240024-CONTRACT - STEMMLER & ASSOCIATEDS, LLC DBA FRAMESHIFT GROUP.PDF
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CONTRACT STRATEGIC CONSULTING SERVICES
240024-RFP
This contract is entered into this 28th day of February, 2024 by and between Maricopa County (County), a
political subdivision of the State of Arizona, and Stemmler & Associateds, LLC dba: FrameShift Group, an
Arizona corporation (Contractor) for the purchase of various consultants’ services for Maricopa County
Departments.
1.0
CONTRACT TERM
1.1
This contract is for a term of two years, beginning on the 1st day of March 2024 and ending
the 28th day of February 2026.
2.0
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 four additional year(s), (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.
3.0
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.
4.0
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.
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-1 Fee Schedule.
5.2
Payment shall be made upon the County’s receipt of a properly completed invoice.
5.3
INVOICES
SERIAL 240024-RFP
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 accessible from 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
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
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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 the City 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
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.
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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.
10.0
TERMS AND CONDITIONS
10.1
INDEMNIFICATION
10.1.1 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 relating to the performance
of this contract.
10.1.2 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.
10.1.3 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.
10.1.4 The scope of this indemnification does not extend to the sole negligence of County.
10.2
INSURANCE
10.2.1 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.
10.2.2 All insurance required herein shall be maintained in full force and effect until all
work or service required to be performed under the terms of the contract is
satisfactorily completed and formally accepted. Failure to do so may, at the sole
discretion of County, constitute a material breach of this contract.
10.2.3 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.
10.2.4 Contractor’s insurance shall be primary insurance as respects County, and any
insurance or self-insurance maintained by County shall not contribute to it.
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10.2.5 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.
10.2.6 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.
10.2.7 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.
10.2.8 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.
10.2.9 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.
10.2.9.1 Commercial General Liability
Commercial General Liability (CGL) insurance and, if necessary,
Commercial Umbrella insurance with a limit of not less than $1,000,000
for each occurrence, $2,000,000 Products/Completed Operations
Aggregate, and $2,000,000 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.
10.2.9.2 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.
10.2.9.3 Workers’ Compensation
10.2.9.3.1 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
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accident, $1,000,000 disease for each employee, and
$1,000,000 disease policy limit.
10.2.9.3.2 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.
10.2.9.4 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.
10.2.9.5 Cyber, Network Security, and Privacy Liability
Cyber, Network Security and Privacy Liability Insurance with a limit of
not less than $5,000,000 per occurrence. The policy shall include, but
not be limited to; coverage for all directors, officers, agents and
employees of the Contractor, losses with respect to network risks (such
as data breaches, unauthorized access or use, and ID theft of data),
invasion of privacy (regardless of the type of media involved in the loss
of private information), crisis management, identity theft response costs,
breach notification costs, credit remediation, and credit monitoring,
defense, and claims expenses, regulatory defense costs plus fines and
penalties, cyber extortion, electronic data restoration expenses (data
asset protection), network business interruption, computer fraud
coverage, funds transfer loss, third-party fidelity, theft, no requirement
for arrest and conviction, and loss outside the premises of the named
insured.
10.2.10 Certificates of Insurance
10.2.10.1 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
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.
10.2.10.2 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.
10.2.10.3 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.
10.2.11 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
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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 St. Suite 700, Phoenix, AZ 85003, or emailed to the procurement officer
noted in the solicitation.
10.3
FORCE MAJEURE
10.3.1 Neither party shall be liable for failure of performance, nor incur any liability to the
other party on account of any loss or damage resulting from any delay or failure to
perform all or any part of this contract, if such delay or failure is caused by events,
occurrences, or causes beyond the reasonable control and without negligence of
the parties. Such events, occurrences, or causes 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.
10.3.2 Each party, as applicable, shall give the other party notice of its inability to perform
and particulars in reasonable detail of the cause of the inability. Each party must
use best efforts to remedy the situation and remove, as soon as practicable, the
cause of its inability to perform or comply.
10.3.3 The party asserting Force Majeure as a cause for non-performance shall have the
burden of proving that reasonable steps were taken to minimize delay or damages
caused by foreseeable events, that all non-excused obligations were substantially
fulfilled, and that the other party was timely notified of the likelihood or actual
occurrence which would justify such an assertion, so that other prudent
precautions could be contemplated.
10.4
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.
10.5
PROCUREMENT CARD ORDERING CAPABILITY
County may opt to use a procurement card (Visa or Master Card) to make payment for
orders under this contract.
10.6
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.
10.7
PURCHASE ORDERS
10.7.1 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.
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10.7.2 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.
10.8
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.
10.9
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.
10.10
STOP WORK ORDER
10.10.1 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
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:
10.10.1.1 cancel the stop work order; or
10.10.1.2 terminate the work covered by the order as provided in the Termination
for Default or the Termination for Convenience clause of this contract.
10.10.1.3 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.
10.11 TERMINATION FOR CONVENIENCE
Maricopa County may terminate the resultant contract for convenience by providing 60
calendar days advance notice to the Contractor.
10.12
TERMINATION FOR DEFAULT
10.12.1 The County may, by written Notice of Default to the Contractor, terminate this
contract in whole or in part if the Contractor fails to:
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10.12.1.1 deliver the supplies or to perform the services within the time specified
in this contract or any extension;
10.12.1.2 make progress, so as to endanger performance of this contract; or
10.12.1.3 perform any of the other provisions of this contract.
10.12.2 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.
10.13
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.
10.14
CONTRACTOR EMPLOYEE MANAGEMENT
10.14.1 Contractor shall endeavor to maintain the personnel proposed in their proposal
throughout the performance of this contract.
10.14.2 If Contractor personnel’s employment status changes, Contractor shall provide
County a list of proposed replacements with equivalent or greater experience.
10.14.3 Under no circumstances shall the implementation schedule to be impacted by a
personnel change on the part of the Contractor.
10.14.4 Contractor shall not reassign any key personnel an awarded Task Order without
the express consent of the County.
10.14.5 County reserves the right to immediately remove from its premises any Contractor
personnel it determines to be a risk to County operations.
10.14.6 County reserves the right to request the replacement of any Contractor personnel
at any time, for any reason.
10.15
TRAINING
Contractor shall provide training services as applicable to County personnel in the use and
care of the equipment. All training shall take place on-site in Maricopa County, unless
otherwise negotiated with County.
10.16
INSPECTION OF SERVICES
10.16.1 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.
10.16.2 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.
10.16.3 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
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requirements, at no cost to the County. When the defects in services cannot be
corrected by re-performance, County may:
10.16.3.1 require the Contractor to take necessary action to ensure that future
performance conforms to contract requirements; and
10.16.3.2 reduce the contract price to reflect the reduced value of the services
performed.
10.16.4 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:
10.16.4.1 by contract or otherwise, perform the services and charge to the
Contractor, through direct billing or through payment reduction, any cost
incurred by County that is directly related to the performance of such
service; or
10.16.4.2 terminate the contract for default.
10.17
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.
10.18
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.
10.19
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.
10.20
SUBCONTRACTING
10.20.1 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.
10.20.2 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-
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up. A copy of the subcontractor’s invoice must accompany the prime Contractor’s
invoice.
10.21
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.
10.22
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.
10.23
RIGHTS IN DATA
10.23.1 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.
10.23.2 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.
10.24
ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR
OTHER REVIEW
10.24.1 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.
10.24.2 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.
10.25
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.
SERIAL 240024-RFP
10.26
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.
10.27
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.
10.28
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.
10.29
RELATIONSHIPS
10.29.1 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.
10.29.2 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 previously approved by the County.
10.29.3 The County reserves the right of final approval on proposed staff for all Task
Orders. Also, upon request by the County, the Contractor will be required to
remove any employees working on County projects and substitute personnel
based on the discretion of the County within two (2) business days, unless
previously approved by the County.
10.30
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).
10.31
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.
10.32
CERTIFICATION REGARDING DEBARMENT AND SUSPENSION
10.32.1 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:
SERIAL 240024-RFP
10.32.1.1 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;
10.32.1.2 have not within a three-year period preceding this contract:
10.32.1.2.1 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
10.32.1.2.2 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.
10.32.1.3 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
performing a government entity public (Federal, State or local)
transaction or contract.
10.32.1.4 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
10.32.1.5 have not within a three-year period preceding this contract had any
public transaction (Federal, State or local) terminated for cause or
default.
10.32.2 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.
10.32.3 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.
10.33
VERIFICATION REGARDING COMPLIANCE WITH A.R.S. § 41-4401 AND FEDERAL
IMMIGRATION LAWS AND REGULATIONS
10.33.1 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.
SERIAL 240024-RFP
10.33.2 The County retains the legal right to inspect documents of Contractor and
subcontractor employees performing work under this contract to verify compliance
with paragraph 10.33.1 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.
10.34
CONTRACTOR Employee WHISTLEBLOWER RIGHTS AND REQUIREMENT TO
INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS
10.34.1 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.
10.34.2 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.
Documentation of such employee notification must be kept on file by Contractor
and copies provided to County upon request.
10.34.3 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).
CONTRACTOR LICENSE REQUIREMENT
10.34.4 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
Office of Procurement Services and the department of any and all changes
concerning permits, insurance, or licenses.
10.35
INFLUENCE
10.35.1 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.
10.35.2 An attempt to influence includes, but is not limited to:
10.35.2.1 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
influence a decision, obtain a contract, garner favorable treatment, or
gain favorable consideration of any kind.
10.35.3 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
SERIAL 240024-RFP
provided by the Maricopa County Procurement Code, any remedy in equity or in
the law, or any remedy provided by this contract.
10.36
CONFIDENTIAL INFORMATION
10.36.1 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.
10.36.2 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.
10.36.3 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.
10.37
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.
10.38
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.
10.39
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.
10.40
GOVERNING LAW
This contract shall be governed by the laws of the State of Arizona. Venue for any actions
or lawsuits involving this contract will be in Maricopa County Superior Court, Phoenix,
Arizona.
10.41
FORCED LABOR
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10.41.1 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.
10.41.2 Contractor certifies that it does not currently, and agrees for the duration of the
contract, that it will not use:
10.41.2.1 The forced labor of ethnic Uyghurs in the People’s Republic of China.
10.41.2.2 Any goods or services produced by the forced labor of ethnic Uyghurs
in the People’s Republic of China.
10.41.2.3 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.
10.41.3 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.
10.42
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.
10.43
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.
10.44
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.
10.45
RELIGIOUS ACTIVITIES
The contractor agrees that costs, planned or claimed, including costs incurred, shall not
include any expense for any religious activity.
10.46
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
partisan political activity, or to further the election or defeat of any candidate for public
office.
SERIAL 240024-RFP
10.47
EQUAL EMPLOYMENT OPPORTUNITY
10.47.1 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.
10.47.2 Contractor shall comply with the following provisions:
10.47.2.1 Title VI and VII of the Civil Rights Act of 1964, as amended (42 U.S.C.
§§ 2000a, et seq.);
10.47.2.2 The Rehabilitation Act of 1973, as amended (29 U.S.C. §§ 701, et seq.);
10.47.2.3 The Age Discrimination in Employment Act of 1967, as amended
(29U.S.C. §§ 621, et seq.);
10.47.2.4 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.
10.47.2.5 Contractor understands that the United States has the right to seek
judicial enforcement of this assurance.
10.48
CERTIFICATION REGARDING LOBBYING
10.48.1 Contractor certifies, to the best of their knowledge and belief, that:
10.48.1.1 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.
10.48.2 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.
10.48.3 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 240024-RFP
10.48.3.1 The Lobbying Certification is a material representation of fact upon
which reliance was placed when this transaction is made or entered into.
10.48.3.2 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.
10.49
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. 1857(h), section 508 of the Clean Water Act
(33 U.S.C. 1368) Executive Order 11738, and Environmental Protection Agency
regulations (40 CFR part 15).
10.50
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).
10.51
TASK ORDERS PROCESS
The County reserves the right to select any contractor under this contract for Task Orders under
$25,000 without completion of any other procurement action when the Procurement Officer
determines that it is in the County’s best interest. Vendors receiving an award under this contract
will be notified of requirements valued over $25,000 and they will be given time to respond to the
Task Order with their proposed work plan, staff and price. The vendor that best meets the need of
the county will be awarded the Task Order.
10.52
INCORPORATION OF DOCUMENTS
10.52.1 The following are to be attached to and made part of this Contract:
10.52.1.1 Exhibit A – Vendor Information
10.52.1.2 Exhibit A-1 Fee Schedule
10.52.1.3 Exhibit B – Scope of Work
10.52.1.4 Exhibit C – Office of Procurement Services Contractor Travel and Per
Diem Policy
10.53
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
SERIAL 240024-RFP
For Contractor:
10.54
INQUIRIES
10.54.1 Inquiries concerning information herein must be submitted prior to the question
deadline date/time posted in the e-procurement platform, Periscope S2G, using
the link in the “Q&A” tab.
10.54.2 Administrative telephone/email inquiries shall be addressed to:
LAWRENCE RUSSELL, PROCUREMENT OFFICER
TELEPHONE: (602) 506-3248
Lawrence.Russell@maricopa.gov
10.54.3 Inquiries may be submitted by telephone but must be followed up in writing. No
oral communication is binding on Maricopa County.
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IN WITNESS WHEREOF, this contract is executed on the date set forth above.
CONTRACTOR
AUTHORIZED SIGNATURE
Margaret Stemmler, Director
PRINTED NAME AND TITLE
24 W Camelback Rd., Ste A-538
Phoenix, AZ 85013
ADDRESS
February 1, 2024
DATE
MARICOPA COUNTY
CHAIRMAN, BOARD OF SUPERVISORS
DATE
ATTESTED:
CLERK OF THE BOARD
DATE
APPROVED AS TO FORM:
DEPUTY COUNTY ATTORNEY
DATE
SERIAL 240024-RFP
EXHIBIT A
VENDOR INFORMATION
VENDOR INFORMATION MUST MATCH INFORMATION CONTAINED IN BIDSYNC AND
MARICOPA COUNTY DEPARTMENT OF FINANCE VENDOR REGISTRATION.
PLEASE NOTE THAT VENDORS ARE REQUIRED TO COMPLETE REGISTRATION AT TO
AWARD AT THE MARICOPA DEPARTMENT OF FINANCE WEBSITE
(http://www.maricopa.gov/Finance/Vendors.aspx)***
COMPANY NAME:
Stemmler & Associates, LLC
DOING BUSINESS AS (dba):
FrameShift Group
MAILING ADDRESS:
24 W Camelback Rd., Ste A-538, Phoenix
AZ 85013
REMIT TO ADDRESS:
24 W Camelback Rd., Ste A-538, Phoenix
AZ 85013
TELEPHONE NUMBER:
602-314-5660
FAX NUMBER:
WWW ADDRESS:
www.frameshiftgroup.com
REPRESENTATIVE NAME:
Peggy Stemmler
REPRESENTATIVE TELEPHONE
NUMBER:
602-909-2991
REPRESENTATIVE EMAIL
ADDRESS
peggy@frameshiftgroup.com
YES
NO
REBATE
WILL ALLOW OTHER GOVERNMENTAL
ENTITIES TO PURCHASE FROM THIS
CONTRACT:
WILL ACCEPT PROCUREMENT CARD FOR
PAYMENT:
FUEL COMPRISES (if applicable) 0% OF TOTAL BID AMOUNT
PAYMENT TERMS: RESPONDENT IS REQUIRED TO PICK ONE OF THE FOLLOWING.
PAYMENT TERMS WILL BE CONSIDERED IN DETERMINING LOW BID. FAILURE TO CHOOSE
PAYMENT TERMS WILL RESULT IN A DEFAULT TO NET 30 DAYS.
NET 10 DAYS
NET 45 DAYS
1% 10 DAYS NET 30
DAYS
NET 15 DAYS
NET 60 DAYS
2% 30 DAYS NET 31 DAYS
NET 20 DAYS
NET 90 DAYS
1% 30 DAYS NET 31 DAYS
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NET 30 DAYS
2% 10 DAYS NET 30 DAYS
5% 30 DAYS NET 31
DAYS
EXHIBIT A-1
FEE SCHEDULE
SERIAL 240024-RFP
NIGP CODE:91858
COMPANY NAME:
Stemmler & Associates, LLC
DOING BUSINESS AS (DBA) NAME:
FrameShift Group
Year 1
Year 2
Year 3
1.1 PRINCIPAL (DIRECTOR)
200.00
$
200.00
$
$_______ PER HOUR
1.2 SENIOR CONSULTANT
95.00
$
100.00
$
$_______ PER HOUR
1.3 MANAGEMENT ANALYST
$_______
$_______
$_______ PER HOUR
1.4 CONSULTANT / SUBJECT MATTER EXPERT
1.4.1 LEADERSHIP DEVELOPMENT
$_______
$_______
$_______ PER HOUR
1.4.2 OPERATIONAL/CULTURAL
$_______
$_______
$_______ PER HOUR
1.4.3 HUMAN RESOURCES
$_______
$_______
$_______ PER HOUR
1.4.4 TRAINING DEVELOPMENT
$_______
$_______
$_______ PER HOUR
CONSULTANT
80.00
$
85.00
$
$_______ PER HOUR
1.5 TRAINER
$_______
$_______
$_______ PER HOUR
1.6 FACILITATOR
$_______
$_______
$_______ PER HOUR
1.7 ADMINISTRATIVE
$_______
$_______
$_______ PER HOUR
1.8 OTHER
COMMUNICATIONS/MARKETING
125.00
$
125.00
$
$_______ PER HOUR
,
,
EXPENSES AND GENERAL ADMINISTRATIVE FUNCTIONS. (SEE SECTION 2.6.2)
1.0 PRICING:
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EXHIBIT B
SCOPE OF WORK
LEADERSHIP DEVELOPMENT
What we do:
x
Work with current and emerging leaders to develop or strengthen leadership skills.
x
Coach leaders on how to intentionally promote a collaborative, positive group culture.
How we do it:
x
Coach emerging leaders at all levels of an organization to craft personal leadership goals and
identify strategies to achieve those goals.
x
Help these individuals to ‘test’ their ideas for improving their leadership skills in a measurable
way; including specific time to assess whether or not their ideas for change are achieving the
intended results.
x
Observe and provide feedback for clients about how they manage meetings, adhere to
agreed-upon decision-making processes, motivate other team members and whether they
are implementing relevant interventions to achieve their personal leadership goals.
x
Help individuals to build and strengthen personal capacities and skills for leading cross-
functional teams or community partnerships.
Examples:
x
Using an Emergent Learning framework, coaching leaders of a partnership between
Colorado’s WIC program and the Colorado Chapter of the American Academy of Pediatrics to
reframe their approach to expanding WIC services during a time of lean resources.
x
Coaching mid-level staff at an Arizona nonprofit on improving communications with
organizational leadership, and with effectively managing her own staff’s work.
x
Working with a junior staffer assigned to manage grantee teams from 12 states on setting and
achieving goals to develop job skills, running effective meetings, and how to best represent
the grant program to internal and external leadership.
ORGANIZATIONAL ANALYSIS AND PROCESS IMPROVEMENT
What we do:
x
Choose from a menu of quality improvement methodologies to apply the framework best
suited for the specific issue identified. Methodologies may include Emergent Learning™,
Prosci Change Management™, Lean/Six Sigma, or the Model for Improvement.
How we do it:
x
When feasible, assess organizational culture including management/ staff relationships and
communication to identify challenges to change management processes.
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x
Convene a project team that includes a leadership sponsor, individuals who use the process
or procedure, and other relevant members as needed. Define the problem and work with the
team to specify the desired outcome and metrics.
x
Follow the methodology that best fits the situation and the team involved.
x
Follow identified metrics during the process improvement phase, track tests of change, and
reflect on what changes were effective. When possible, do this on a small scale to allow for
adjustments if any change ideas fail to work as projected.
x
Once there is confidence in the path to improving the process, then scale up as needed using
an organizational change management approach.
x
Finally, monitor the process in the future, and make the process the easy thing to do and
backsliding next to impossible.
Examples:
x
Leading multiple health-care improvement projects for Arizona Chapter of the American
Academy of Pediatrics members that included 6-10 private practices, represented by teams
of a physician or advanced-practice nurse, medical assistant, and practice manager, through
a 9–12-month process to improve a specific area of their care delivery. Topic examples include
asthma care, developmental screening, care for children and youth with special health care
needs. All projects included measure sets to assess improvement.
x
Coaching grantee teams from 12 state oral health programs on methods to work with internal
teams and stakeholders to improve processes, including communication methods, with the
goal of increasing the number of pregnant people receiving oral health care during pregnancy
at targeted health care delivery sites. This included professional development for the teams
on process improvement methodologies and measurement.
x
Developed a process-improvement toolkit for the American Academy of Pediatrics, by
surveying providers on what process improvement tools would be helpful for them to
increase immunization coverage, creating templates for providers to use with their medical
teams, along with tips for how to coach their teams through the process of rolling out an
improvement initiative.
MANAGEMENT AND SUPERVISION TRAINING
What we do:
x
Develop and implement customized training initiatives that meet the specific needs of our
clients.
How we do it:
x
In partnership with both leadership and “on the ground” employees, create training initiatives
to help meet the needs of the intended audience(s). Depending on client input, steps could
include:
o Conduct a needs assessment to determine the training needs of the target
audience(s).
o Convene and facilitate a planning team/ steering committee that includes
representatives of the target audience, content experts, and other key stakeholders
to create a training plan.
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o Identify the intended results and/or learning objectives for a training initiative
o Based on the intended results/ learning objectives, identify the most appropriate
strategies and methods to use (lecture, group discussion, hands-on technical skill
training, virtual vs in-person format, etc.)
o Coordinate with subject matter experts and potential speakers, if needed. Ensure
they understand the audience and will focus on the needs of the group.
o Produce a report describing the results of the training initiative, including evaluation
results.
o Manage administrative tasks related to implementing the training initiative
(identifying location or most appropriate virtual platform, creating marketing
materials, setting up registration, communicating with speakers and participants,
arranging meals, handling technical side of virtual meetings, etc.)
o Serve as the “emcee” of in-person training programs.
o Facilitate group discussions.
o Conduct presentations and lectures, if FSG can provide expertise to the content.
x
Coach other subject matter experts in designing interactive training sessions which utilize a
variety of methods and techniques to promote adult learning.
Examples:
x
The FSG team has worked with The Arizona Partnership for Immunization (TAPI) for almost
20 years to deliver TIPS – Training on Immunization Practice Strategies. These trainings
support the Arizona Department of Health Services’ immunization programs by providing an
annual refresher course, including updated processes and information for providers, practice
managers, nurses, and medical assistants across Arizona. These trainings provide an overview
of vaccine-preventable diseases, and the management, storage, and handling of the second
largest expense to primary care practices - vaccine products. During COVID, these trainings
shifted from an annual in-person meeting to monthly virtual meetings, to keep the workforce
up to date with rapidly changing information.
x
FSG supported MCDPH in developing and executing trainings and workshops to enhance skills
and comfort levels for the County’s Medical Reserve Corps when immunizing people with
sensory disabilities.
SUCCESSION PLANNING
FSG does not provide these services
COACHING
What we do:
x
Coach mid- and senior-level leaders toward becoming a learning organization at all levels of
the organization to support organizational effectiveness.
x
Coach and model methods to interweave small but mighty team-building activities into
everyday convenings – trainings, professional development activities, and meetings.
How we do it:
SERIAL 240024-RFP
x
Coach individuals to use some simple tools, such as Before Action Reviews (BARs), and After-
Action Reviews (AARs) to ensure organizational learning and adaptation.
x
Coach leaders on tactics to create psychological safety in support of learning and be open to
differences and new ideas.
x
Help teams to create specific times to ‘pause’, reflect on whether work is going as planned,
and why or why not. Pausing allows time for learning and adjusting as needed.
x
When alignment with stakeholder groups is the target of an organizational effectiveness
initiative, we coach leadership through clearly describing the goals of the initiative,
determining how to evaluate success, and developing effective agendas to gather input and
expectations from stakeholders and to enlist their support in aligning with organizational
realities.
x
Observe and provide feedback for clients about how they manage meetings, adhere to
agreed-upon decision-making processes, motivate other team members and whether they
are implementing relevant interventions to achieve their organizational learning goals.
x
Coach individuals to build and strengthen personal capacities and skills for leading cross-
functional teams or community partnerships.
x
Model quick team-building activities that can be used in everyday settings; coach team
leaders to incorporate similar actions into their own work.
Examples:
x
As part of our work with Children’s Dental Health Project, the FSG Team provided coaching
services to Oral Health Bureau Chiefs from several different state health departments. These
coaching services centered on project implementation, but eventually shifted to helping the
bureau chiefs consider ways to sustain work, given current grant funding would cease. FSG
worked closely with one state team to develop a sustainability plan focused on aligning goals
with other health department bureaus. FSG helped those leaders create opportunities to
interact and build relationships with other departments, interpret strategic plans and
initiatives of those departments and seek out opportunities to support cross-departmental
efforts.
x
As the COVID-19 pandemic came to a close, FSG worked with the Delta Dental Foundation
(DDF) to plan a multi-day staff retreat and strategic planning meeting. This meeting provided
space for foundation employees to connect personally with one another through a variety of
structured and unstructured activities. It also allowed all staff members to reflect on the
achievements made throughout the pandemic, and how those key learnings should influence
how DDF designed work to meet their mission moving forward.
OTHER CONSULTING SERVICES
RESULTS-BASED MEETING FACILITATION
What we do:
x
Help clients to plan meetings strategically; to determine the intended results of a meeting or
event before embarking on agendas and tactics.
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x
Develop and facilitate agendas for meetings and events – virtual or in-person – that are
designed to achieve the outcomes specified by our clients. Results can range from leaving
with a list of potential solutions for complex problems to specifying individual actions to be
accomplished by participants to creating a sense of community and trust between
participants from different agencies and organizations who are working toward a common
purpose.
How we do it
x
Assist our clients to clearly identify the intended results of the meeting or event. These are
the actions and behaviors the client would like attendees to take after the event, and are
different from learning objectives.
x
Design a qualitative or quantitative strategy to evaluate success on achieving the intended
results.
x
Use the intended results to design a participatory, discussion-based meeting agenda that will
achieve those results.
x
Facilitate the meeting or event, including FSG facilitation of breakout sessions if relevant.
x
Provide summary notes, transcripts, or minutes as requested by the client.
x
Perform an After-Action Review to determine if intended results were achieved.
Examples:
x
The Arizona Partnership for Immunization (TAPI) is a coalition of diverse stakeholders who
work together to improve immunization coverage throughout Arizona. In March 2023, TAPI
convened a Vaccine Congress to help understand how the vaccine system has changed in the
post-COVID era. The goal of the Congress was to brainstorm – to gather as many ideas as
possible about the factors that are adversely impacting childhood immunization rates across
Arizona. During this one-day event, attendees from urban, suburban, rural, and tribal
communities, the Governor’s office, AHCCCS, ADHS and local health departments, primary
care providers, pharmacists, pharmaceutical representatives, and large health systems
generated an extensive list of detailed challenges and barriers they currently face. FSG
analyzed, categorized, and compiled a list of seven key drivers (system components) informed
by the results. TAPI convened a workgroup, facilitated by FSG, to identify areas of focus for
their upcoming Vaccine Congress in October 2023, where participants will be asked to suggest
potential actions and solutions that TAPI, and partners, could take to address the identified
problems.
x
Delta Dental Foundation (DDF) engaged FSG in 2022 to design and facilitate an Oral Health
Workforce Summit for Michigan. The goal of the Summit was to identify what it would take
to recruit, train, hire, and retain a diverse oral health workforce that serves all of Michigan.
Attendees represented academia, foundations, state and local health departments, the Indian
Health Service, Federally Qualified Health Centers, faith communities, professional
associations, and community organizers. FSG worked with DDF to design an agenda that
enabled active engaged discussion between these diverse groups and left with some key
actions for the upcoming year. A Steering Committee was established to follow-up on key
actions. In August 2023, during the 2nd Annual Summit, FSG elicited a long list of actions taken
not only by Steering Committee members, but also by community organizations and
participants that followed up on commitments from the previous year. This important and
challenging work is continuing, with FSG facilitating the initiative.
SERIAL 240024-RFP
PEER-LEARNING NETWORKS/ COMMUNITIES OF PRACTICE
What we do:
x
Convene people from different organizations who are doing similar work toward a common
goal. Facilitate meetings that create the space and culture for participants to share ideas,
successful – and failed - interventions to accelerate the group’s progress toward their goal.
How we do it:
x
Build a culture of trust so that participants are comfortable talking about their failures as well
as their successes, and challenge one another’s assumptions in a supportive way to develop
better solutions and create connections that endure outside of the meetings.
x
Engage individuals and teams to learn from each other’s experiences of testing and
implementing changes in real settings. For example, teams will share insights about
improvement team composition; changes that worked best or didn't work at all.
x
Keep the meetings focused on the common work of the group; help the group to avoid
distractions and “rabbit holes”.
x
Identify and track outcome measures over time; include contextual factors that enabled or
impeded successful implementation.
x
Encourage participants to share tactical resources, such as the tools and strategies they use
in communicating with customers, effective data displays, and methods for how they
developed effective partnerships.
x
Accelerate the collective learning during peer network meetings, using "all teach, all learn,"
interactive sessions that are designed for sharing of stories of the improvement journeys,
experiences of teams as well as celebrating successes.
x
Have the network meet frequently – monthly or bi-monthly – to prevent loss of the small
details that can make or break success.
x
Between meetings, maintain a listserv, through which participants will be able to share the
progress of their work and learn from each other’s successes and challenges, and coaches will
provide guidance.
Examples:
x
The Arizona School-Based Health Alliance’s Monthly Conversations are a recent example of
an FSG-facilitated peer learning network. Over the past 18 months, school nurses, school and
district leaders engaged in social-emotional learning and behavioral/mental health supports,
primary care providers, public health professionals, university faculty and others gather to
share their ideas and experiences to build connections between schools and physical and
behavioral health care organizations to support the health and well-being of students. Topics
for each month are determined by the group. The FSG team identifies individuals who have
questions for the group and prompts them to open the discussion. The discussions are robust,
and individuals have the opportunity to learn from, and share with, colleagues who are doing
similar work across the state.
PROJECT MANAGEMENT AND FACILITATION
What we do:
SERIAL 240024-RFP
x
Work with clients to develop a realistic timeline to execute a project and identify key
milestones and deliverables to be achieved within that timeline. Facilitate regular meetings
with appropriate personnel to identify progress being made, send reminders of pending tasks
as appropriate and ensure all team members have the tools and resources necessary to
implement their tasks.
How we do it:
x
Develop a project management tool to assist in planning and scheduling project deliverables.
For most teams, it is important this tool can communicate progress visually, such as a Gantt
chart.
x
Identify a lead project manager to provide direction and oversight to the team. This person is
responsible for facilitating the overall timeline, monitoring results over time, ensuring
measurement strategies are adhered to and communicating with team members and other
stakeholders as needed.
x
Facilitate the entire team through the process of clearly defining the project scope, including
the problem it is trying to address (if relevant), intended results of completing the project,
key milestones, necessary resources and important measures and budgetary considerations.
x
Create a written project plan, including SMART goals (specific, measurable, attainable,
realistic and timed), budget and a schedule of tasks assigned to each team member.
x
Oversee the execution of the project and adjust the project plan and timeline as needed and
appropriate.
Examples:
x
In late 2021, The Arizona Partnership for Immunization (TAPI) was approached by a funder to
create and execute an initiative to assess strengths and barriers school nurses and health
aides perceive in the school vaccination requirement process, identify educational learning
needs of school nurses and health aides related to vaccines, and to develop strategies to meet
those learning needs. Because of funding constraints, the project needed to be designed,
implemented and evaluated in a 3–4-month period. Because of staffing limitations, TAPI was
unable to dedicate time to implementing this initiative and hired FSG to convene TAPI and
the funder to design the project, and then manage execution. The project was a huge success
and TAPI was able to present findings at several meetings throughout the state, including
events sponsored by state and local health departments.
x
FSG has worked with the Arizona Alliance for Community Health Centers (AACHC) to plan and
execute several conferences. Ensuring an appropriate timeline which aligns with
organizational policy and procedure was critical to the success of these events, as well as
effectively facilitating a team of AACHC employees from multiple departments to fulfill their
duties in helping recruit speakers, plan to address technical challenges with virtual meeting
participants, and market the conference to AACHC membership. Many clients that use FSG
project management services report our project management skills result in improved team
morale, reduction of “scope creep” where a project team starts to implement activities not
directly related to achieving the intended goals of a project and improved customer
experience overall.
STRATEGIC PLANNING
What we do:
SERIAL 240024-RFP
x
Help organizations to set a clear strategy for the future, including measurable goals.
x
Help teams to set a clear strategy for a project or initiative, including measurable goals.
How we do it:
x
Use our Emergent Learning™ framework to enable organizations to set strategy for future
activities.
x
Review, affirm or amend the organization’s mission statement.
x
Help the planning team to clearly articulate their vision for the future.
x
Assess current activities, determine what is working, resources used, and how they are
aligned with future vision.
x
Determine which activities and strategies to continue, and how to adjust if needed.
x
Create a strategy for emerging issues – how the organization will incorporate unanticipated
needs or external circumstances.
x
Determine a measurement strategy – qualitative or quantitative – the organization can use
to assess success.
x
Identify SMART (specific, measurable, attainable, realistic and timed) or SMARTIE (specific,
measurable, attainable, realistic, timed, inclusive, equitable) goals as appropriate
Examples:
x
FSG worked with the Delta Dental Foundation (DDF) to update their strategic plan. The team
had two specific requests: to ensure that all funded projects used a health equity lens; and
that they would leave with a measurement strategy for their work. After reviewing and
affirming their mission statement and articulating their vision for the future, FSG led the team
through a series of exercises to review results of their past projects, both funded projects and
internal activities. We led the team through discussions to come to an agreement on what
they meant by the term “health equity lens”. Finally, they addressed four key funding areas
for future work, set the groundwork to establish metrics, and discussed organizational tactics
to begin to adjust operations.
SERIAL 240024-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.)
SERIAL 240024-RFP
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.
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.