 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.
11.44
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, expressed, or implied.
11.45
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.
11.46
GOVERNING LAW
SERIAL 240156-RFP
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.
11.47
FORCED LABOR
11.47.1 By submitting a bid for this solicitation and/or entering into a contract as a result of
this solicitation, contractor agrees to comply with all applicable portions of Arizona
Revised Statutes Section 35-394. Contracting; procurement; prohibition; written
certification; remedy; termination; exception; definitions.
11.47.2 Contractor certifies that it does not currently, and agrees for the duration of the
contract, that it will not use:
11.47.2.1 The forced labor of ethnic Uyghurs in the People’s Republic of China.
11.47.2.2 Any goods or services produced by the forced labor of ethnic Uyghurs
in the People’s Republic of China.
11.47.2.3 Any contractors, subcontractors or suppliers that use the forced labor or
any good or services produced by the forced labor of ethnic Uyghurs in
the People’s Republic of China.
11.47.3 If contractor becomes aware during the term of the agreement that contractor is
not in compliance with this paragraph, the contractor shall notify the County within
five business days after becoming aware of the noncompliance. If the contractor
fails to provide a written certification to the County that the contractor has remedied
the noncompliance within 180 days after notifying the County of its noncompliance,
then the agreement terminates, except that if the agreement termination date
occurs before the end the 180-day period, the agreement terminates on the
agreement termination date.
11.48
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.
11.49
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.
11.50
UNIQUE ENTITY IDENTIFIER (UEI) AND SYSTEM FOR AWARD MANAGEMENT
REGISTRATION
All
contractors
that
receive
funding
must
have
a
UEI
number
through
https://sam.gov/content/entity-registration. Contractor must also remain current with the
System for Award Management www.sam.gov throughout the term of the contract.
11.51
RELIGIOUS ACTIVITIES
The contractor agrees that costs, planned or claimed, including costs incurred, shall not
include any expense for any religious activity.
11.52
POLITICAL ACTIVITY PROHIBITED
None of the funds, materials, property, or services contributed by the County or the
contractor under the agreement shall be used in the performance of this agreement for any
SERIAL 240156-RFP
partisan political activity, or to further the election or defeat of any candidate for public
office.
11.53
EQUAL EMPLOYMENT OPPORTUNITY
11.53.1 The contractor shall not discriminate against any employee or applicant for
employment because of race, age, disability, color, religion, sex, or national origin.
The contractor shall take affirmative action to ensure applicants are employed and
that employees are treated during employment without regard to their race, age,
disability, color, religion, sex, or national origin. Such action shall include but is not
limited to the following: employment, upgrading, demotion or transfer, recruitment,
or recruitment advertising, lay-off or termination, rates of pay or other forms of
compensation, and selection for training, including apprenticeship.
11.53.2 Contractor shall comply with the following provisions:
11.53.2.1 Title VI and VII of the Civil Rights Act of 1964, as amended (42 U.S.C.
§§ 2000a, et seq.).
11.53.2.2 The Rehabilitation Act of 1973, as amended (29 U.S.C. §§ 701, et seq.).
11.53.2.3 The Age Discrimination in Employment Act of 1967, as amended
(29U.S.C. §§ 621, et seq.).
11.53.2.4 The Americans With Disabilities Act of 1990 (42 U.S.C. §§ 12101, et
seq.); and Arizona Executive Order 2009-09, as amended, et seq. which
mandates that all persons shall have equal access to employment
opportunities.
11.53.2.5 Contractor understands that the United States has the right to seek
judicial enforcement of this assurance.
11.54
CERTIFICATION REGARDING LOBBYING
11.54.1 Contractor certifies, to the best of their knowledge and belief, that:
11.54.1.1 No federal appropriated funds have been paid or will be paid, by or on
behalf of the contractor, to any person for influencing or attempting to
influence an officer or employee of any agency. This applies to a
Member of Congress, an officer or employee of Congress, or an
employee of a Member of Congress in connection with the awarding of
any federal contract, the making of any federal grant. Including the
making of any federal, loan the entering into of any cooperative
agreement, and the extension, continuation, renewal, amendment, or
modification of any federal contract, grant, loan, or cooperative
agreement.
11.54.2 If any funds other than federal appropriated funds, have been paid or will be paid
to any person for influencing or attempting to influence an officer or employee of
any agency, member of Congress, an officer or employee of Congress, or an
employee of a member of Congress in connection with this federal contract, grant,
loan, or cooperative agreement, the undersigned shall complete and submit
Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its
instructions.
11.54.3 Contractor shall include Lobbying Certification language in the award documents
for all subcontractors (including sub-grants, and contract under grants, loans, and
cooperative agreements) and that all sub-recipients shall certify and disclose
accordingly.
SERIAL 240156-RFP
11.54.3.1 The Lobbying Certification is a material representation of fact upon
which reliance was placed when this transaction is made or entered into.
Submission of this certification is prerequisite for making or entering into
this transaction imposed by section 1352, Title 31, U.S. Code. Any
successful proposer(s) who fail to file the required certification shall be
subject to a civil penalty of not less than $10,000.00 and not more than
$100,000.00 for each such failure.
11.55
CLEAN AIR ACT & CLEAN WATER ACT
Contractor must comply with all applicable standards, orders, or requirements issued under
section 306 of the Clean Air Act (42 U.S.C. 7606), section 508 of the Clean Water Act (33
U.S.C. 1368) Executive Order 11738, and Environmental Protection Agency regulations.
11.56
ENERGY POLICY AND CONSERVATION ACT
Contractor must adhere to the standards and policies relating to energy efficiency, which
are contained in the State energy conservation plan issued in compliance with the Energy
Policy and Conservation Act (Pub. L. 94-163, 89 Stat.871).
11.57
CONTRACT DISPUTES
All Contract disputes will be handled in accordance with the Maricopa County Procurement
Code, MCI-906.
11.58
INCORPORATION OF DOCUMENTS
11.58.1 The following are to be attached to and made part of this Contract:
11.58.1.1 Exhibit A – Vendor Information and Pricing
11.58.1.2 Exhibit B – Scope of Work
11.58.1.3 Exhibit C – Office of Procurement Services Contractor Travel and Per
Diem Policy
11.59
NOTICES
All notices given pursuant to the terms of this contract shall be addressed to:
For County:
Maricopa County
Office of Procurement Services
301 W. Jefferson St. Suite 700
Phoenix, Arizona 85003-1647
For Contractor:
OZ Engineering LLC
1711 W. Greentree Drive, Suite 205
Tempe, AZ 85284
SERIAL 240156-RFP
11.60
INQUIRIES
11.60.1 Administrative telephone/email inquiries shall be addressed to:
JACK KOELLER, PROCUREMENT OFFICER
TELEPHONE: (602) 506-8714
Jack.Koeller@maricopa.gov
11.60.2 Inquiries may be submitted by telephone but must be followed up in writing. No
oral communication is binding on Maricopa County.
SERIAL 240156-RFP
IN WITNESS WHEREOF, this contract is executed on the date set forth above.
OZ ENGINEERING LLC
AUTHORIZED SIGNATURE
PRINTED NAME AND TITLE
ADDRESS
DATE
MARICOPA COUNTY
CHAIRMAN, BOARD OF SUPERVISORS
DATE
ATTESTED:
CLERK OF THE BOARD
DATE
APPROVED AS TO FORM:
DEPUTY COUNTY ATTORNEY
DATE
Gopal Raju, OZ Engineering
1711 W. Greentree Drive, Suite 217, Tempe, AZ 85284
November 6, 2024
SERIAL 240156-RFP
EXHIBIT A: VENDOR INFORMATION AND PRICING
COMPANY NAME:
OZ Engineering LLC
DOING BUSINESS AS (dba):
MAILING ADDRESS:
1711 W. Greentree Drive, Suite 205, Tempe, AZ
85284
REMIT TO ADDRESS:
Same as above
TELEPHONE NUMBER:
602-234-5930
FAX NUMBER:
602-234-5931
WWW ADDRESS:
www.ozengineering.com
REPRESENTATIVE NAME:
Gopal Raju
REPRESENTATIVE TELEPHONE
NUMBER:
602-457-5276
REPRESENTATIVE EMAIL ADDRESS
graju@ozengineering.com
YES
NO
REBATE
WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO
PURCHASE FROM THIS CONTRACT:
0
WILL ACCEPT PROCUREMENT CARD FOR PAYMENT:
Payment Terms: Net 30 Days
Pricing:
Bid Schedule
ITEM
NUMBER
DESCRIPTION
UNIT OF
MEASUREMENT
QUANTITY
PROPOSED
UNIT PRICE
EXTENDED
COST
1.00000
Configure Intersection
Detection on ATSPM
Platform for 204
intersections
HR
160
$150
$24,000
2.00000
Integrate TM count
data from VDS
devices (3 systems)
EA
3
$50,000
$150,000
3.00000
Integrate agency data
(10 agencies)
EA
10
$12,000
$120,000
4.00000
Develop TMC
Dashboards by
agency in ARIS
EA
1
$250,000
$250,000
5.00000
Programming to
configure ATSPM
Dashboard for 12
corridors and 204
intersections
LS
1
$20,000
$20,000
6.00000
Procurement and
installation of data
processing server
(Minimum Specs: 14-
Core CPU / 256GB
RAM / Dual 512GB
SSD / Server OS)
LS
1
$20,000
$20,000
SUBTOTAL
$584,000.00
Construction
Contingencies
ALLOWANCE
1
TOTAL
$584,000.00
SERIAL 240156-RFP
EXHIBIT B: SCOPE OF WORK
The RADS Real-Time Operations Data project requires implementing the following functionality:
1.1 Configure Automated Traffic Signal Performance Measures (ATSPM) signals – This project will expand
MCDOT’s existing ATSPM system to offer enhanced ATSPM coverage for agency signals that are part of
the high-priority corridors identified in the AZTech Traffic Management and Operations Performance
Indicators (PI) Book (Performance Indicators | AZTech).
1.2 Extend the capabilities of MCDOT’s ATSPM-based Corridor Analytics Dashboard (Measurement,
Accuracy, and Reliability Kit (MARK 1) or similar platform designated by MCDOT) to encompass reporting
functionalities for PI Book corridors, ensuring comprehensive coverage and analysis of key transportation
corridors throughout the region.
1.3 Upgrade RADS servers to support the collection and storage of regional turning movement count data,
ensuring scalability and efficiency in handling the increased data volume.
1.4 Establish robust data connections to ingest turning movement count data from partnering agency detection
systems, implementing standardized protocols to ensure seamless data transfer and compatibility. This may
necessitate the creation of a new server to accommodate data flow and ensure efficient processing and storage
capabilities.
1.5 Configure the AZTech Regional Information System (ARIS) portal to provide user-friendly access to turning
movement count data through downloadable datasets, enabling agencies to retrieve and utilize the data for
analysis and decision-making purposes.
1.6 Enhance the functionality of ARIS by creating interactive charts and visualizations, including industry-
standard turning movement count diagrams, specifically tailored for viewing and analyzing turning
movement count data, empowering users to gain insights and make informed decisions based on the data.
Project Understanding and Approach
RADS / ARIS 2.0 have been implemented recently as part of the RADS Re-Architect project. While RADS
supports systems integration and archiving of data, ARIS serves as a data dissemination portal for all ITS related
data in the region. RADS / ARIS 2.0 were developed using current technologies in the hybrid cloud environment.
The following functionality has been implemented.
Freeway and Arterial Sensor/Probe Data and Services
o
ADOT Freeway Management System (FMS) detector stations Volume, Occupancy, and Speed
o
ADOT FMS ramp meters metering rate, and traffic counts
o
Arterial speed and travel time from ARID devices for four cities
o
MCDOT VDS turning movement, and pedestrian counts.
Event and Public Safety data
o
Work zone data from more than 12 agencies
o
Public safety data from Phoenix Fire, Mesa Police and Fire
o
Tempe Police CAD data is in the process of integrating
API’s have been implemented utilizing ITS standards such as TMDD and WZDx. These APIs are being
utilized by third parties.
Dashboards that provide access to near real-time and historical data.
Contractor approach to integrating arterial TMC data is to
1. Investigate and develop software processes for continuous TMC data utilizing vendor provided API’s or
other methods.
2. Integrate TMC data from ten agencies utilizing the processes developed for each one of the three vendors.
This would involve establishing connections with each of the ten agencies and setting up a proxy server. In
the case of Econolite, the API resides on the controller.
SERIAL 240156-RFP
3. Develop dashboards in ARIS. A prototype is currently being developed for MCDOT intersections with
Econolite controllers. This project will confirm the requirements and document the architecture for a more
suitable production environment.
4. Configure 204 intersections in ATSPM utilizing the ATSPM configuration tool.
5. Configure 10 priority corridors in MARK 1 or other Corridor Analytics Dashboard.
Host server upgrades: The FTP server will be upgraded to provide redundancy.
Project Understanding and Approach
The Contractor has a comprehensive understanding and technical expertise of the current RADS environment
including the software, hardware and communications architecture of the current RADS/ARIS and also ATSPM
implementation. The Contractor has been supporting and maintaining it for the last twenty years but most
importantly developed and implemented the current RADS/ARIS 2.0
RADS Real Time Operations Project Plan:
1.0
Configure ATSPM Signals
The Contractor as part of TE064 RADS Expansion is currently moving the ATSPM application to
RADS/ARIS 2.0 environment and upgrading ATSPM to the most current version. The Contractor, as part
of this project, shall utilize ATSPM UI to configure signals at 204 intersections (high-priority corridors
identified in the AZTech Traffic Management and Operations Performance Indicators (PI) book). This
would include coordinating with agencies along the corridors for the required intersection configuration
information.
2.0
ATSPM-based Corridor Analytics Dashboard
MCDOT currently utilizes Measurement, Accuracy, and Reliability Kit (MARK 1) for corridor analytics.
However, as part of the TE064 RADS Expansion project, MARK 1 and similar platforms are being
evaluated for use in the RADS/ARIS 2.0 environment.
This project shall add 12 corridors and 204 intersections that would encompass reporting functionalities for
PI book corridors, ensuring comprehensive coverage and analysis of key transportation corridors
throughout the region.
3.0
Integrate TM count data from VDS Systems (3 systems)
Currently there are number of VDS systems utilized in the MAG region by member agencies including the
following: Econolite, Iteris, Flir, Miovision, Gridsmart, Wavetronix, InSync, No Traffic.
The Contractor shall work with MCDOT in selecting three vendors for the purposes of this project.
Various integration options available for continuous TMC data including vendor provided API’s or other
methods will be investigated.
Software and communications architecture and integration processes shall be developed for the chosen
vendors utilizing vendor API’s or best available means. This may involve running tasks at MCDOT or at
the agencies network. A device inventory will need to be created which includes at least location
information (latitude/longitude), device name, device ID, vendor name. This may be acquired through
APIs or may have to be manually entered.
4.0
Integrate agency data (10 agencies)
TMC data from each of the member agencies will be integrated into RADS utilizing the processes
developed for each one of the three vendors. The following types of data will be integrated:
Turning Movement Data
Vehicle counts
SERIAL 240156-RFP
Bin statistics (vehicle classification, pedestrian detection)
The contractor has identified two possible methods of data acquisition: cloud-based API and direct device
connection.
Cloud Based APIs
Agencies which have cloud-based APIs will be accessed across the internet from MCDOT.
Direct Device Connection
Agencies that do not have cloud-based APIs and require a direct device connection to acquire data will
require a locally installed application within the agency network. This may require an additional server
hosted in the agency network that must have access to both the devices and the RCN for communicating
with RADS.
5.0
Develop TMC Dashboards by agency in ARIS
The arterial data access for a jurisdiction will be developed to include:
View and download 15-minute, hourly, daily, weekly, and monthly volume charts and data.
Detailed multi-modal volumes by lane, approach, and intersection.
Ability to select an intersection to view the detailed Turning Movement Counts (TMC) table; the peak
hour statistics for AM, midday, and PM rush hours are automatically displayed, with either total hourly
volumes or hourly lane volumes
Ability to import downloaded data into popular traffic analysis and modeling tools, or saved to
standard spreadsheets.
A GIS screen will show the locations of the intersections for which data is available. The user will have the
capability to access the data by clicking on a location.
Users shall have the capability to access the following data by intersection:
1. Total System Volume by Mode
2. ATSPM Performance Indicators
3. Failed Intersections, devices
4. Mode Share
5. Map Overlay
6. Selectable intersection icons
7. Correlation of lane volumes percentages to green time percentages for each movement as possible
performance indicator
8. Top 5 Intersections varying from Historic Volume norms.
Users shall have the capability to generate the following reports (chart and data table) for an intersection from the
arterial data interface:
Volume per Day by Approach broken down by turning movement
-
Select Intersection, Approach, and date range.
a.
X-axis: day, y-axis: total volume stack bar for each turning movement
Volume per Hour by Approach broken down by turning movement
-
Select Intersection, Approach, and date range.
b. X-axis: day, y-axis: total volume per hour line for each turning movement
24-hour Volume by Approach
-
Select Intersection, Approach, date and interval (5-min, 15-min, 1hour).
c.
X-axis: hours or minutes, y-axis: total volume line for each turning movement
SERIAL 240156-RFP
24-hour Volume by Zone (e.g., EB Lane 1)
-
Select Intersection, Zone, date and interval (15-min, 1hour).
d. X-axis: hours or minutes, y-axis: total volume line
Turning Movement Count (TMC) Summary Chart
1. Select Intersection, date.
2. TMC summary chart appears at top with details and statistics following
3. TMC details {note: Offer the option of expressing all above measures as Lane Volumes also}
4. Peak Hour Statistics
Hardware/Software upgrades
The FTP server will be upgraded to provide enough storage with minimum specifications required per the RFP.
SERIAL 240156-RFP
EXHIBIT C: OFFICE OF PROCUREMENT SERVICES CONTRACTOR 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 any 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 needs of the County when there is no lower fare available.
3.2 The lowest direct flight airfare rate from the contractor’s 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 any 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 a 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 (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 any circumstances) reimburse the contractor for guest vehicle
rental(s) or other any transportation costs.
SERIAL 240156-RFP
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 are not limited to, the
following: in-room movies, valet service, valet parking, laundry service, costs associated with
storing luggage at a hotel, 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 percent of project price unless otherwise
specified and approved by the County 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 County
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.