NOI 230163 CONTRACT SONORAN PREVENTION WORKS PE.PDF

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CONTRACT PURSUANT TO PH NOI #230163 
 
This Contract is entered into this 1st day of September 2023 by and between Maricopa County (“County”), a 
political subdivision of the State of Arizona, and Sonoran Prevention Works, (“Contractor”) for the purchase of 
services related to Overdose Data to Action: Limiting Overdose through Collaborative Actions in Localities (OD2A: 
LOCAL) Program. 
 
1.0 
CONTRACT TERM: 
 
1.1 
This Contract is for a term of twelve (12) months, beginning on the 1st day of September 2023 and 
ending the 31st day of August 2024.  
 
1.2 
The County may, at its option and with the agreement of the Contractor, renew the term of this 
Contract for additional terms not to exceed a maximum term of five (5) years, (or at the County’s 
sole discretion, extend the contract on a month-to-month bases for a maximum of six (6) months 
after expiration).  The County shall notify the Contractor in writing of its intent to extend the 
Contract term at least sixty (60) calendar days prior to the expiration of the original contract term, 
or any additional term thereafter. 
 
1.3 
CONTRACT COMPLETION: 
 
The Contractor shall make all reasonable efforts for an orderly transition of its duties and 
responsibilities to another provider and/or to the County.  This may include, but is not limited to, 
the preparation of a transition plan and cooperation with the County or other providers in the 
transition. The transition includes the transfer of all records, and other data in the possession, 
custody or control of Contractor required to be provided to the County either by the terms of this 
agreement or as a matter of law. The provisions of this clause shall survive the expiration or 
termination of this agreement. 
 
2.0 
PRICE ADJUSTMENTS: 
 
Any requests for reasonable price adjustments must be submitted sixty (60) calendar days prior to the 
Contract expiration date.  Requests for adjustment in cost of labor and/or materials must be supported by 
appropriate documentation.  The reasonableness of the request will be determined by comparing the request 
with the Consumer Price Index or by performing a market survey. If County agrees to the adjusted price 
terms, County shall issue written approval of the change and provide an updated version of the Contract. The 
new change shall not be in effect until the date stipulated on the Contract. 
 
3.0 
PAYMENTS:
3.1 
As consideration for performance of the duties described herein, County shall pay Contractor the 
sum(s) stated in Exhibit “A.” 
 
3.2 
Payment shall be made upon the County’s receipt of a properly completed invoice. 
 
3.3 
INVOICES:

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3.3.1 
The Contractor shall submit one (1) legible copy of their detailed invoice before payment(s) 
will be made. Incomplete invoices will not be processed.  At a minimum, the invoice must 
provide the following information: 
 
• 
Company name, address, and contact 
• 
County bill-to name and contact information 
• 
Contract Serial Number and Title 
• 
County purchase order number 
• 
Invoice number and date 
• 
Payment terms 
• 
Deliverable description 
• 
Total Amount Due 
  
3.3.2 
Problems regarding billing or invoicing shall be directed to the Department as listed on the 
Purchase Order. 
  
3.3.3 
Payment shall only be made to the Contractor by Accounts Payable through the Maricopa 
County Vendor Express Payment Program.  This is an Electronic Funds Transfer (EFT) 
process.  After Contract Award the Contractor shall complete the Vendor Registration 
Form located on the County Department of Finance Vendor Registration Web Site located 
at https://azdom-vss-ext.hostams.com/PRDVSS2X1/Advantage4  
 
3.3.4 
Discounts offered in the contract shall be calculated based on the date a properly completed 
invoice is received by the County.  
  
3.3.5 
EFT payments to the routing and account numbers designated by the Contractor will 
include the details on the specific invoices that the payment covers.  The Contractor is 
required to discuss remittance delivery capabilities with their designated financial 
institution for access to those details. 
 
3.4 
APPLICABLE TAXES: 
 
3.4.1 
Payment of Taxes: The Contractor shall pay all applicable taxes. With respect to any 
installation labor on items that are not attached to real property performed by Contractor 
under the terms of this Contract, the installation labor cost and the gross receipts for 
materials provided shall be listed separately on the Contractor’s invoices. 
 
3.4.2 
State and Local Transaction Privilege Taxes: To the extent any State and local transaction 
privilege taxes apply to sales made under the terms of this Contract it is the responsibility 
of the seller to collect and remit all applicable taxes to the proper taxing jurisdiction of 
authority. 
 
3.4.3 
Tax Indemnification: Contractor and all subcontractors shall pay all Federal, State, and 
local taxes applicable to its operation and any persons employed by the Contractor. 
Contractor shall require all subcontractors to hold Maricopa County harmless from any 
responsibility for taxes, damages and interest, if applicable, contributions required under 
Federal, and/or State and local laws and regulations, and any other costs including 
transaction privilege taxes, unemployment compensation insurance, Social Security, and 
Worker’s Compensation. 
 
3.5 
TAX (SERVICES): 
 
No tax shall be invoiced or paid against Contractor’s labor. It is the responsibility of the Contractor 
to determine any and all applicable taxes.  
4.0 
AVAILABILITY OF FUNDS:
4.1 
The provisions of this Contract relating to payment for services shall become effective when funds 
assigned for the purpose of compensating the Contractor as herein provided are available to County

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for disbursement.  The County shall be the sole judge and authority in determining the availability 
of funds under this Contract.  County shall keep the Contractor fully informed as to the availability 
of funds. 
 
4.2 
If any action is taken by, any State agency, Federal department, or any other agency or 
instrumentality to suspend, decrease, or terminate its fiscal obligations under, or in connection with, 
this Contract, County may amend, suspend, decrease, or terminate its obligations under, or in 
connection with, this Contract.  In the event of termination, County shall be liable for payment only 
for services rendered prior to the effective date of the termination, provided that such services are 
performed in accordance with the provisions of this Contract.  County shall give written notice of 
the effective date of any suspension, amendment, or termination under this Section, at least ten (10) 
days in advance. 
 
5.0 
DUTIES: 
 
5.1 
The Contractor shall perform all duties stated in Exhibit “B”, or as otherwise directed in writing by 
the Procurement Officer. 
 
6.0 
TERMS AND CONDITIONS: 
 
6.1 
INDEMNIFICATION: 
 
To the fullest extent permitted by law, and to the extent that claims, damages, losses or expenses are 
not covered and paid by insurance purchased by the Contractor, the Contractor shall defend 
indemnify and hold harmless the County (as Owner), its agents, representatives, agents, officers, 
directors, officials, and employees from and against all claims, damages, losses, and expenses 
(including, but not limited to attorneys' fees, court costs, expert witness fees, and the costs and 
attorneys' fees for appellate proceedings) arising out of, or alleged to have resulted from the 
negligent acts, errors, omissions, or mistakes relating to the performance of this Contract. 
 
Contractor's duty to defend, indemnify, and hold harmless the County, its agents, representatives, 
agents, officers, directors, officials, and employees shall arise in connection with any claim, damage, 
loss, or expense that is attributable to bodily injury, sickness, disease, death or injury to, impairment 
of, or destruction of tangible property, including loss of use resulting there from, caused by negligent 
acts, errors, omissions, or mistakes in the performance of this Contract, but only to the extent caused 
by the negligent acts or omissions of the Contractor, a subcontractor, any one directly or indirectly 
employed by them, or anyone for whose acts they may be liable, regardless of whether or not such 
claim, damage, loss, or expense is caused in part by a party indemnified hereunder. 
 
The amount and type of insurance coverage requirements set forth herein will in no way be construed 
as limiting the scope of the indemnity in this paragraph. 
 
The scope of this indemnification does not extend to the sole negligence of County. 
 
6.2 
INSURANCE: 
 
6.2.1 
Contractor, at Contractor’s own expense, shall purchase and maintain the herein stipulated 
minimum insurance from a company or companies duly licensed by the State of Arizona 
and possessing a current A.M. Best, Inc. rating of B++. In lieu of State of Arizona licensing, 
the stipulated insurance may be purchased from a company or companies, which are 
authorized to do business in the State of Arizona, provided that said insurance companies 
meet the approval of County.  The form of any insurance policies and forms must be 
acceptable to County. 
 
 
 
6.2.2 
All insurance required herein shall be maintained in full force and effect until all work or 
service required to be performed under the terms of the Contract is satisfactorily completed 
and formally accepted.  Failure to do so may, at the sole discretion of County, constitute a 
material breach of this Contract.

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6.2.3 
Contractor’s insurance shall be primary insurance as respects County, and any insurance 
or self-insurance maintained by County shall not contribute to it. 
 
6.2.4 
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. 
 
6.2.5 
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. 
 
6.2.6 
The insurance policies required by this Contract, except Workers’ Compensation and 
Errors and Omissions, shall name County, its agents, representatives, officers, directors, 
officials and employees as Additional Insureds. 
 
6.2.7 
The policies required hereunder, except Workers’ Compensation and Errors and 
Omissions, shall contain a waiver of transfer of rights of recovery (subrogation) against 
County, its agents, representatives, officers, directors, officials and employees for any 
claims arising out of Contractor’s work or service. 
 
6.2.8 
Commercial General Liability: 
 
Commercial General Liability insurance and, if necessary, Commercial Umbrella 
insurance with a limit of not less than $2,000,000 for each occurrence, $4,000,000 
Products/Completed Operations Aggregate, and $4,000,000 General Aggregate Limit.  The 
policy shall include coverage for premises liability, bodily injury, broad form property 
damage, personal injury, products and completed operations and blanket contractual 
coverage, 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. 
 
6.2.9 
Automobile Liability: 
 
Commercial/Business Automobile Liability insurance and, if necessary, Commercial 
Umbrella insurance with a combined single limit for bodily injury and property damage of 
not less than $2,000,000 each occurrence with respect to any of the Contractor’s owned, 
hired, and non-owned vehicles assigned to or used in performance of the Contractor’s work 
or services or use or maintenance of the premises under this Contract.  
 
6.2.10 
Workers’ Compensation: 
 
Workers’ Compensation insurance to cover obligations imposed by Federal and State 
statutes having jurisdiction of Contractor’s employees engaged in the performance of the 
work or services under this Contract; and Employer’s Liability insurance of not less than 
$1,000,000 for each accident, $1,000,000 disease for each employee, and $1,000,000 
disease policy limit.  
 
Contractor, its contractors and its subcontractors waive all rights against Contract and its 
agents, officers, directors and employees for recovery of damages to the extent these 
damages are covered by the Workers’ Compensation and Employer’s Liability, or 
commercial umbrella liability insurance obtained by Contractor, its contractors and its 
subcontractors pursuant to this Contract. 
 
6.2.11 
Certificates of Insurance:

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6.2.11.1 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. 
 
6.2.11.2 In the event any insurance policy(ies) required by this Contract is(are) written on 
a claims made basis, coverage shall extend for two years past completion and 
acceptance of Contractor’s work or services and as evidenced by annual 
Certificates of Insurance. 
 
6.2.11.3 If a policy does expire during the life of the Contract, a renewal certificate must 
be sent to County fifteen (15) calendar days prior to the expiration date. 
 
6.2.12 
Cancellation and Expiration Notice: 
 
Applicable to all insurance policies required within the Insurance Requirements of this 
Contract, Contractor’s insurance shall not be permitted to expire, be suspended, be 
canceled, or be materially changed for any reason without thirty (30) days prior written 
notice to Maricopa County. Contractor must provide to Maricopa County, within two (2) 
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 4041 N. Central Avenue, #1400, 
Phoenix, AZ 85012 or emailed to the Procurement Officer noted in the solicitation. 
 
6.3 
FORCE MAJEURE: 
 
6.3.1 
Neither party shall be liable for failure of performance, nor incur any liability to the other 
party on account of any loss or damage resulting from any delay or failure to perform all 
or any part of this Contract if such delay or failure is caused by events, occurrences, or 
causes beyond the reasonable control and without negligence of the parties.  Such events, 
occurrences, or causes will include Acts of God/Nature (including fire, flood, earthquake, 
storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities 
(whether war is declared or not), civil war, riots, rebellion, revolution, insurrection, military 
or usurped power or confiscation, terrorist activities, nationalization, government sanction, 
lockout, blockage, embargo, labor dispute, strike, interruption or failure of electricity or 
telecommunication service. 
 
6.3.2 
Each party, as applicable, shall give the other party notice of its inability to perform and 
particulars in reasonable detail of the cause of the inability.  Each party must use best 
efforts to remedy the situation and remove, as soon as practicable, the cause of its inability 
to perform or comply. 
 
6.3.3 
The party asserting Force Majeure as a cause for non-performance shall have the burden 
of proving that reasonable steps were taken to minimize delay or damages caused by 
foreseeable events, that all non-excused obligations were substantially fulfilled, and that 
the other party was timely notified of the likelihood or actual occurrence which would 
justify such an assertion, so that other prudent precautions could be contemplated. 
 
6.4 
WARRANTY OF SERVICES: 
 
6.4.1 
The Contractor warrants that all services provided hereunder will conform to the 
requirements of the Contract, including all descriptions, specifications and attachments 
made a part of this Contract.  County’s acceptance of services or goods provided by the 
Contractor shall not relieve the Contractor from its obligations under this warranty.

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6.4.2 
In addition to its other remedies, County may, at the Contractor's expense, require prompt 
correction of any services failing to meet the Contractor's warranty herein.  Services 
corrected by the Contractor shall be subject to all the provisions of this Contract in the 
manner and to the same extent as services originally furnished hereunder. 
 
6.5 
INSPECTION OF SERVICES: 
 
6.5.1 
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. 
 
6.5.2 
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. 
 
6.5.3 
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: 
 
6.5.3.1 Require the Contractor to take necessary action to ensure that future performance 
conforms to Contract requirements; and 
 
6.5.3.2 Reduce the Contract price to reflect the reduced value of the services performed. 
 
6.5.4 
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: 
 
6.5.4.1 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 
 
6.5.4.1 Terminate the Contract for default. 
 
6.6 
ORDERING AUTHORITY: 
 
Any request for purchase shall be accompanied by a valid purchase order, issued by Office of 
Procurement Services, a Purchase Order issued by the using Department or direction by a Certified 
Agency Procurement Aid (CAPA) with a Purchase Card for payment. 
 
6.7 
NO MINIMUM OR MAXIMUM PURCHASE OBLIGATION: 
 
6.7.1 
This Contract does not guarantee any minimum or maximum purchases will be made. 
Orders will only be placed under this Contract when the County identifies a need and 
proper authorization and documentation have been approved. 
 
6.7.2 
Contractors agree to accept verbal notification of cancellation of Purchase Orders from the 
County Procurement Officer with written notification to follow. Contractor specifically 
acknowledges to be bound by this cancellation policy. 
 
6.8 
PURCHASE ORDERS: 
 
County reserves the right to cancel Purchase Orders within a reasonable period of time after 
issuance.  Should a Purchase Order be canceled, the County agrees to reimburse the Contractor for 
actual and documentable costs incurred by the Contractor in response to the Purchase Order. The 
County will not reimburse the Contractor for any costs incurred after receipt of County notice of 
cancellation, or for lost profits, shipment of product prior to issuance of Purchase Order, etc.

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6.9 
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. 
 
6.10 
STOP WORK ORDER:  
 
The Procurement Officer may, at any time, by written order to the Contractor, require the Contractor 
to stop all, or any part, of the work called for by this contract for a period of ninety (90) calendar 
days after the order is delivered to the Contractor, and for any further period to which the parties 
may agree. The order shall be specifically identified as a stop work order issued under this clause. 
Upon receipt of the order, the Contractor shall immediately comply with its terms and take all 
reasonable steps to minimize the incurrence of costs allocable to the work covered by the order 
during the period of work stoppage. Within a period of 90 calendar days after a stop-work is 
delivered to the Contractor, or within any extension of that period to which the parties shall have 
agreed, the Procurement Officer shall either:  
 
6.10.1 
Cancel the stop work order; or  
 
6.10.2 
Terminate the work covered by the order as provided in the Default, or the Termination for 
Convenience clause of this Contract. 
 
6.10.3 
The Procurement Officer may make an equitable adjustment in the delivery schedule 
and/or Contract price, or otherwise, and the Contract shall be modified, in writing, 
accordingly, if the Contractor demonstrates that the stop work order resulted in an increase 
in costs to the Contractor. 
 
6.11 
TERMINATION FOR CONVENIENCE: 
 
Maricopa County may terminate the Contract for convenience by providing sixty (60) calendar days 
advance notice to the Contractor. 
 
6.12 
TERMINATION FOR DEFAULT: 
 
The County may, by written notice of default to the Contractor, terminate this Contract in whole or 
in part if the Contractor fails to: 
 
6.12.1 
Deliver the supplies or to perform the services within the time specified in this Contract or 
any extension;  
 
6.12.2 
Make progress, so as to endanger performance of this Contract; or  
 
6.12.3 
Perform any of the other provisions of this Contract.  
 
The County’s right to terminate this contract under these subparagraphs may be exercised if the 
Contractor does not cure such failure within ten (10) business days (or more if authorized in writing 
by the County) after receipt of the notice from the Procurement Officer specifying the failure. 
 
6.13 
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

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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. 
 
6.14 
WRITTEN CERTIFICATION PURSUANT to A.R.S. § 35-393.01:  
 
If Contractor engages in for-profit activity and has 10 or more employees, and if this agreement has 
a value of $100,000 or more, Contractor 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. 
 
6.15 
WRITTEN CERTIFICATION PURSUANT to A.R.S. § 35-394: 
 
Contractor warrants and certifies that it does not currently, and agrees for the duration of the 
Agreement, that it will not use: 
 
1. the forced labor of ethnic Uyghurs in the People's Republic of China, 
2. any goods or services produced by the forced labor of ethnic Uyghurs in the People's 
Republic of China, 
3. any contractors, subcontractors or suppliers that use the forced labor or any goods or 
services produced by the forced labor of ethnic Uyghurs in the People's Republic of 
China. 
 
If Contractor becomes aware during the term of this Agreement that the Contractor is not in 
compliance with this paragraph, 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 of the 180-day period, the agreement terminates on the  
agreement termination date.  
 
6.16 
CONTRACTOR LICENSE REQUIREMENT: 
 
The Contractor shall procure all permits, insurance, licenses and pay the charges and fees necessary 
and incidental to the lawful conduct of his/her business, and as necessary complete any required 
certification requirements, required by any and all governmental or non-governmental entities as 
mandated to maintain compliance with and in good standing for all permits and/or licenses.  The 
Contractor shall keep fully informed of existing and future trade or industry requirements, Federal, 
State and Local laws, ordinances, and regulations which in any manner affect the fulfillment of a 
Contract and shall comply with the same. Contractor shall immediately notify both Office of 
Procurement Services and the Department of all changes concerning permits, insurance, or licenses. 
 
6.17 
SUBCONTRACTING: 
 
6.17.1 
The Contractor may not assign to another contractor or subcontract to another party for 
performance of the terms and conditions hereof without the written consent of the County.  
All correspondence authorizing subcontracting must reference the Contract Number and 
identify the job project. 
 
6.17.2 
The Subcontractor’s rate for the job shall not exceed that of the Prime Contractor’s rate, as 
bid in the pricing section, unless the Prime Contractor is willing to absorb any higher rates, 
or the County has approved the increase.  The Subcontractor’s invoice shall be invoiced 
directly to the Prime Contractor, who in turn shall pass-through the costs to the County, 
without mark-up.  A copy of the Subcontractor’s invoice must accompany the Prime 
Contractor’s invoice.

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6.18 
AMENDMENTS: 
 
All amendments to this Contract shall be in writing and approved/signed by both parties. The 
designated Procurement Officer shall be responsible for approving all amendments for Maricopa 
County. 
 
6.19 
ADDITIONS/DELETIONS OF REQUIREMENTS: 
 
The County reserves the right to add and/or delete materials and services to a Contract.  If a service 
requirement is deleted, payment to the Contractor will be reduced proportionately to the amount of 
service reduced in accordance with the bid price.  If additional materials or services are required 
from a Contract, prices for such additions will be negotiated between the Contractor and the County. 
 
6.20 
STRICT COMPLIANCE: 
 
Acceptance by County of a performance that is not in strict compliance with the terms of the 
Contract shall not be deemed to be a waiver of strict compliance with respect to all other terms of 
the Contract. 
 
6.21 
VALIDITY: 
 
The invalidity, in whole or in part, of any provision of this Contract shall not void or affect the 
validity of any other provision of the Contract. 
 
6.22 
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. 
 
6.23 
RIGHTS IN DATA: 
 
The County shall have the use of data and reports resulting from a Contract without additional cost 
or other restriction except as may be established by law or applicable regulation.  Each Party shall 
supply to the other Party, upon request, any available information that is relevant to a Contract and 
to the performance thereunder. 
 
6.24 
NON-DISCRIMINATION: 
 
Contractor agrees to comply with all provisions and requirements of Arizona Executive Order 2009-
09 including flow down of all provisions and requirements to any subcontractors. Executive Order 
2009-09 supersedes Executive order 99-4 and amends Executive order 75-5 and may be viewed and 
downloaded 
at 
the 
Arizona 
State 
Library 
Research 
website 
(http://azmemory.azlibrary.gov/cdm/singleitem/collection/execorders/id/680/rec/1) 
which 
is 
hereby incorporated into this contract as if set forth in full herein. During the performance of this 
Contract, Contractor shall not discriminate against any employee, client, or any other individual in 
any way because of that person’s age, race, creed, color, religion, sex, disability, or national origin. 
 
6.25 
CERTIFICATION REGARDING DEBARMENT AND SUSPENSION: 
 
6.25.1 
The undersigned (authorized official signing on behalf of the Contractor) certifies to the 
best of his or her knowledge and belief that the Contractor, it’s current officers and 
directors; 
 
6.25.1.1 are not presently debarred, suspended, proposed for debarment, declared 
ineligible, or voluntarily excluded from being awarded any contract or grant by 
any United States Department or Agency or any state, or local jurisdiction; 
 
6.25.1.2 have not within three (3) year period preceding this Contract;

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6.25.1.2.1 been convicted of fraud or any criminal offense in connection with 
obtaining, attempting to obtain, or as the result of performing a 
government entity (Federal, State or local) transaction or contract; and  
 
6.25.1.2.2 been convicted of violation of any Federal or State antitrust statues or 
conviction for embezzlement, theft, forgery, bribery, falsification or 
destruction of records, making false statements, or receiving stolen 
property regarding a government entity transaction or contract;  
 
6.25.1.2.3 are not presently indicted or  criminally  charged by a government 
entity (Federal, State or local) with commission of any criminal 
offenses in connection with obtaining, attempting to obtain, or as the 
result of performing a government entity public (Federal, State or 
local) transaction or contract; and are not presently facing any civil 
charges from any governmental entity regarding obtaining, attempting 
to obtain, or from performing any governmental entity contract or 
other transaction; and have not within a three (3) year period preceding 
this Contract had any  public transaction (Federal, State or local) 
terminated for cause or default. 
 
6.25.1.3 If any of the above circumstances described in the paragraph are applicable to the 
entity submitting a bid for this requirement, include with your bid an explanation 
of the matter including any final resolution. 
 
6.25.2 
The Contractor shall include, without modification, this clause in all lower tier covered 
transactions (i.e., transactions with Subcontractors) and in all solicitations for lower tier 
covered transactions related to this Contract.   
 
6.26 
VERIFICATION REGARDING COMPLIANCE WITH A.R.S. §41-4401 AND FEDERAL 
IMMIGRATION LAWS AND REGULATIONS: 
 
6.26.1 
By entering into the Contract, the Contractor warrants compliance with the Immigration and 
Nationality Act (INA using E-verify) and all other Federal immigration laws and regulations 
related to the immigration status of its employees and A.R.S. §23-214(A).  The Contractor 
shall obtain statements from its subcontractors certifying compliance and shall furnish the 
statements to the Procurement Officer upon request.  These warranties shall remain in effect 
through the term of the Contract.  The Contractor and its subcontractors shall also maintain 
Employment Eligibility Verification forms (I-9) as required by the Immigration Reform and 
Control Act of 1986, as amended from time to time, for all employees performing work under 
the Contract and verify employee compliance using the E-verify system and shall keep a 
record of the verification for the duration of the employee’s employment or at least three (3) 
years, whichever is longer.  I-9 forms are available for download at USCIS.GOV. 
 
6.26.2 
The County retains the legal right to inspect Contractor and subcontractor employee 
documents performing work under this Contract to verify compliance with paragraph 6.26.1 
of this Section.  Contractor and subcontractor shall be given reasonable notice of the County’s 
intent to inspect and shall make the documents available at the time and date specified.  
Should the County suspect or find that the Contractor or any of its subcontractors are not in 
compliance, the County will consider this a material breach of the Contract and may pursue 
any and all remedies allowed by law, including, but not limited to; suspension of work, 
termination of the Contract for default, and suspension and/or debarment of the Contractor. 
All costs necessary to verify compliance are the responsibility of the Contractor. 
 
6.27 
INFLUENCE: 
 
As prescribed in MC1-1203 of the Maricopa County Procurement Code, any effort to influence an 
employee or agent to breach the Maricopa County Ethical Code of Conduct or any ethical conduct 
may be grounds for Disbarment or Suspension under MC1-902.

Page 11 of 28 
 
  
An attempt to influence includes, but is not limited to: 
 
6.27.1 
A Person offering or providing a gratuity, gift, tip, present, donation, money, entertainment 
or educational passes or tickets, or any type of valuable contribution or subsidy, 
 
6.27.2 
That is offered or given with the intent to influence a decision, obtain a contract, garner 
favorable treatment, or gain favorable consideration of any kind. 
 
If a Person attempts to influence any employee or agent of Maricopa County, the Chief Procurement 
Officer, or his designee, reserves the right to seek any remedy provided by the Maricopa County 
Procurement Code, any remedy in equity or in the law, or any remedy provided by this contract.   
 
6.28 
CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO 
INFORM EMPLOYEES OF WHISTLERBLOWER RIGHTS: 
 
6.28.1 
The Parties agree that this Contract and employees working on this Contract will be subject 
to the whistleblower rights and remedies in the pilot program on Contractor employee 
whistleblower protections established at 41 U.S.C. § 4712 by section 828 of the National 
Defense Authorization Act for Fiscal Year 2013 (Pub. L. 112–239) and section 3.908 of 
the Federal Acquisition Regulation. 
 
6.28.2 
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. 
 
6.28.3 
Contractor shall insert the substance of this clause, including this paragraph, in all 
subcontracts over the simplified acquisition threshold ($150,000 as of September 2013). 
 
6.29 
UNIFORM ADMINISTRATIVE REQUIREMENTS: 
 
By entering into this Contract, 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. 
 
6.30 
ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR 
OTHER REVIEW: 
 
6.30.1 
In accordance with section MC1-371 of the Maricopa County Procurement Code the 
Contractor agrees to retain (physical or digital copies of) all books, records, accounts, 
statements, reports, files, and other records and back-up documentation relevant to this 
Contract for six (6) years after final payment or until after the resolution of any audit 
questions which could be more than six (6) years, whichever is latest.  The County, Federal 
or State auditors and any other persons duly authorized by the Department shall have full 
access to, and the right to examine, copy and make use of, any and all said materials. 
 
6.30.2 
If the Contractor’s books, records, accounts, statements, reports, files, and other records 
and back-up documentation relevant to this Contract are not sufficient to support and 
document that requested services were provided, the Contractor shall reimburse Maricopa 
County for the services not so adequately supported and documented.  
 
6.31 
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

Page 12 of 28 
 
either an adjustment to future invoices, request for credit, request for a check or a deduction from 
current invoices submitted by the Contractor equal to the amount of the disallowance, or to require 
reimbursement forthwith of the disallowed amount by the Contractor by issuing a check payable to 
Maricopa County. 
 
6.32 
OFFSET FOR DAMAGES: 
 
In addition to all other remedies at Law or Equity, the County may offset from any money due to 
the Contractor any amounts Contractor owes to the County for damages resulting from breach or 
deficiencies in performance of the Contract. 
 
6.33 
CONFIDENTIAL INFORMATION: 
 
Any information obtained in the course of performing this Contract may include information that is 
proprietary or confidential to the County. This provision establishes the Contractor’s obligation 
regarding such information. 
 
The Contractor shall establish and maintain procedures and controls that are adequate to assure that 
no information contained in its records and/or obtained from the County or from others in carrying 
out its functions (services) under the Contract shall be used by or disclosed by it, its agents, officers, 
or employees, except as required to efficiently perform duties under the Contract. The Contractor’s 
procedures and controls at a minimum must be the same procedures and controls it uses to protect 
its own proprietary or confidential information. If, at any time during the duration of the Contract, 
the County determines that the procedures and controls in place are not adequate, the Contractor 
shall institute any new and/or additional measures requested by the County within fifteen (15) 
calendar days of the written request to do so. 
 
Any requests to the Contractor for County proprietary or confidential information shall be referred 
to the County for review and approval, prior to any dissemination. 
 
6.34 
PUBLIC RECORDS: 
 
Under Arizona law, all Offers submitted and opened are public records and must be retained by the 
Records Manager at the Office of Procurement Services. Offers shall be open to public inspection 
and copying after Contract award and execution, except for such Offers or sections thereof 
determined to contain proprietary or confidential information by the Office of Procurement Services. 
If an Offeror believes that information in its Offer or any resulting Contract should not be released 
in response to a public record request under Arizona law, the Offeror shall indicate the specific 
information deemed confidential or proprietary and submit a statement with its offer detailing the 
reasons that the information should not be disclosed.  Such reasons shall include the specific harm 
or prejudice which may arise from disclosure. The Records Manager of the Office of Procurement 
Services shall determine whether the identified information is confidential pursuant to the Maricopa 
County Procurement Code.
6.35 
PRICES: 
 
Contractor warrants those prices extended to County under this Contract are no higher than those 
paid by any other customer for these or similar services. 
 
6.36 
INTEGRATION: 
 
This Contract represents the entire and integrated agreement between the parties and supersedes all 
prior negotiations, proposals, communications, understandings, representations, or agreements, 
whether oral or written, express or implied. 
 
6.37 
RELATIONSHIPS: 
 
6.37.1 
In the performance of the services described herein, the Contractor shall act solely as an 
Independent Contractor or Subrecipient, and nothing herein or implied herein shall at any

Page 13 of 28 
 
time be construed as to create the relationship of employer and employee, co-employee, 
partnership, principal and agent, or joint venture between the County and the Contractor. 
 
6.37.2 
For Task Order contracts: The County reserves the right of final approval on proposed staff 
for all services performed.  Also, upon request by the County, the Contractor shall be 
required to remove any employees working on County projects and substitute personnel 
based on the discretion of the County within two (2) business days, unless previously 
approved by the County. 
 
 
6.38 
REQUIREMENTS FOR SUBRECIPIENTS OF FEDERAL FUNDING OF NON-RESEARCH 
GRANTS AND COOPERATIVE AGREEMENTS: 
 
 
6.38.1 
Federal Regulations and Policies: 
 
6.38.2.1  Coronavirus State and Local Fiscal Recovery Funds- Final Rule (31 CFR Part 
35) https://www.ecfr.gov/current/title-31/subtitle-A/part-35 
   
6.38.2.2 Coronavirus State and Local Fiscal Recovery Funds Guidance on Recipient 
Compliance and Reporting Responsibilities (General Guidance)  
 
6.38.2.3 Uniform Administrative Requirements, Cost Principles, and Audit Requirement 
for HHS Awards (45 CFR Part 75) - Part 75—Uniform Administrative 
Requirements, Cost Principles, and Audit Requirements for HHS Awards 
6.38.2.4 Uniform Administrative Requirements, Cost Principles, and Audit Requirements, 
Cost Principles, and Audit Requirements for Federal Awards (2 CFR Part 
200) – Uniform Administrative Requirements, Cost Principles, and Audit 
Requirements for Federal Awards 
6.38.2.5 HHS Grants Policies and Regulations - 
https://www.hhs.gov/grants/grants/grants-policies-regulations/index.html  
6.38.2.6 HHS Grants Policy Statement - 
https://www.hhs.gov/sites/default/files/grants/grants/policies-
regulations/hhsgps107.pdf 
6.38.2.7 HHS Acquisition Regulation (HHSAR) - 
https://www.hhs.gov/grants/contracts/contract-policies-
regulations/hhsar/index.html 
6.38.2.8 Coronavirus Disease 2019 (COVID-19) Funds – As a recipient of funds 
awarded by HHS under one or more Coronavirus funding initiatives, Contractor 
agrees to: 
 
6.38.2.8.1 
As applicable to the award, comply with existing and/or future 
directives and guidance from HHS regarding control of the spread 
of COVID-19 
6.38.2.8.2 
In consultation and coordination with HHS, provide, 
commensurate with the condition of the individual, COVID-19 
patient care regardless of the individual’s home jurisdiction and/or 
appropriate public health measures (e.g., social distancing, home 
isolation) 
6.38.2.8.3 
Assist the United States Government in the implementation and 
enforcement of federal orders related to quarantine and isolation. 
6.38.2.8.4 
To the extent applicable, comply with Section 18115 of the 
CARES Act, with respect to the reporting to the HHS Secretary of

Page 14 of 28 
 
results of tests intended to detect SARS–CoV–2 or to diagnose a 
possible case of COVID–19.  
6.38.2.8.5 
The CDC has provided recommendations and guidelines to help 
mitigate and prevent COVID-19 and has identified vaccines and 
masks as two of the best tools to prevent the spread of COVID-19. 
The interim final rule and final rule help support recipients in 
stopping the spread of COVID-19 through these recommendations 
and guidelines. 
 
6.38.3 
Funding Restrictions and Limitations: 
6.38.3.1 HHS Policy on Promoting Efficient Spending - 
https://www.hhs.gov/grants/contracts/contract-policies-regulations/efficient-
spending/index.html 
6.38.3.2 Federal Restrictions on Lobbying for HHS Financial Assistance Recipients - 
https://www.hhs.gov/grants/grants/grants-policies-regulations/lobbying-
restrictions.html 
6.38.3.3 CDC General Terms and Conditions for Non-Research Awards - 
https://www.cdc.gov/grants/documents/General-Terms-and-Conditions-Non-
Research-Awards.pdf 
 
6.38.3.4 None of the funds, materials, property, or services contributed by the County, 
Contractor, or Subcontractor under the terms of this Contract may be used for 
any partisan political activities or used to further the election or defeat of any 
candidate for public office. 
 
6.38.3.5 Telecommunications and video surveillance equipment, including entities 
owned or controlled by the People’s Republic of China are unallowable costs? 
(2 C.F.R. 200.471, 2 C.F.R. 200.216) 
 
6.38.3.6 Section 602(c)(2)(A) of the Social Security Act provides that states and 
territories may not “use the funds … to either directly or indirectly offset a 
reduction in … net tax revenue … resulting from a change in law, regulation, or 
administrative interpretation during the covered period that reduces any tax … 
or delays the imposition of any tax or tax increase.” ? (pg. 314 SLFRF) 
 
6.38.3.7 Sections 602(c)(2)(B) and 603(c)(2) prohibit all recipients, except Tribal 
governments, from using funds for deposit into any pension fund. 
 
6.38.3.8 Use of funds for debt service, to replenish financial reserves, or to satisfy an 
obligation arising from a judicial settlement are unallowable. 
 
6.38.3.9 Award recipients may not use funds for a program that undermines practices 
included in the CDC’s guidelines and recommendations for stopping the spread 
of COVID-19 
 
6.38.3.9.1 
This includes but is not limited: 
6.38.3.9.1.1 to pay off business fines incurred as a violation of 
vaccination or safety requirements. 
6.38.3.9.1.2 requiring that businesses abstain from requiring mask use 
or employee vaccination as a condition of receiving 
SLFRF funds. 
6.38.3.9.1.3  self-dealing or violation of ethics rules provided by OMB 
(Office of Management and Budget Uniform Guidance). 
6.38.3.10 
Award recipients also required to comply with other federal, state, and 
local background laws, including environmental laws and federal civil rights and

Page 15 of 28 
 
nondiscrimination requirements, which include prohibitions on discrimination 
on the basis of race, color, national origin, sex, (including sexual orientation and 
gender identity), religion, disability, or age, or familial status (having children 
under the age of 18). 
 
6.38.4 
Required Disclosures for Federal Awardee Performance and Integrity Information 
System (FAPIIS) - Consistent with 45 CFR 75.113, Contractor must disclose, in a timely 
manner in writing to MCDPH and the HHS Office of Inspector General (OIG), all 
information related to violations of federal criminal law involving fraud, bribery, or 
gratuity violations potentially affecting this federal award. Disclosures must be sent in 
writing to the assigned GMS/GMO identified in the NOA and to the HHS OIG at the 
following address:  
U.S. Department of Health and Human Services 
Office of the Inspector General 
ATTN: Mandatory Grant Disclosures, Intake Coordinator 
330 Independence Avenue, SW Cohen Building, Room 5527 
Washington, DC 20201 
Fax: (202)-205-0604 (Include “Mandatory Grant Disclosures” in subject line) 
Email: MandatoryGranteeDisclosures@oig.hhs.gov  
6.38.5 
Acknowledgment of Federal Funding:  
 
6.38.5.1 When issuing statements, press releases, publications, requests for proposal, bid 
solicitations and other documents -- such as tool-kits, resource guides, websites, 
and presentations (hereafter “statements”) -- describing the projects or programs 
funded in whole or in part by the U.S. Department of Health and Human Services 
(HHS) federal funds, Contractor must clearly state: 1) the percentage and dollar 
amount of the total costs of the program or project funded with federal money; 
and 2) the percentage and dollar amount of the total costs of the project or 
program funded by non-governmental sources. 
 
6.38.5.2 When issuing statements resulting from activities supported by HHS financial 
assistance, the Contractor must include an acknowledgement of federal assistance 
using one of the following or a similar statement. The federal award total must 
reflect total costs (direct and indirect) for all authorized funds (including 
supplements and carryover) for the total competitive segment up to the time of the 
public statement.  
 
6.38.5.2.1 
If the HHS Grant or Cooperative Agreement is NOT funded 
with other non-governmental sources: 
 
“This [project/publication/program/website, etc.] [is/was] supported by the 
Centers for Disease Control and Prevention of the U.S. Department of Health 
and Human Services (HHS) as part of a financial assistance award totaling $XX 
with 100 percent funded by CDC/HHS. The contents are those of the author(s) 
and do not necessarily represent the official views of, nor an endorsement, by 
CDC/HHS, or the U.S. Government.” 
 
6.38.5.2.2 
If the HHS Grant or Cooperative Agreement IS partially 
funded with other non-governmental sources: 
 
“This [project/publication/program/website, etc.] [is/was] supported by the 
Centers for Disease Control and Prevention of the U.S. Department of Health 
and Human Services (HHS) as part of a financial assistance award totaling $XX 
with XX percentage funded by CDC/HHS and $XX amount and XX percentage 
funded by non- government source(s). The contents are those of the author(s)

Page 16 of 28 
 
and do not necessarily represent the official views of, nor an endorsement, by 
CDC/HHS, or the U.S. Government.” 
 
6.39 
OFFSHORE PERFORMANCE OF WORK PROHIBITED: 
 
Due to security and identity protection concerns, direct services under this Agreement shall be 
performed within the borders of the United States. Any services that are described in the 
specifications or scope of work that directly serve the State of Arizona or its clients and may involve 
access to secure or sensitive data or personal client data or development or modification of software 
for the State shall be performed within the borders of the United States. Unless specifically stated 
otherwise in the specifications, this definition does not apply to indirect or “overhead” services, 
redundant back-up services, or services that are incidental to the performance of the Agreement. 
This provision applies to work performed by the Contractor as well as any Subcontractors.  
 
6.40 
AGREEMENT REGARDING COMPLIANCE MONITORING/AUDITING: 
 
The County shall monitor Contractor’s compliance for fiscal and programmatic performance 
under the terms and conditions of this Contract and applicable regulations promulgated by the 
Federal Funding Agency and Maricopa County. An onsite visit for compliance monitoring and 
compliance review shall be conducted by the County or its grantor agencies (or by both the 
County and its grantor agencies) a minimum of one time per fiscal year or at any time during the 
Contractor’s normal business hours, announced and/or unannounced. For auditing purposes, the 
County shall provide the Contractor with 30-45 days’ advance notice of any proposed onsite visit. 
The County will be responsible for scheduling and conducting the Onsite Monitoring Visits and 
for reporting the findings. During an onsite visit(s), Contractor shall make all records and accounts 
related to work performed or services provided under this Contract available to the County for 
inspection and copying. The onsite visit shall provide introductions to points of contact for 
Maricopa County and provide a fiscal year calendar with Compliance and Finance Timeline dates. 
County may request information for fiscal monitoring/audits per OMB Uniform Guidance 2 
C.F.R. §200. Financial compliance monitoring is mandatory and occurs once per month virtually 
and includes uploading compliance documents related to the compliance testing topic. The 
selection picks include Budgets & Payroll (timesheets), Inventory Tracking, Procedures & 
Policies, Agreements & Contracts and Meetings required. The topics may change depending on 
Compliance Reviews but a minimum of one week notice will be sent in advance with a Checklist 
Agenda of items to be collected/uploaded to a secure SharePoint Site (access restricted to main 
POC on Subrecipient Contract and is required for the Compliance Desk Review Monitoring). The 
Subrecipient or agency will be responsible for compiling and assembling all requested materials, 
documents, and records to be uploaded to SharePoint Site. The onsite visit will end with a facility 
tour for a safety compliance check. County’s Compliance Inspector will be in constant 
communication for any compliance findings that must be corrected. Areas of non-compliance will 
be summarized, and a timeline will be established to bring the item into compliance. 
Documentation of compliance must be submitted to the Compliance Inspector as established in the 
contract. Review of compliance will be conducted by the Compliance Unit in the County. It is the 
County’s responsibility to manage and monitor subrecipients, including monitoring their 
performance and compliance with applicable laws and regulations, as well as taking appropriate 
action when performance and compliance issues arise. 
 
6.40.1 
The following documents, records, and information should be readily available for 
compliance reviews and virtual testing meeting discussion: 
 
 
General Financial Management 
 
Records & Reports for Grant Expenditures, Match and Payments 
 
Procurement/Contracts/Purchase Orders/Agreements 
 
Time and Effort Reports/Timesheets/Payroll Records 
 
Written Record Retention Policies 
 
Inventory Controls 
 
Conflict of Interest Policy

Page 17 of 28 
 
 
Organizational chart showing placement of departments/units and individuals 
responsible for financial and programmatic matters 
 
Meeting minutes and agenda 
 
General ledger listing 
 
Travel policy 
 
Petty Cash or Cash Handling Policy 
 
Budget development and monitoring process 
 
Equipment Disposal records 
 
6.41 
CONTINGENCY RELATING TO OTHER AGREEMENTS AND GRANTS: 
 
Contractor shall, during the term of this Contract, within 15 business days from acceptance, inform 
the MCDPH Grant Administrator in writing of the award of any other agreement or grant, including 
any other agreement or grant awarded by the County, where the award may affect either the direct 
or indirect costs being paid or reimbursed under this Contract. The Contractor’s failure to notify the 
County of any such agreement shall be a breach of this Contract and the County may immediately 
terminate this Contract without liability. 
 
The MCDPH Grant Administrator may request, and Contractor shall provide within a reasonable 
time, which shall not exceed ten (10) business days, a copy of all such other agreements or grants, 
when, in the opinion of the MCDPH Grant Administrator, the award of the agreement or grant may 
affect the costs being paid or reimbursed under this Contract. 
 
If the MCDPH Grant Administrator determines that the award to the Contractor of such other 
agreements or grants has affected the costs being paid or reimbursed under this Contract, then the 
MCDPH Grant Administrator shall prepare an amendment to this Contract effecting a cost 
adjustment. If the Contractor disputes the proposed cost adjustment, then the dispute shall be 
resolved pursuant to the "Disputes" paragraph of this Contract. 
 
6.42 
DISPUTES: 
 
Except as may otherwise be provided for in this Contract, the Parties may attempt to informally 
resolve any dispute arising out of this Contract for a reasonable period of time which shall not 
exceed one hundred twenty (120) calendar days. Disputes which are not resolved in that time 
period shall be submitted in accordance with the following formal dispute resolution process: 
 
6.42.1 
If a dispute cannot be resolved informally, then the Contractor shall notify the 
Department in writing by mailing notice of the dispute to the MCDPH Procurement 
Officer within ten (10) business days from expiration of the informal dispute resolution 
process described above. 
 
6.42.2 
The MCDPH Procurement Officer shall respond in writing to the Contractor within 
fourteen (14) business days. The decision of the MCDPH Procurement Officer shall be 
final and conclusive unless, within seven (7) business days after the date the Contractor is 
served with the decision, the Contractor files a written notice of appeal with the MCDPH 
Department Director. 
 
6.42.3 
The MCDPH Director shall provide Contractor with a written response within fourteen 
(14) business days following receipt of the notice of appeal. The decision of the MCDPH 
Director shall be final and not able to be appealed. 
 
6.42.4 
Pending a final decision of the MCDPH Director, Contractor shall diligently proceed 
with its performance of this Contract in accordance with the MCDPH Procurement 
Officer’s decision. 
 
6.43 
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.

Page 18 of 28 
 
 
6.44 
ORDER OF PRECEDENCE: 
 
In the event of a conflict in the provisions of this Contract and Contractor’s proposed initial or best 
and final response to the solicitation, the terms of this Contract shall prevail. 
 
6.45 
INCORPORATION OF DOCUMENTS: 
 
The following are to be attached to and made part of this Contract: 
 
6.40.1 
Exhibit A, Budget  
 
6.40.2 
Exhibit B, Scope of Work 
 
6.40.3 
Exhibit C, Office of Procurement Services Contractor Travel and Per Diem Policy 
 
6.40.4 
Exhibit D, Information Pertaining to Notice of Award for Subrecipients of Grant Funds 
 
6.40.5 
Exhibit E, CDC’s General Terms and Conditions for Non-Research Grant and Cooperative 
Agreements (rev. 11/2022) 
 
6.40.6 
Exhibit F, Unallowable Activities & Expenditures 
 
6.46 
NOTICES: 
 
All notices given pursuant to the terms of this Contract shall be addressed to: 
 
For County:
For Contractor: 
 
Maricopa County Department of Public Health
Sonoran Prevention Works 
Purchasing & Contracts Unit
ATTN:  Cheryl Bucalo, Procurement Officer  
ATTN: Haley Coles, MPH 
4041 N. Central Avenue, #1400
2211 S 48th St. Suite B 
Phoenix, AZ 85012 
Tempe, AZ 85282
Cheryl.Bucalo@Maricopa.gov 
602-506-6886 
hcoles@spwaz.org
480-703-6993

Page 19 of 28
In witness whereof, this contract is executed on the date set forth above.
For and on behalf of Sonoran Prevention Works:
Authorized Signature
Date
Name, Title
For and on behalf of Maricopa County:
Chairman, Board of Supervisors
Date
Attested:
Clerk of the Board
Date
Approved as to form:
Attorney for Maricopa County
Date

Page 20 of 28 
 
EXHIBIT A
BUDGET
Category 
Detail
Amount
Personnel
Salaries & Wages 
 
ERE 
 
Consultants
$155,089
$36,880
$33,100
Total Personnel
$225,069
Travel 
Fuel & Lodging
 
$3,424
Total Travel
$3,424
Supplies 
Tablets
Software 
$1,100
$8,000
Total Supplies
$9,100
Other 
Rent & Utilities
Professional Development
Insurance
$13,008
$5,000
$3,132
Total Other
$21,140
Direct Costs
$258,733
Indirect Costs (10%)
$25,873
TOTAL BUDGET
$284,607

Page 21 of 28 
 
EXHIBIT B
Scope of Work
 
1.0 SCOPE OF WORK
 
Contractor shall: 
 
1.1 
Expand existing syringe service program (SSP) in Maricopa County with a focus on reaching Black, 
Indigenous, and Latine individuals. 
 
1.1.1 
Expand SSP to include an additional two (2) weekly outreach sites in areas with high 
overdose rates. 
1.1.2 
Distribute harm reduction supplies, including naloxone, and provide overdose prevention 
education at outreach sites. 
1.1.3 
Demonstrate an increase in the number of people who use drugs (PWUD) that are engaged 
in care and/or harm reduction services. 
1.2 
Increase operational capacity to connect PWUD to care and services. 
 
1.2.1 
Hire DEI & HR Manager to oversee recruiting, hiring, performance, professional 
development, benefits, and DEI efforts. 
1.2.2 
Hire Participant Engagement Specialist to implement and oversee Community Advisory 
Board. 
 
1.3 
Implement and maintain a Community Advisory Board 
 
1.3.1 
Solicit feedback and input from a wide range of participants to improve attitudes and 
knowledge about stigma among individuals with SUD. 
1.3.2 
Provide education and development opportunities to emerging community leaders to 
improve equitable access to care/services and long-term recovery among PWUD. 
 
1.4 
Provide all information products to MCDPH for review and approval prior to dissemination. 
1.5 
Provide a budget for activities. 
 
1.5.1 
Detailed budget, inclusive of all costs, is required. 
1.5.2 
Abide by the guidelines set by CDC in Exhibit F Unallowable Activities & Expenditures. 
1.6 
Meetings 
 
1.6.1 
Participate in one meeting per month, at minimum, with MCDPH. 
1.6.2 
Attend meetings as required by the CDC. 
1.7 
Reporting 
 
1.7.1 
Designate an individual as point-of-contact for all reporting requirements. 
1.7.2 
Collect data for and report on OD2A performance measures and evaluation plan indicators 
as required by the CDC. 
1.7.3 
Evaluation strategy, including specific data points and performance measures, will depend 
on the proposed activities and shall be agreed upon by both parties.

Page 22 of 28 
 
1.7.4 
Submit monthly reports describing the current status of activities. Unless otherwise agreed 
upon, reports will be submitted using Envisio platform established by MCDPH. 
1.8 
Understand and comply with all federal requirements related to funding source. Chosen recipients 
awarded a contract will be considered a subrecipient, which entails a higher level of compliance 
monitoring.  
   
MCDPH shall: 
1.9 
Review of the establishment and implementation of activities and measures for accomplishing the 
goals of this agreement.  
 
1.10 
Review and approve all information products prior to dissemination. 
 
1.11 
Provide technical assistance for implementation, execution, and evaluation of activities. 
 
1.12 
Establish template and submission method for required reporting. 
 
1.13 
Compensate Contractor according to Exhibit A Budget.

Page 23 of 28 
 
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 no circumstances) reimburse for Contractor guest lodging, per diem or 
incidentals. 
 
3.0 
Commercial air travel shall be reimbursed as follows: 
 
3.1 
Coach airfare will be reimbursed by the County.  Business class airfare may be allowed only when 
preapproved in writing by the County Contract Administrator as a result of the business need of the 
County when there is no lower fare available.  
 
3.2 
The lowest direct flight airfare rate from the Contractors assigned duty post (pre-defined at the time 
of contract signing) will be reimbursed.  Under no circumstances will the County reimburse for 
airfares related to transportation to or from an alternate site.  
 
3.3 
The County will not (under no circumstances) reimburse for Contractor guest commercial air travel. 
 
4.0 
Rental vehicles may only be used if such use would result in an overall reduction in the total cost of the trip, 
not for the personal convenience of the traveler.  Multiple vehicles for the same set of travelers for the same 
travel period will not be permitted without prior written approval by the County Contract Administrator. 
 
4.1 
Purchase of comprehensive and collision liability insurance shall be at the expense of the contractor.  
The County will not reimburse contractor if the contractor chooses to purchase this coverage. 
 
4.2 
Rental vehicles are restricted to sub-compact, compact or mid-size sedans unless a larger vehicle is 
necessary for cost efficiency due to the number of travelers.  (NOTE:  contractors shall obtain pre-
approval in writing from the County Contract Administrator prior to rental of a larger vehicle.) 
 
4.3 
County will reimburse for parking expenses if free, public parking is not available within a 
reasonable distance of the place of County business.  All opportunities must be exhausted prior to 
securing parking that incurs costs for the County.  Opportunities to be reviewed are the DASH; 
shuttles, etc. that can transport the contractor to and from County buildings with minimal costs. 
 
4.4 
County will reimburse for the lowest rate, long-term uncovered (e.g. covered or enclosed parking 
will not be reimbursed) airport parking only if it is less expensive than shuttle service to and from 
the airport. 
 
4.5 
The County will not (under no circumstances) reimburse the Contractor for guest vehicle rental(s) 
or other any transportation costs. 
 
5.0 
Contractor is responsible for all costs not directly related to the travel except those that have been pre-
approved by the County Contract Administrator.  These costs include (but not limited to) the following: in-
room movies, valet service, valet parking, laundry service, costs associated with storing luggage at a hotel, 
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.

Page 24 of 28 
 
 
6.0 
Travel and per diem expenses shall be capped at 15% of project price unless otherwise specified in individual 
contracts. 
 
7.0 
Contractor shall provide, (upon request) with their invoice(s), copies of receipts supporting travel and per 
diem expenses, and if applicable with a copy of the written consent issued by the Contract Administrator. No 
travel and per diem expenses shall be paid by County without copies of the written consent as described in 
this policy and copies of all receipts.

Page 25 of 28 
EXHIBIT D
INFORMATION PERTAINING TO NOTICE OF AWARD FOR SUBRECIPIENTS
OF GRANT FUNDS (2 CFR 200.332) 
§ 200.332 Requirements for pass-through entities. All pass-through entities must: (a) Ensure that every subaward is clearly
identified to the subrecipient as a subaward and include the following information at the time of the subaward and if any of these
data elements change, include the changes in subsequent subaward modification. When some of this information is not available,
the pass-through entity must provide the best information available to describe the Federal award and subaward.
https://www.ecfr.gov/current/title-2/subtitle-A/chapter-II/part-200/subpart-D/subject-group-ECFR031321e29ac5bbd
https://sam.gov/fal/68467c9ed71e498aa904d8ef4970f5ee/view
Prime Awardee: 
Maricopa County Department of Public Health
DUNS # and Unique Entity Identifier #:
602062515    LM85MG1513K5
Federal Award Identification Number (FAIN): 
SLFRP0146
Subrecipient’s Name 
(which must match the name associated with its unique entity identifier): 
Sonoran Prevention Works 
Subrecipient's Unique Entity Identifier (UEI #) 
(or DUNS # if UEI is not available): 
Federal Award Date
Date of award to the recipient by the Federal agency:
09/01/2023 
Subaward Period of Performance 
Start and End Date: 
09/01/2023 – 08/31/2028 
Subaward Budget Period
Start and End Date: 
09/01/2023 – 08/31/2024 
Amount of Federal Funds Obligated by this Action by the 
pass-through entity to the Subrecipient 
(this is normally the contract amount): 
$284,607 
Total Amount of Federal Funds Obligated to the 
Subrecipient by the pass-through entity (including the current 
financial obligation): 
$284,607 
Total Amount of the Federal Award to Prime Awardee:
$2,892,500 
Federal Award Project Description, as required to be responsive 
to the Federal Funding Accountability and Transparency Act (FFATA): 
Overdose prevention and surveillance activities driven by 
data, community partnerships, and a focus on health 
equity. 
Name of Federal Awarding Agency: 
Centers for Disease Control 
Pass-through Entity and contact information for awarding 
official (AO) of the Pass-through Entity: 
Maricopa County Department of Public Health 
Mitchell Lach 
mitchell.lach@maricopa.gov, 602-376-9503 
Assistance Listings number and Title - the pass-through entity 
must identify the dollar amount made available under each Federal award 
and the Assistance Listings Number at time of disbursement: 
93.136 
Identification of whether the award is R&D: 
No 
Indirect cost rate for the Federal award (including if the de 
minimis rate is charged) per § 200.414: 
18.67% 
K836GLGKUNB4

Page 26 of 28 
 
EXHIBIT E 
 
 
U.S. Department of Health and Human Services  
 
General Terms and Conditions for Non-Research Grant and Cooperative Agreements 
 
 
https://www.cdc.gov/grants/documents/General-Terms-and-Conditions-Non-Research-Awards.pdf 
Incorporation: The Department of Health and Human Services (HHS) grant recipients must 
comply with all terms and conditions outlined in the Notice of Funding Opportunity (NOFO), their 
Notice of Award (NOA), grants policy contained in applicable HHS Grants Policy Statements, 45 
CFR Part 75, requirements imposed by program statutes and regulations, Executive Orders, and 
HHS grant administration regulations, as applicable; as well as any requirements or limitations in 
any applicable appropriations acts. The term grant is used throughout these general terms and 
conditions of award and includes cooperative agreements.   
 
Note: In the event that any requirement in the NOA, the NOFO, the HHS Grants Policy Statement, 
45 CFR Part 75, or applicable statutes/appropriations acts conflict, then statutes and regulations 
take precedence.

Page 27 of 28 
 
EXHIBIT F 
UNALLOWABLE ACTIVITIES AND EXPENDITURES 
 
This document is to give an overview of general unallowable activities and expenditures related 
to overdose prevention under OD2A: LOCAL. While some of the activities listed below may 
contribute to overdose prevention in some manner, they are either not allowed by HHS, CDC, or 
congressional appropriations language. This is not an exhaustive list. 
 
Activities related to harm reduction: 
 
 Establish a new Syringe Services Program (SSPs) 
 Infrastructure costs for SSPs except when contributing to co-location of treatment (funds 
may be used for additional expenses associated with co-location) 
 Provision of equipment solely intended for illegal drug use, such as syringes, 
cookers/spoons, syringes, and pipes 
 Procurement of other equipment solely intended for preparing drugs for illegal drug 
injection, such as sterile water, filters, tourniquets, razors, straws, plastic cards, and tiny 
spoons 
 Safe injection sites (controlled environments that facilitate safer use of illicit drugs by 
providing medical staff, clean facilities, and education) and developing educational 
outreach and guidance or materials (including mass media, print, digital, or other) about 
supervised injection facilities 
 Purchasing and distributing fentanyl test strips for testing in biological samples for 
clinical decision-making purposes 
 Purchasing basic food, health, or personal items if not intended to support outreach or 
engage individuals in venue-based programs (e.g., meal or grocery cards, first aid kits, 
hygiene items, clothes, etc.) 
 Pharmacy voucher program that provides participants with vouchers redeemable for free 
syringes at participating pharmacies 
 
Activities related to public health/public safety: 
 
 Drug disposal, including the implementation or expansion of drug disposal programs, 
drug take back programs, drug drop boxes, and drug disposal bags 
 Purchase of handheld drug testing machines such as TruNarc, Fourier-transform infrared 
(FTIR) machines, or HPMS machines for the purposes of reducing possible law 
enforcement exposure to fentanyl 
 Public safety activities that do not include overlap/collaboration with public health 
partners and objectives 
 
Activities related to health systems: 
 
 Purchasing, leasing, or renting equipment intended to help EMS and other clinicians treat 
and manage overdose 
 Provision of SUD treatment that includes MOUD and the purchase of medications such 
as Methadone, Buprenorphine, and Naltrexone 
 Directly funding or expanding the provision of substance use treatment

Page 28 of 28 
 
Paying for fees associated with clinicians obtaining waived status for DATA waivers. 
This applies to direct reimbursements, contracts and waiver fees
Financial incentives to encourage clinicians to participate in educational sessions and 
training activities (e.g., participation in academic detailing, attending seminars, 
completion of post-session surveys)
Paying for the following services (only referral or linkage to them is allowed):
o Treatment for substance use disorder (MOUD) 
o Behavioral therapy (e.g., cognitive behavioral therapy)
o Housing assistance 
o Food assistance 
o Medical care
 Specialized clinical care, if indicated, such as pain management
Other generalized, unallowable activities: 
 Funding or subsidizing costs associated with programs other than those specifically 
targeting overdose prevention 
 Childcare and childcare-related purchases (e.g. pack-n-play) 
 Furniture or equipment (purchase or leasing vehicles may be allowable expenses for 
linkage to care activities) 
 Research 
 Prevention of Adverse Childhood Experiences (ACEs) as a standalone activity 
Funding cannot be used to directly fund or expand the direct provision of substance use disorder 
treatment programs. Such activities are outside the scope of this grant.