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HomeMy WebLinkAbout161020P z:\council packets\2016\r161020\161020a.docx Last Printed: 10/10/2016 6:47 PM Page 1 of 3 NOTICE OF THE SISTER CITIES’ RECEPTION AND REGULAR SESSION OF THE FOUNTAIN HILLS TOWN COUNCIL TIME: 6:00 P.M. – Sister Cities’ Delegations Reception (To be held in the Town Hall Lobby area) 6:30 P.M. – REGULAR SESSION WHEN: THURSDAY, OCTOBER 20, 2016 WHERE: FOUNTAIN HILLS COUNCIL CHAMBERS 16705 E. AVENUE OF THE FOUNTAINS, FOUNTAIN HILLS, AZ Councilmembers of the Town of Fountain Hills will attend either in person or by telephone conference call; a quorum of the Town’s various Commission, Committee or Board members may be in attendance at the Council meeting. Notice is hereby given that pursuant to A.R.S. § 1-602.A.9, subject to certain specified statutory exceptions, parents have a right to consent before the State or any of its political subdivisions make a video or audio recording of a minor child. Meetings of the Town Council are audio and/or video recorded and, as a result, proceedings in which children are present may be subject to such recording. Parents, in order to exercise their rights may either file written consent with the Town Clerk to such recording, or take personal action to ensure that their child or children are not present when a recording may be made. If a child is present at the time a recording is made, the Town will assume that the rights afforded parents pursuant to A.R.S. § 1-602.A.9 have been waived. PROCEDURE FOR ADDRESSING THE COUNCIL Anyone wishing to speak before the Council must fill out a speaker’s card and submit it to the Town Clerk prior to Council discussion of that Agenda item. Speaker Cards are located in the Council Chamber Lobby and near the Clerk’s position on the dais. Speakers will be called in the order in which the speaker cards were received either by the Clerk or the Mayor. At that time, speakers should stand and approach the podium. Speakers are asked to state their name and whether or not they reside in Fountain Hills (do not provide a home address) prior to commenting and to direct their comments to the Presiding Officer and not to individual Councilmembers. Speakers’ statements should not be repetitive. If a speaker chooses not to speak when called, the speaker will be deemed to have waived his or her opportunity to speak on the matter. Speakers may not (i) reserve a portion of their time for a later time or (ii) transfer any portion of their time to another speaker. If there is a Public Hearing, please submit the speaker card to speak to that issue during the Public Hearing. Individual speakers will be allowed three contiguous minutes to address the Council. Time limits may be waived by (i) discretion of the Town Manager upon request by the speaker not less than 24 hours prior to a Meeting, (ii) consensus of the Council at Meeting or (iii) the Mayor either prior to or during a Meeting. Please be respectful when making your comments. If you do not comply with these rules, you will be asked to leave. Mayor Linda M. Kavanagh Councilmember Dennis Brown Councilmember Henry Leger Vice Mayor Nick DePorter Councilmember Alan Magazine Councilmember Cassie Hansen Councilmember Cecil A. Yates z:\council packets\2016\r161020\161020a.docx Last Printed: 10/10/2016 6:47 PM Page 2 of 3 REGULAR SESSION AGENDA  CALL TO ORDER AND PLEDGE OF ALLEGIANCE – Mayor Linda M. Kavanagh  INVOCATION – Associate Pastor Ken Brown, Fountain Hills Presbyterian Church  ROLL CALL – Mayor Linda M. Kavanagh  MAYOR’S REPORT i. The Mayor will read a PROCLAMATION expressing appreciation for the friendship and partnership between Dierdorf, Germany and the Town of Fountain Hills. ii. The Mayor will read a PROCLAMATION expressing appreciation for the friendship and partnership between Zamość, Poland and the Town of Fountain Hills. iii. Recognition of the Tourism Division for awards received from the International Festival and Events Association: Gold- Best Organizational Website; Silver-Best Single Magazine Display Ad; Silver- Best Ad Series; Bronze- Best Miscellaneous On- Site Décor.  SCHEDULED PUBLIC APPEARANCES/PRESENTATIONS i) Mayor Kavanagh may review RECENT EVENTS attended relating to Economic Development. ii) Councilmember Yates to provide an UPDATE on the activities of the Maricopa Associations of Governments Regional Domestic Violence Council. CALL TO THE PUBLIC Pursuant to A.R.S. §38-431-01(H), public comment is permitted (not required) on matters not listed on the agenda. Any such comment (i) must be within the jurisdiction of the Council and (ii) is subject to reasonable time, place, and manner restrictions. The Council will not discuss or take legal action on matters raised during “Call to the Public” unless the matters are properly noticed for discussion and legal action. At the conclusion of the call to the public, individual Councilmembers may (i) respond to criticism, (ii) ask staff to review a matter or (iii) ask that the matter be placed on a future Council agenda. CONSENT AGENDA ITEMS All items listed on the Consent Agenda are considered to be routine, non-controversial matters and will be enacted by one motion and one roll call vote of the Council. All motions and subsequent approvals of consent items will include all recommended staff stipulations unless otherwise stated. There will be no separate discussion of these items unless a Councilmember or member of the public so requests. If a Councilmember or member of the public wishes to discuss an item on the consent agenda, he/she may request so prior to the motion to accept the Consent Agenda or with notification to the Town Manager or Mayor prior to the date of the meeting for which the item was scheduled. The items will be removed from the Consent Agenda and considered in its normal sequence on the Agenda. 1. CONSIDERATION of approving the TOWN COUNCIL MEETING MINUTES from October 6, 2016. 2. CONSIDERATION of approving a Liquor License Application for Sampling Privileges submitted by Steve J. Delly, Agent of Fountain Hills Express Convenience Store & Deli located at 11829 N Saguaro Blvd Fountain Hills, AZ. 3. CONSIDERATION of approving the DONATION of a carousel horse for placement in Town Hall from River of Time Museum and the DONATION of a piece titled, “Ghan Dancer II”, for placement on the Avenue of the Fountains Plaza. z:\council packets\2016\r161020\161020a.docx Last Printed: 10/10/2016 6:47 PM Page 3 of 3 4. CONSIDERATION of approving CONTRACT C2017-054 with Schindler Elevator Corp., in the amount of $32,000, for service, monitoring and extended warranty. 5. CONSIDERATION of approving COOPERATIVE PURCHASING AGREEMENT C2017-051 with Berge Ford for the purchase of two light duty trucks in the amount not to exceed $61,214.32. 6. CONSIDERATION of approving COOPERATIVE PURCHASING AGREEMENT C2017-052 with Berge Ford for the purchase of one medium duty truck in the amount not to exceed $30,099.66. 7. CONSIDERATION of approving COOPERATIVE PURCHASING AGREEMENT C2017-053 with Midway Chevrolet for the purchase of three medium size SUV’s, one light duty truck and one sedan in the amount not to exceed $130,772.41. 8. CONSIDERATION of approving an AMENDMENT TO CONTRACT #C2017-013, with Precision Electric Company, increasing the amount from $29,999 to $75,000, for pump repairs and system testing for the Fountain at Fountain Park and a BUDGET TRANSFER, in the amount of $50,000. REGULAR AGENDA 9. DISCUSSION WITH POSSIBLE DIRECTION TO STAFF regarding the Fountain Park BOLLARD LIGHTING. 10. COUNCIL DISCUSSION/DIRECTION to the Town Manager. Item(s) listed below are related only to the propriety of (i) placing such item(s) on a future agenda for action or (ii) directing staff to conduct further research and report back to the Council: i.) None. 11. SUMMARY OF COUNCIL REQUESTS and REPORT ON RECENT ACTIVITIES by the Mayor, Individual Councilmembers, and the Town Manager. 12. ADJOURNMENT. DATED this 13th day of October, 2016. Bevelyn J. Bender, Town Clerk The Town of Fountain Hills endeavors to make all public meetings accessible to persons with disabilities. Please call 480 -816-5100 (voice) or 1-800-367-8939 (TDD) 48 hours prior to the meeting to request a reasonable accommodation to participate in this meeting or to obtain agenda information in large print format. Supporting documentation and staff reports furnished the Council with this agenda are available for review in the Clerk’s office. z:\council packets\2016\r161020\161020a.docx Last Printed: 10/10/2016 6:47 PM Page 1 of 3 NOTICE OF THE SISTER CITIES’ RECEPTION AND REGULAR SESSION OF THE FOUNTAIN HILLS TOWN COUNCIL TIME: 6:00 P.M. – Sister Cities’ Delegations Reception (To be held in the Town Hall Lobby area) 6:30 P.M. – REGULAR SESSION WHEN: THURSDAY, OCTOBER 20, 2016 WHERE: FOUNTAIN HILLS COUNCIL CHAMBERS 16705 E. AVENUE OF THE FOUNTAINS, FOUNTAIN HILLS, AZ Councilmembers of the Town of Fountain Hills will attend either in person or by telephone conference call; a quorum of the Town’s various Commission, Committee or Board members may be in attendance at the Council meeting. Notice is hereby given that pursuant to A.R.S. § 1-602.A.9, subject to certain specified statutory exceptions, parents have a right to consent before the State or any of its political subdivisions make a video or audio recording of a minor child. Meetings of the Town Council are audio and/or video recorded and, as a result, proceedings in which children are present may be subject to such recording. Parents, in order to exercise their rights may either file written consent with the Town Clerk to such recording, or take personal action to ensure that their child or children are not present when a recording may be made. If a child is present at the time a recording is made, the Town will assume that the rights afforded parents pursuant to A.R.S. § 1-602.A.9 have been waived. PROCEDURE FOR ADDRESSING THE COUNCIL Anyone wishing to speak before the Council must fill out a speaker’s card and submit it to the Town Clerk prior to Council discussion of that Agenda item. Speaker Cards are located in the Council Chamber Lobby and near the Clerk’s position on the dais. Speakers will be called in the order in which the speaker cards were received either by the Clerk or the Mayor. At that time, speakers should stand and approach the podium. Speakers are asked to state their name and whether or not they reside in Fountain Hills (do not provide a home address) prior to commenting and to direct their comments to the Presiding Officer and not to individual Councilmembers. Speakers’ statements should not be repetitive. If a speaker chooses not to speak when called, the speaker will be deemed to have waived his or her opportunity to speak on the matter. Speakers may not (i) reserve a portion of their time for a later time or (ii) transfer any portion of their time to another speaker. If there is a Public Hearing, please submit the speaker card to speak to that issue during the Public Hearing. Individual speakers will be allowed three contiguous minutes to address the Council. Time limits may be waived by (i) discretion of the Town Manager upon request by the speaker not less than 24 hours prior to a Meeting, (ii) consensus of the Council at Meeting or (iii) the Mayor either prior to or during a Meeting. Please be respectful when making your comments. If you do not comply with these rules, you will be asked to leave. Mayor Linda M. Kavanagh Councilmember Dennis Brown Councilmember Henry Leger Vice Mayor Nick DePorter Councilmember Alan Magazine Councilmember Cassie Hansen Councilmember Cecil A. Yates z:\council packets\2016\r161020\161020a.docx Last Printed: 10/10/2016 6:47 PM Page 2 of 3 REGULAR SESSION AGENDA  CALL TO ORDER AND PLEDGE OF ALLEGIANCE – Mayor Linda M. Kavanagh  INVOCATION – Associate Pastor Ken Brown, Fountain Hills Presbyterian Church  ROLL CALL – Mayor Linda M. Kavanagh  MAYOR’S REPORT i. The Mayor will read a PROCLAMATION expressing appreciation for the friendship and partnership between Dierdorf, Germany and the Town of Fountain Hills. ii. The Mayor will read a PROCLAMATION expressing appreciation for the friendship and partnership between Zamość, Poland and the Town of Fountain Hills. iii. Recognition of the Tourism Division for awards received from the International Festival and Events Association: Gold- Best Organizational Website; Silver-Best Single Magazine Display Ad; Silver- Best Ad Series; Bronze- Best Miscellaneous On- Site Décor.  SCHEDULED PUBLIC APPEARANCES/PRESENTATIONS i) Mayor Kavanagh may review RECENT EVENTS attended relating to Economic Development. ii) Councilmember Yates to provide an UPDATE on the activities of the Maricopa Associations of Governments Regional Domestic Violence Council. CALL TO THE PUBLIC Pursuant to A.R.S. §38-431-01(H), public comment is permitted (not required) on matters not listed on the agenda. Any such comment (i) must be within the jurisdiction of the Council and (ii) is subject to reasonable time, place, and manner restrictions. The Council will not discuss or take legal action on matters raised during “Call to the Public” unless the matters are properly noticed for discussion and legal action. At the conclusion of the call to the public, individual Councilmembers may (i) respond to criticism, (ii) ask staff to review a matter or (iii) ask that the matter be placed on a future Council agenda. CONSENT AGENDA ITEMS All items listed on the Consent Agenda are considered to be routine, non-controversial matters and will be enacted by one motion and one roll call vote of the Council. All motions and subsequent approvals of consent items will include all recommended staff stipulations unless otherwise stated. There will be no separate discussion of these items unless a Councilmember or member of the public so requests. If a Councilmember or member of the public wishes to discuss an item on the consent agenda, he/she may request so prior to the motion to accept the Consent Agenda or with notification to the Town Manager or Mayor prior to the date of the meeting for which the item was scheduled. The items will be removed from the Consent Agenda and considered in its normal sequence on the Agenda. 1. CONSIDERATION of approving the TOWN COUNCIL MEETING MINUTES from October 6, 2016. 2. CONSIDERATION of approving a Liquor License Application for Sampling Privileges submitted by Steve J. Delly, Agent of Fountain Hills Express Convenience Store & Deli located at 11829 N Saguaro Blvd Fountain Hills, AZ. 3. CONSIDERATION of approving the DONATION of a carousel horse for placement in Town Hall from River of Time Museum and the DONATION of a piece titled, “Ghan Dancer II”, for placement on the Avenue of the Fountains Plaza. z:\council packets\2016\r161020\161020a.docx Last Printed: 10/10/2016 6:47 PM Page 3 of 3 4. CONSIDERATION of approving CONTRACT C2017-054 with Schindler Elevator Corp., in the amount of $32,000, for service, monitoring and extended warranty. 5. CONSIDERATION of approving COOPERATIVE PURCHASING AGREEMENT C2017-051 with Berge Ford for the purchase of two light duty trucks in the amount not to exceed $61,214.32. 6. CONSIDERATION of approving COOPERATIVE PURCHASING AGREEMENT C2017-052 with Berge Ford for the purchase of one medium duty truck in the amount not to exceed $30,099.66. 7. CONSIDERATION of approving COOPERATIVE PURCHASING AGREEMENT C2017-053 with Midway Chevrolet for the purchase of three medium size SUV’s, one light duty truck and one sedan in the amount not to exceed $130,772.41. 8. CONSIDERATION of approving an AMENDMENT TO CONTRACT #C2017-013, with Precision Electric Company, increasing the amount from $29,999 to $75,000, for pump repairs and system testing for the Fountain at Fountain Park and a BUDGET TRANSFER, in the amount of $50,000. REGULAR AGENDA 9. DISCUSSION WITH POSSIBLE DIRECTION TO STAFF regarding the Fountain Park BOLLARD LIGHTING. 10. COUNCIL DISCUSSION/DIRECTION to the Town Manager. Item(s) listed below are related only to the propriety of (i) placing such item(s) on a future agenda for action or (ii) directing staff to conduct further research and report back to the Council: i.) None. 11. SUMMARY OF COUNCIL REQUESTS and REPORT ON RECENT ACTIVITIES by the Mayor, Individual Councilmembers, and the Town Manager. 12. ADJOURNMENT. DATED this 13th day of October, 2016. Bevelyn J. Bender, Town Clerk The Town of Fountain Hills endeavors to make all public meetings accessible to persons with disabilities. Please call 480 -816-5100 (voice) or 1-800-367-8939 (TDD) 48 hours prior to the meeting to request a reasonable accommodation to participate in this meeting or to obtain agenda information in large print format. Supporting documentation and staff reports furnished the Council with this agenda are available for review in the Clerk’s office. TOURISM UPDATE OCTOBER 20, 2016 Town of Fountain Hills International Festivals & Events Association IFEA Awards Ceremony On September 27, 2016 IFEA honored such DMOs, Events and Festival organizations as: The Pasadena Tournament of Roses The Kentucky Derby The Des Moines Art Fair The Town of Fountain Hills Winning Entries GOLD Best Organizational Website Winning Entries SILVER Best Single Magazine Display AD Winning Entries SILVER Best AD Series Winning Entries BRONZE Best Miscellaneous On-Site Decor Thank You! TOWN OF FOUNTAIN HILLS TOWN COUNCIL AGENDA ACTION FORM Meeting Date:10/20/2016 Meeting Type:Regular Session Agenda Type:Consent Submitting Department:Public Works Staff Contact Information:Raymond Rees/480-816-5180/rrees@fh.az.gov Strategic Planning Goal:NotApplicable (NA)Operational Priority:NotApplicable (NA) REQUEST TO COUNCIL (Agenda Language):CONSIDERATION of approving CONTRACT C2017-054 with Schindler Elevator Corp., in the amount of $32,000, for service,monitoring and extended warranty. Applicant: Applicant Contact Information: Owner: Owner Contact Information: Property Location: Related Ordinance,Policy or Guiding Principle: Staff Summary (background):The Schinlder Elevator Corp.is the original contractor and warranty holder for the elevator installed in Town Hall.They have been covering the warranty,all maintenance and monitoring services since the installation of the elevator in 2005.Schindler is offering an extended warranty on the elevator for an additional 10 years.The warranty is a full coverage warranty and covers all maintenance, repairs and monitoring. Risk Analysis (options or alternatives with implications):Potential higher cost for maintenance and repairs and we would still need to pay for a monitoring company. Fiscal Impact (initial and ongoing costs;budget status):$3,200 initial and $32,000 aggregated over 10 years Budget Reference (page number):186 Funding Source:General Fund If Multiple Funds utilized,list here: Budgeted;if No,attach Budget Adjustment Form:NA Recommendation(s)by Board(s)or Commission(s): Staff Recommendation(s):Approval List Attachment(s):Extended Warranty and Addendum to the Extended Warranty Page 1 of 2 ADDENDUM TO EXTENDED WARRANTY AGREEMENT BETWEEN SCHINDLER ELEVATOR CORPORATION AND THE TOWN OF FOUNTAIN HILLS This ADDENDUM ("Addendum")dated October 20, 2016,modifies the Extended Warranty Agreement dated September 8,2016 (the "Original Agreement"), entered into between SchindlerElevator Corporation, a Delaware corporation ("Schindler"), and the Town of Fountain Hills, an Arizona municipal corporation (the "Town"). All of the capitalized terms not otherwise defined in this Addendum have the same meanings as contained in the OriginalAgreement. The following provisions modify or replace sections of the Original Agreement and add additional sections to the Original Agreement. The sections of the Original Agreement that are not expressly modified or replaced by this Addendum shall remain in effect pursuant to their terms. The Original Agreement and this Addendum are collectively referred to herein as the "Agreement." AGREEMENT 1.The first paragraph on page 1 of the Original Agreement is hereby deleted in its entirety and replaced with the following: This warranty is in lieu of all other warranties referred to or set forth in the Contract Documents for the Town Hall project, located at 16705 East Avenue of the Fountains, Fountain Hills,Arizona 85268-3815. 2. A new Section,Conflict of Interest,is hereby added to the Original Agreement to read as follows: Conflict of Interest.This Agreement is subject to the provisions of Ariz.Rev. STAT.§38-511.The Town may cancel this Agreement without penalty or further obligations by the Town or any of its departments or agencies if any person significantly involved in initiating,negotiating,securing,drafting or creating this Agreement on behalf of the Town or any of its departments or agencies is, at any time while this Agreement or any extension of this Agreement is in effect, an employee or agent of any other party to this Agreement in any capacity or a consultant to any other party of this Agreement with respect to the subject matter of this Agreement. 3. A new Section,E-Verify Requirements,is hereby added to the Original Agreement to read as follows: E-Verify Requirements.To the extent applicable under ARIZ.REV.STAT. §41-4401,Schindler and its subcontractors warrant compliance with all federal immigration laws and regulations that relate to their employees and their compliance with the E-verify requirements under Ariz.Rev.Stat.§23-214(A).Schindler's or its subcontractor's breach of the above-mentioned warranty shall be deemed a material 2779200.1 TOWN OF FOUNTAIN HILLS TOWN COUNCIL AGENDA ACTION FORM Meeting Date: 10/20/2017 Meeting Type: Regular Session Agenda Type:Consent Submitting Department:PublicWorks Staff Contact Information:Justin T.Weldy,Street Superintendent,jweldy@fh.az.gov Strategic Planning Goal: Not Applicable (NA)Operational Priority: Not Applicable (NA) REQUEST TO COUNCIL (Agenda Language):Consideration of approving Cooperative Purchasing Agreement C2017- 051 with Berg Ford for the purchase of two light duty trucks in the amount not to exceed $61,214.32. Consideration of approving Cooperative Purchasing Agreement C2017-052 with Berg Ford for the purchase of one medium duty truck in the amount not to exceed $30,099.66. Consideration of approving Cooperative Purchasing Agreement C2017-053 with Midway Chevrolet for the purchase of three medium size SUV's,one light duty truck and one sedan in the amount not to exceed $130,772.41 Applicant: Applicant Contact Information: Owner: Owner Contact Information: Property Location: Related Ordinance,Policy or Guiding Principle: Staff Summary (background):The purpose of the Vehicle Replacement Program Policy adopted by Town Council is to provide an authoritative decision-making process for the evaluation,selection,and multi-year scheduling of vehicle replacements based on a projection of available fiscal resources and the vehicle's age, mileage,engine hours and repair costs.The objectives of the program are to: •Ensure the timely purchase,repair and replacement of the Town's vehicles; •Serve as a link in the Town's planning between the Town's operating and capital budgets; • Maintain control over the Town's long-term cash flow in relation to the Town's financial capacity;and •Ensure efficient,effective and coordinated vehicle acquisition and replacement. Per the Vehicle Replacement Program Policy the guidelines below shall be utilized.Vehicles may also be replaced due to excessive maintenance and repair costs. •Sports Utility Vehicle (SUV): 10 years or 100,000 miles •Sedans:10 years or 100,000 miles • Light Duty Truck:10 years or 100,000 miles Page 1 of 3 Contract No. C2017-051 2784141.1 COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND BERGE FORD, INC. THIS COOPERATIVE PURCHASING AGREEMENT (this “Agreement”) is entered into as of October 20, 2016, between the Town of Fountain Hills, an Arizona municipal corporation (the “Town”), and Berge Ford, Inc., an Arizona corporation (the “Vendor”). RECITALS A. After a competitive procurement process, the City of Mesa, Arizona (“Mesa”) entered into Contract No. 2016059, dated December 1, 2015 (the “Mesa Contract”), with the Vendor for the purchase of 1/2 ton pickup trucks. A copy of the Mesa Contract is attached hereto as Exhibit A and incorporated herein by reference, to the extent not inconsistent with this Agreement. B. The Town is permitted, pursuant to Section 3-3-27 of the Town Code, to make purchases under the Mesa Contract, at its discretion and with the agreement of the awarded Vendor, and the Mesa Contract permits its cooperative use by other public entities, including the Town. C. The Town and the Vendor desire to enter into this Agreement for the purpose of (i) acknowledging their cooperative contractual relationship under the Mesa Contract and this Agreement, (ii) establishing the terms and conditions by which the Vendor may provide the Town with two 2017 F150 pick-up trucks, as more particularly set forth in Section 2 below (the “Vehicles”) and (iii) setting the maximum aggregate amount to be expended pursuant to this Agreement related to the Vehicles. AGREEMENT NOW, THEREFORE, in consideration of the foregoing introduction and recitals, which are incorporated herein by reference, the following mutual covenants and conditions, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Town and the Vendor hereby agree as follows: 1. Term of Agreement. This Agreement shall be effective as of the date first set forth above and shall remain in full force and effect until November 30, 2017, unless terminated as otherwise provided in the Mesa Contract. 2. Scope of Work. Vendor shall provide to the Town the Vehicles under the terms and conditions of the Mesa Contract and in the configurations as set forth in the Quotes attached hereto as Exhibit B and incorporated herein by reference. 2784141.1 2 3. Inspection; Acceptance. The Vehicles are subject to final inspection and acceptance by the Town. Vehicles failing to conform to the requirements of this Agreement and/or the Mesa Contract will be held at the Vendor’s risk and may be returned to the Vendor. If so returned, all costs are the responsibility of the Vendor. Upon discovery of non-conforming Vehicles, the Town may elect to do either of the following by written notice to the Vendor: (i) waive the non-conformance or (ii) bring the Vehicles into compliance and withhold the cost of same from any payments due to the Vendor. 4. Compensation. The Town shall pay Vendor an aggregate amount not to exceed $61,214.32 for the Vehicles at the unit rate set forth in the Mesa Contract and as more particularly set forth in the Quotes attached hereto as Exhibit B. 5. Payments. The Town shall pay the Vendor upon delivery and acceptance of the Vehicles and upon submission and approval of the invoice(s). The invoice(s) shall (i) contain a reference to this Agreement and the Mesa Contract and (ii) document the Vehicles delivered and accepted to date. Additionally, invoices submitted without referencing this Agreement and the Mesa Contract will be subject to rejection and may be returned. 6. Records and Audit Rights. To ensure that the Vendor and its subcontractors are complying with the warranty under Section 7 below, Vendor’s and its subcontractors’ books, records, correspondence, accounting procedures and practices, and any other supporting evidence relating to this Agreement, including the papers of any Vendor and its subcontractors’ employees who perform any work or services pursuant to this Agreement (all of the foregoing hereinafter referred to as “Records”), shall be open to inspection and subject to audit and/or reproduction during normal working hours by the Town, to the extent necessary to adequately permit evaluation of the Vendor’s and its subcontractors’ compliance with the Arizona employer sanctions laws referenced in Section 7 below. To the extent necessary for the Town to audit Records as set forth in this Section, Vendor and its subcontractors hereby waive any rights to keep such Records confidential. For the purpose of evaluating or verifying such actual or claimed costs or units expended, the Town shall have access to said Records, even if located at its subcontractors’ facilities, from the effective date of this Agreement for the duration of the work and until three years after the date of final payment by the Town to Vendor pursuant to this Agreement. Vendor and its subcontractors shall provide the Town with adequate and appropriate workspace so that the Town can conduct audits in compliance with the provisions of this Section. The Town shall give Vendor or its subcontractors reasonable advance notice of intended audits. Vendor shall require its subcontractors to comply with the provisions of this Section by insertion of the requirements hereof in any subcontract pursuant to this Agreement. 7. E-verify Requirements. To the extent applicable under ARIZ. REV. STAT. § 41- 4401, the Vendor and its subcontractors warrant compliance with all federal immigration laws and regulations that relate to their employees and their compliance with the E-verify requirements under ARIZ. REV. STAT. § 23-214(A). Vendor’s or its subcontractors’ failure to comply with such warranty shall be deemed a material breach of this Agreement and may result in the termination of this Agreement by the Town. 2784141.1 3 8. Israel. Vendor certifies that it is not currently engaged in, and agrees for the duration of this Agreement that it will not engage in, a “boycott” of Israel, as that term is defined in ARIZ. REV. STAT. § 35-393. 9. Conflict of Interest. This Agreement may be canceled by the Town pursuant to ARIZ. REV. STAT. § 38-511. 10. Applicable Law; Venue. This Agreement shall be governed by the laws of the State of Arizona and a suit pertaining to this Agreement may be brought only in courts in Maricopa County, Arizona. 11. Agreement Subject to Appropriation. The Town is obligated only to pay its obligations set forth in this Agreement as may lawfully be made from funds appropriated and budgeted for that purpose during the Town’s then current fiscal year. The Town’s obligations under this Agreement are current expenses subject to the “budget law” and the unfettered legislative discretion of the Town concerning budgeted purposes and appropriation of funds. Should the Town elect not to appropriate and budget funds to pay its Agreement obligations, this Agreement shall be deemed terminated at the end of the then-current fiscal year term for which such funds were appropriated and budgeted for such purpose and the Town shall be relieved of any subsequent obligation under this Agreement. The parties agree that the Town has no obligation or duty of good faith to budget or appropriate the payment of the Town’s obligations set forth in this Agreement in any budget in any fiscal year other than the fiscal year in which this Agreement is executed and delivered. The Town shall be the sole judge and authority in determining the availability of funds for its obligations under this Agreement. The Town shall keep Vendor informed as to the availability of funds for this Agreement. The obligation of the Town to make any payment pursuant to this Agreement is not a general obligation or indebtedness of the Town. Vendor hereby waives any and all rights to bring any claim against the Town from or relating in any way to the Town’s termination of this Agreement pursuant to this section. 12. Conflicting Terms. In the event of any inconsistency, conflict or ambiguity among the terms of this Agreement, the Mesa Contract and invoices, the documents shall govern in the order listed herein. Notwithstanding the foregoing, and in conformity with Section 2 above, unauthorized exceptions, conditions, limitations or provisions in conflict with the terms of this Agreement or the Mesa Contract (collectively, the “Unauthorized Conditions”), other than the Town’s project-specific requirements, are expressly declared void and shall be of no force and effect. Acceptance by the Town of any work order or invoice containing any such Unauthorized Conditions or failure to demand full compliance with the terms and conditions set forth in this Agreement or under the Mesa Contract shall not alter such terms and conditions or relieve Vendor from, nor be construed or deemed a waiver of, its requirements and obligations in the performance of this Agreement. 13. Rights and Privileges. To the extent provided under the Mesa Contract, the Town shall be afforded all of the rights and privileges afforded to Mesa and shall be the “City” (as defined in the Mesa Contract) for the purposes of the portions of the Mesa Contract that are incorporated herein by reference. 2784141.1 4 14. Indemnification; Insurance. In addition to and in no way limiting the provisions set forth in Section 13 above, the Town shall be afforded all of the insurance coverage and indemnifications afforded to Mesa to the extent provided under the Mesa Contract, and such insurance coverage and indemnifications shall inure and apply with equal effect to the Town under this Agreement including, but not limited to, the Vendor’s obligation to provide the indemnification and insurance. In any event, the Vendor shall indemnify, defend and hold harmless the Town and each council member, officer, employee or agent thereof (the Town and any such person being herein called an “Indemnified Party”), for, from and against any and all losses, claims, damages, liabilities, costs and expenses (including, but not limited to, reasonable attorneys’ fees, court costs and the costs of appellate proceedings) to which any such Indemnified Party may become subject, under any theory of liability whatsoever (“Claims”), insofar as such Claims (or actions in respect thereof) relate to, arise out of, or are caused by or based upon the negligent acts, intentional misconduct, errors, mistakes or omissions, in connection with the work or services of the Vendor, its officers, employees, agents, or any tier of subcontractor in the performance of this Agreement. 15. Notices and Requests. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if (i) delivered to the party at the address set forth below, (ii) deposited in the U.S. Mail, registered or certified, return receipt requested, to the address set forth below or (iii) given to a recognized and reputable overnight delivery service, to the address set forth below: If to the Town: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Attn: Grady E. Miller, Town Manager With copy to: GUST ROSENFELD P.L.C. One East Washington Street, Suite 1600 Phoenix, Arizona 85004-2553 Attn: Andrew J. McGuire If to Vendor: Berge Ford, Inc. 460 East Auto Center Drive Mesa, Arizona 85204 Attn: Scott Dietrich or at such other address, and to the attention of such other person or officer, as any party may designate in writing by notice duly given pursuant to this subsection. Notices shall be deemed received (i) when delivered to the party, (ii) three business days after being placed in the U.S. Mail, properly addressed, with sufficient postage or (iii) the following business day after being given to a recognized overnight delivery service, with the person giving the notice paying all required charges and instructing the delivery service to deliver on the following business day. If a copy of a notice is also given to a party’s counsel or other recipient, the provisions above governing the date on which a notice is deemed to have been received by a party shall mean and refer to the date on which the party, and not its counsel or other recipient to which a copy of the notice may be sent, is deemed to have received the notice. 2784141.1 5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first set forth above. “Town” TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation Grady E. Miller, Town Manager ATTEST: Bevelyn J. Bender, Town Clerk (ACKNOWLEDGMENT) STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) On ___________________, 2016, before me personally appeared Grady E. Miller, the Town Manager of the TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he claims to be, and acknowledged that he signed the above document, on behalf of the Town of Fountain Hills. Notary Public (Affix notary seal here) [SIGNATURES CONTINUE ON FOLLOWING PAGE] "Vendor" BERGE FORD,INC., an Arizona corporation NameiThfrre-Td UW TJv< Title:Cohm^^r^o^A LcA V^^r> (ACKNOWLEDGMENT) STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) On "Sip^f B£>,2016,before me personally appeared^TrU-zfg-S^Q (ivxr+kg^ ,the (^^k Ac^WW.of BERGE FORD,INC.,an Arizona corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he/she claims to be, and acknowledged that he/she signed the above document on behalf of the corporation. Notary Bublfc 2784152.1 NANCY VARGAS Notary Public - Arizona MaricopaCounty*«m^:^T^#tiec 21.2019 w^&^w^m m w w w m m o 2784141.1 EXHIBIT A TO COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND BERGE FORD, INC. [Mesa Contract] See following pages. Purchasing Division www.mesaaz.gov 20 East Main Street Suite 400 PO Box 1466 Mesa Arizona 85211-1466 480.644.2301 Tel 480.644.2655 Fax v 3/1/2016 INVITATION FOR BIDS #2016059 Light Duty Pick-up Trucks – ½-Ton Capacity September 8, 2015 NOTICE IS HEREBY GIVEN that sealed bids will be received by the City of Mesa (City) until 3:00 PM, Local Time, September 24, 2015 to provide twenty-six (26) Light Duty Pick-up Trucks – ½-Ton Capacity. Brief Description: This Invitation for Bids is for the purchase of twenty-six (26) Light Duty Pickup- Trucks – ½-Ton Capacity. NOTE: All vendors wishing to conduct business with the City are required to register and maintain all information used for the notification of bid opportunities and issuance of payment in the Vendor Self Service (VSS) system. For more information and to register go to http://mesaaz.gov/business/purchasing/vendor-self-service . Bids must be in accordance with the provisions, specifications and instructions set forth herein and will be received by Purchasing until the above noted time, when they will be publicly ack nowledged and accepted. Bid packets, any attachments and addenda are available for download at http://mesaaz.gov/business/purchasing . Please read the entire solicitation package and submit the bid in accordance with the instructions. This document (less this invitation and the instructions) and any required response documents, attachments, and submissions will constitute the bid. Mesa’s Procurement Policies and Rules are available on the Purchasing Division’s website at http://mesaaz.gov/business/purchasing. Questions concerning this solicitation should be directed, IN WRITING, to the following project contacts or their designees: Technical Questions: General or Process Questions: Darryl Woodson, CPPB Cyndi Gonzales Procurement Officer Procurement Specialist Purchasing Purchasing Fax: (480) 644-2655 Fax: (480) 644-2655 Darryl.Woodson@MesaAZ.gov Cyndi.Gonzales@MesaAZ.gov INSTRUCTIONS September 8, 2015 2 IFB #2016059 i.1 VENDOR QUESTIONS: All questions regarding the contents of this solicitation, and solicitation process (including requests for ADA accommodations), shall be directed solely to the Project Contacts listed on Page 1 or designees or the Purchasing Administrator. Questions should be submitted in writing via letter, fax or email. Questions received less than seven (7) calendar days prior to the due date and time may be answered at the discretion of the City. i.2 ADDENDA/CLARIFICATIONS: Any changes to the specifications will be in the form of an addendum. Addenda are posted on the City website no less than seven (7) days prior to the Due Date. Vendors are cautioned to check the Purchasing Website for addenda and clarifications prior to submitting their bid. The City cannot be held responsible if a vendor fails to receive any addenda issued. The City shall not be responsible for any oral changes to these specifications made by any employees or officer of the City. Failure to acknowledge receipt of an addendum may result in disqualification of a bid. i.3 VENDOR CONFERENCE / SITE VISIT: Yes No DUE DATE & TIME FOR SUBMISSION AND OPENING: Date: September 24, 2015 Time: 3:00 P.M. (Local Time) The City will open all bids properly and timely submitted, and will record the names and other information specified by law and rule. All bids become the property of the City and will not be returned except in the case of a late submission. Results, as read at the bid opening, will be posted on the City website. Once a contract has been executed by the City, bids are available for inspection by contacting Purchasing. i.4 BID FIRM TIME: 120 days from Opening Bid shall remain firm and unaltered after opening for the number of days shown above. The City may accept the bid, subject to successful contract negotiations, at any time during this time. i.5 BID SECURITY: Yes $ 0.00 No i.6 SUBMIT BIDS TO: Use label at the end of this solicitation package City of Mesa Attn: Purchasing 20 E. Main St., Suite 400 Mesa, AZ 85201 Bids will be received publicly at this address. Bidders may mail or hand -deliver bids. E-mail or fax submissions will not be accepted. No responsibility will attach to the City of Mesa, its employees or agents for premature opening of a bid that is not properly addressed and identified. i.7 LATE BIDS. The bidder assumes responsibility for having the bid delivered on time at the place specified. All bids received after the date and time specified shall not be considered and will be returned unopened to the bidder. The bidder assumes the risk of any delay in the mail or in handling of the mail by employees of the City of Mesa, or any private courier, regardless whether sent by mail or by means of personal delivery. You must allow adequate time to accommodate all registration and security screenings at the delivery site. A valid photo I.D. may be required. It shall not be sufficient to show that you mailed or commenced delivery before the due date and time. All times are Mesa, Arizona local times. The bidder agrees to accept the time stamp in the City Purchasing Office as the official time. INSTRUCTIONS September 8, 2015 3 IFB #2016059 i.8 LOBBYING PROHIBITION. Any communication regarding this solicitation for the purpose of influencing the process or the award, between any person or affiliates seeking an award from this solicitation and the City, including but not limited to the City Council, employees, and consultants hired to assist in the solicitation, is prohibited. This prohibition is imposed from the time of the first public notice of the solicitation until the City cancels the solicitation, rejects all responses, awards a contract or otherwise takes action which ends the solicitation process. This section shall not prohibit public comment at any City Council meeting, study session or Council committee meeting. This prohibition shall not apply to vendor-initiated communication with the contact(s) identified in the solicitation or City-initiated communications for the purposes of conducting the procurement including but not limited to pre-bid conferences, clarification of responses, presentations if provided in the solicitation, requests for Best and Final Proposals, contract negotiations, protest/appeal resolution, or surveying non-responsive vendors. Violations of this provision shall be reported to the Purchasing Administrator. Persons violating this prohibition may be subject to a warning letter or rejection of their response depending on the nature of the violation. i.9 LAWFUL PRESENCE IN THE UNITED STATES. Arizona Revised Statutes §1-502 requires that all Persons who will be awarded a contract (a Public Benefit as defined in 8 USC Section 1621) must demonstrate they are lawfully present in the United States. Person is defined as a Natural person and therefore excludes Limited Liability Companies, Corporations or Partnerships as indicated on your W -9 form. Individuals or Sole Proprietorships must complete the affidavit in the “Vendor Informatio n” section of this solicitation. Offers that fail to provide a completed affidavit and any required attachments may be deemed non-responsive. i.10 COMMENCEMENT OF WORK. If bidder begins any billable work prior to the City’s final approval and execution of the contract, bidder does so at its own risk. i.11 RESPONSIBILITY TO READ AND UNDERSTAND. Failure to read, examine and understand the solicitation will not excuse any failure to comply with the requirements of the solicitation or any resulting contract, nor shall such failure be a basis for claiming additional compensation. If a vendor suspects an error, omission or discrepancy in this solicitation, the vendor must immediately and in any case not later than seven (7) business days in advance of the due date notify the contact on page 1. The City is not responsible for and will not pay any costs associated with the preparation and submission of the bid. Bidders are cautioned to verify their bids before submission, as amendments to or withdrawal of bids submitted after time specified for opening of bids may not be considered. The City will not be responsible for any bidder errors or omissions. i.12 FORM AND CONTENT OF BIDS. Unless otherwise instructed or allowed, bids shall be submitted on the forms provided. An original and the designated number of copies of each bid are required. Bids, including modifications, must be submitted in ink, typed, or printed form and signed by an authorized representative. Please line through and initial rather than erase changes. If th e bid is not properly signed or if any changes are not initialed, it may be considered non -responsive. In the event of a disparity between the unit price and the extended price, the unit price shall prevail unless obviously in error, as determined by the City. The City may require that bids be submitted on CD or thumb drive. The bid must provide all information requested and must address all points. The City does not encourage exceptions. The City is not required to grant exceptions and depending on the exception, the City may reject the bid. i.13 SPECIFICATIONS. Technical specifications define the minimum acceptable standard. When the specification calls for “Brand Name or Equal,” the brand name product is acceptable. Other products will be considered upon showing the other product meets stated specifications and is equivalent to the brand product in terms of quality, performance and desired characteristics. INSTRUCTIONS September 8, 2015 4 IFB #2016059 Minor differences that do not affect the suitability of the supply or service for the City’s needs may be accepted. Burden of proof that the product meets the minimum standards or is equal to the brand name product, is on the bidder. The City reserves the right to reject bids that the City deems unacceptable. i.14 MODIFICATION / WITHDRAWAL OF BID . Written requests to modify or withdraw the bid received by the City prior to the scheduled opening time will be accepted and will be corrected after opening. No oral requests will be allowed. Requests must be addressed and labeled in the same manner as the bid and marked as a MODIFICATION or WITHDRAWAL of the bid. Requests for withdrawal after the bid opening will only be granted upon proof of undue hardship and may result in the forfeiture of any bid security. Any withdrawal after the bid opening shall be allowed solely at the City’s discretion. i.15 DEBARMENT DISCLOSURE. If the vendor submitting this bid has been debarred, suspended, or otherwise lawfully precluded from participating in any public procurement activity, including being disapproved as a subcontractor with any federal, state, or local government, or if any such preclusion from participation from any public procurement activity is currently pending, the bidder shall include a letter with its bid identifying the name and address of the governmental unit, the effective date of this suspension or debarment, the duration of the suspension or debarment, and the relevant circumstances relating the suspension or debarment. If suspension or debarment is currently pending, a detailed description of all relevan t circumstances including the details enumerated above must be provided. A bid from a bidder who is currently debarred, suspended or otherwise lawfully prohibited from any public procurement activity may be rejected. i.16 RESERVATIONS. The City reserves the right to reject any or all bids or any part thereof; to rebid the solicitation; to reject non-responsive or non-responsible bids; to reject unbalanced bids; to reject bids where the terms, prices, and/or awards are conditioned upon another event; to reject individual bids for failure to meet any requirement; to award by item, part or portion of an item, group of items, or total; to make multiple awards; to waive minor irregularities, defects, omissions, technicalities or form errors in any bid. The City may seek clarification of the bid from bidder at any time, and failure to respond is cause for rejection. Submission of a bid confers on bidder no right to an award or to a subsequent contract. The City is charged by its Charter to make an award that is in the best interest of the City. All decisions on compliance, evaluation, terms and conditions shall be made solely at the City’s discretion and made to favor the City. No binding contract will exist between the bidder and the City until the City executes a written contract or purchase order. i.17 OFFICIAL SOLICITATION DOCUMENT. Changes to the solicitation document made by a bidder may not be acknowledged or accepted by the City. Award or execution of a contract does not constitute acceptance of a changed term , condition or specification unless specifically acknowledged and agreed to by the City. The copy maintained and published by the City shall be the official solicitation document. i.18 COPYING OF BIDS. Bidder hereby grants the City permission to copy all part s of its bid, including without limitation any documents and/or materials copyrighted by the bidder. The City’s right to copy shall be for internal use in evaluating the proposal. i.19 CONTRACTOR ETHICS. It is the policy of the City to promote courtesy, fairness, impartiality, integrity, service, professionalism, economy, and government by law in the Procurement process. The responsibility for implementing this policy rests with each individual who participates in the Procurement process, including Respondents and Contractors. To achieve the purpose of this Article, it is essential that Respondents and Contractors doing business with the City also observe the ethical standards prescribed herein. It shall be a breach of ethical standards to: a. Exert any effort to influence any City employee or agent to breach the standards of ethical conduct. INSTRUCTIONS September 8, 2015 5 IFB #2016059 b. Intentionally invoice any amount greater than provided in Contract or to invoice for Materials or Services not provided. c. Intentionally offer or provide sub-standard Materials or Services or to intentionally not comply with any term, condition, specification or other requirement of a City Contract. i.20 GIFTS. The City will accept no gifts, gratuities or advertising products from bidders or prospective bidders and affiliates. The City may request product samples from vendors for product evaluation. i.21 PROTESTS AND APPEALS. If a Respondent believes there is a mistake, impropriety, or defect in the solicitation, believes the City improperly rejected its proposal, and/or believes the s elected proposal is not in the City’s best interests, the Respondent may submit a written protest. All protests and appeals are governed by the City of Mesa Procurement Rules (“Procurement Rules”). Please see the Procurement Rules for more information; if there exists any discrepancy in this Section i.22 and the Procurement Rules, the language of the Procurement Rules controls. Protests based upon alleged mistake, impropriety, or defect in a solicitation that is apparent before the bid opening must be filed with the Procurement Officer no later than 6:00 p.m. four (4) calendar days before Bid Opening. Protests that only become apparent after the Bid Opening must be filed within the earlier of seven (7) calendar days after: (i) the protestor knows or sh ould have known the basis of the protest; or (ii) the date the City issues a Notice of Intent to Award. Protests that only become apparent after the City issues a Notice of Intent to Award must be filed within seven (7) calendar days after the protestor k nows or should have known the basis of the protest; however, no protest may be filed later than seven (7) calendar days after contract execution. A protestor must file the protest with the Procurement Officer. Only written protests submitted in accordance with the Procurement Rules, within the time allowed, that are based on legal and/or factual grounds will be considered. The Procurement Officer will issue a written decision. A protestor has the right to appeal the decision of the Procurement Officer to the City Manager or designee. Appeals must be filed with the Chief Procurement Officer within seven (7) calendar days after the date the decision is received by the protestor. The appeal must be in accordance with the Procurement Rules and be based on f actual or legal errors in the Procurement Officer’s decision, not simply a disagreement with that decision. The City Manager or designee will review the record and all documents submitted to the Procurement Officer to determine whether the decision should be sustained. The City Manager, at his/her sole discretion, has the option of referring the appeal to a hearing officer. The City Manager or designee will issue a written response to the appeal and this determination is final. Protest and appeal responses will be made by the City in a timely manner. The Procurement Officer will have the sole discretion to stay the contract process until a protest or appeal is resolved. Concerns raised seven (7) calendar days or more after execution of the contract are not subject to this protest/appeal process. Protests and appeals that do not follow the processes contained in this section will be rejected. ADDRESS PROTESTS TO: ADDRESS APPEALS TO: Matt Bauer Edward Quedens Procurement Administrator Chief Procurement Officer, Business Services Director 20 East Main Street, Suite 400 20 East Main Street, Suite 450 PO Box 1466 PO Box 1466 Mesa, Arizona 85211-1466 Mesa, Arizona 85211-1466 Fax: (480) 644-2655 Fax: (480) 644-2687 INSTRUCTIONS - EVALUATION September 8, 2015 6 IFB #2016059 i.22 EVALUATION PROCESS. Bids will be reviewed by a screening committee comprised of City employees and/or authorized agents. The City staff may or may not initiate discussions with bidders for clarification purposes. Clarification is not an opportunity to change the bid. Bidders shall not initiate discussions with any City employee or official. i.23 PRESENTATIONS/INTERVIEWS. The bidder must provide a formal presentation/interview upon request. i.24 CRITERIA FOR EVALUATION AND AWARD. The City evaluates three categories of information: responsiveness, responsibility, and price. All bids must meet the following responsiveness and responsibility criteria. a) Responsiveness. The City will determine whether the bid complies with the instructions for submitting bids including completeness of bid which encompasses the inclusion of all required attachments and submissions. The City must reject any bids that are submitted late. Failure to meet other requirements may result in rejection. b) Responsibility. The City will determine whether the bidder is one with whom it can or should do business. Factors that the City may evaluate to determine "responsibility" include, but are not limited to: excessively high or low priced bids, past performance, references (including those found outside the bid), compliance with app licable laws-including tax laws, bidder's record of performance and integrity - e.g. has the bidder been delinquent or unfaithful to any contract with the City, whether the bidder is qualified legally to contract with the City, financial stability and the perceived ability to perform completely as specified. A bidder must at all times have financial resources sufficient, in the opinion of the City, to ensure performance of the contract and must provide proof upon request. City staff may also use Dun & Bradstreet and/or any generally available industry information. The City reserves the right to inspect and review bidder’s facilities, equipment and personnel and those of any identified subcontractors. The City will determine whether any failure to supply information, or the quality of the information, will result in rejection. c) Price. We will then evaluate the bids that have met the requirements above. d) Those vendors supplying quotes, bids or proposal who have Mesa Transaction Privilege Tax license and who would be charging Mesa City TPT on the invoice if awarded, will have 1.75% removed from the taxable (item(s) for the purpose of award evaluation. Awarded vendors shall charge the full amount of tax on their invoice(s). This consideration does not apply to:  Construction procurements or any other procurement done using Arizona Revised Statutes Title 34 processes.  Purchases using Federal or other funds where the agreement that provided the funds precludes any local consideration or preference. i.25 COST JUSTIFICATION. In the event only one response is received, the City may require that the bidder submit a cost proposal in sufficient detail for the City to perform a cost/price analysis to determine if the bid price is fair and reasonable. i.26 CONTRACT NEGOTIATIONS AND ACCEPTANCE. Bidder must be prepared for the City to accept the bid as submitted. If bidder fails to sign all documents necessary to successfully execute the final contract within a reasonable time as specified, or negotiations do not result in an acceptable agreement, the City may reject bid or revoke the award, and may begin negotiations with another bidder. Final contract terms must be approved or signed by the appropriately authorized City official(s). No binding contract will exist between the bidder and the City until the City executes a written contract or purchase order. i.27 NOTICE OF INTENT TO AWARD. Notices of the City’s intent to award a Contract are posted to the Purchasing Division’s website before 6:00 PM local time on Wednesdays. If Wednesday is a holiday observed by the City, Notice will be posted on Tuesday. INSTRUCTIONS - EVALUATION September 8, 2015 7 IFB #2016059 It is the bidder’s responsibility to check the City of Mesa’s Purchasing website at http://mesaaz.gov/business/purchasing to view Purchasing’s Intent to Award notices. This is the only notification you will receive regarding the City’s intent to award a contract related to this solicitation. STANDARD TERMS AND CONDITIONS September 8, 2015 8 IFB #2016059 S.1 INDEPENDENT CONTRACTOR. It is expressly understood that the relationship of Contractor to the City will be that of an independent contractor. Contractor and all persons employed by Contractor, either directly or indirectly, are Contractor’s employees, not City employees. Accordingly, Contractor and Contractor’s employees are not entitled to any benefits provided to City employees including, but not limited to, health benefits, enrollment in a retirement system, paid time off or other rights afforded City employees. Contractor employees will not be regarded as City employees or agents for any purpose, including the payment of unemployment or workers’ compensation. If any Contractor employees or subcontractors assert a claim for wages or other employment benefits against the City, Contractor will defend, indemnify and hold harmless the City from all such claims. S.2 SUBCONTRACTING. Contractor may not subcontract work under this Agreement without the express written permission of the City. If Contractor has received authorization to subcontract work, it is agreed that all subcontractors performing work under the Agreement must comply with its provisions. Further, all agreements between Contractor and its subcontractors must provide that the terms and conditions of this Agreement be incorporated therein. S.3 ASSIGNMENT. This Agreement may not be assigned either in whole or in part without first receiving the City’s written consent. Any attempted assignment, either in whole or in part, without such consent will be null and void and in such event the City will have the right at its option to terminate the Agreement. No granting of consent to any assignment will relieve Contractor from any of its obligations and liabilities under the Agreement. S.4 SUCCESSORS AND ASSIGNS, BINDING EFFECT. This Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. S.5 NO THIRD PARTY BENEFICIARIES. This Agreement is intended for the exclusive benefit of the parties. Nothing set forth in this Agreement is intended to create, or will create, any benefits, rights, or responsibilities in any third parties. S.6 NON-EXCLUSIVITY. The City, in its sole discretion, reserves the right to request the materials or services set forth herein from other sources when deemed necessary and appropriate. No exclusive rights are encompassed through this Agreement. S.7 AMENDMENTS. There will be no oral changes to this Agreement. This Agreement can only be modified in a writing signed by both parties. No charge for extra work or material will be allowed unless approved in writing, in advance, by the City and Contractor. S.8 TIME OF THE ESSENCE. Time is of the essence to the performance of the parties’ obligations under this Agreement. S.9 COMPLIANCE WITH APPLICABLE LAWS. a. General. Contractor must procure all permits and licenses, and pay all charges and fees necessary and incidental to the lawful conduct of business. Contractor must stay fully informed of existing and future federal, state, and local laws, ordinances, and regulations that in any manner affect the fulfillment of this Agreement and must comply with the same at its own expense. Contractor bears full responsibility for training, safety, and providing necessary equipment for all Contractor personnel to achieve throughout the term of the Agreement. Upon request, Contractor will demonstrate to the City's satisfaction any programs, procedures, and other activities used to ensure compliance. b. Drug-Free Workplace. Contractor is hereby advised that the City has adopted a policy establishing a drug-free workplace for itself and those doing business with the City to ensure the safety and health of all persons working on City contracts and projects. Contractor will require a drug-free workplace for all Contractor personnel working under this Agreement. Specifically, all Contractor personnel who are working under this Agreement must be notified in writing by Contractor that they are prohibited from the manufacture, distribution, dispensation, possession, or unlawful use of a controlled substance in the workplace. Contractor agrees to prohibit the use of intoxicating substances by all Contractor personnel, STANDARD TERMS AND CONDITIONS September 8, 2015 9 IFB #2016059 and will ensure that Contractor personnel do not use or possess illegal drugs while in the course of performing their duties. c. Federal and State Immigration Laws. Contractor agrees to comply with the Immigration Reform and Control Act of 1986 (IRCA) in performance under this Agreement and to permit the City and its agents to inspect applicable personnel records to verify such compliance as permitted by law. Contractor will ensure and keep appropriate records to demonstrate that all Contractor personnel have a legal right to live and work in the United States. (i) As applicable to Contractor, under the provisions of A.R.S. § 41-4401, Contractor hereby warrants to the City that Contractor and each of its subcontractors will comply with, and are contractually obligated to comply with, all federal immigration laws and regulations that relate to their employees and A.R.S. § 23-214(A) (hereinafter “Contractor Immigration Warranty”). (ii) A breach of the Contractor Immigration Warranty will constitute as a material breach of this Agreement and will subject Contractor to penalties up to and including termination of this Agreement at the sole discretion of the City. (iii) The City retains the legal right to inspect the papers of all Contractor personnel who provide services under this Agreement to ensure that Contractor or its subcontractors are complying with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any such inspections. (iv) The City may, at its sole discretion, conduct random verification of the employment records of Contractor and any subcontractor to ensure compliance with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any random verification performed. (v) Neither Contractor nor any subcontractor will be deemed to have materially breached the Contractor Immigration Warranty if Contractor or subcontractor establishes that it has complied with the employment verification provisions prescribed by Sections 274A and 274B of the Federal Immigration and Nationality Act and the E-Verify requirements prescribed by A.R.S. § 23-214 (A). d. Nondiscrimination. Contractor represents and warrants that it does not discriminat e against any employee or applicant for employment or person to whom it provides services because of race, color, religion, sex, national origin, or disability, and represents and warrants that it complies with all applicable federal, state, and local laws and executive orders regarding employment. Contractor and Contractor’s personnel will comply with applicable provisions of Title VII of the U.S. Civil Rights Act of 1964, as amended, Section 504 of the Federal Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § 12101 et seq.), and applicable rules in performance under this Agreement. e. State Sponsors of Terrorism Prohibition. Per A.R.S. § 35-392, Contractor must not be in violation of section 6(j) of the Federal Export Administration Act an d subsequently prohibited by the State of Arizona from selling goods of services to the City. S.10 SALES/USE TAX, OTHER TAXES. a. Contractor is responsible for the payment of all taxes including federal, state, and local taxes related to or arising out of Contractor’s services under this Agreement, including by way of illustration but not limitation, federal and state income tax, Social Security tax, unemployment insurance taxes, and any other taxes or business license fees as required. If any taxing authority should deem Contractor or Contractor employees an employee of the City, or should otherwise claim the City is liable for the payment of taxes that are Contractor’s responsibility under this Agreement, Contractor will indemnify the City for any tax liability, interest, and penalties imposed upon the City. b. The City is exempt from paying certain federal excise taxes and will furnish an exemption certificate upon request. The City is not exempt from state and local sales/use taxes. STANDARD TERMS AND CONDITIONS September 8, 2015 10 IFB #2016059 S.11 AMOUNTS DUE THE CITY. Contractor must be current and remain current in all obligations due to the City during the performance of services under the Agreement. Payments to Contractor may be offset by any delinquent amounts due the City or fees and charges owed to the City. S.12 PUBLIC RECORDS. Contractor acknowledges that the City is a public entity, subject to Arizona’s public records laws (A.R.S. § 39-121 et. seq.) and that any documents related to this Agreement may be subject to disclosure pursuant to state law in response to a public records request or to subpoena or other judicial process. S.13 AUDITS AND RECORDS. Contractor must preserve the records related to this Agreement for six (6) years after completion of the Agreement. The City or its authorized agent reserves the right to inspect any records related to the performance of work specified herein. In addition, the City may inspect any and all payroll, billing or other relevant records kept by Contractor in relation to the Agreement. Contractor will permit such inspections and audits during normal business hours and upon reasonable notice by the City. The audit of records may occur at Contractor’s place of business or at City offices, as determined by the City. S.14 BACKGROUND CHECK. The City may conduct criminal, driver history, and all other requested background checks of Contractor personnel who would perform services under the Agreement or who will have access to the City’s information, data, or facilities in accordance with the City’s current background check policies. Any officer , employee, or agent that fails the background check must be replaced immediately for any reasonable cause not prohibited by law. S.15 SECURITY CLEARANCE AND REMOVAL OF CONTRACTOR PERSONNEL. The City will have final authority, based on security reasons: (i) to determine when security clearance of Contractor personnel is required; (ii) to determine the nature of the security clearance, up to and including fingerprinting Contractor personnel; and (iii) to determine whether or not any individual or entity may provide services under this Agreement. If the City objects to any Contractor personnel for any reasonable cause not prohibited by law, then Contractor will, upon notice from the City, remove any such individual from performance of services under this Agreement. S.16 DEFAULT. a. A party will be in default if that party: (i) Is or becomes insolvent or is a party to any voluntary bankruptcy or receivership proceeding, makes an assignment for a creditor, or there is any similar action that affects Contractor’s capability to perform under the Agreement; (ii) Is the subject of a petition for involuntary bankruptcy not removed within sixty (60) calendar days; (iii) Conducts business in an unethical manner as set forth in the City Procurement Rules Article 7 or in an illegal manner; or (iv) Fails to carry out any term, promise, or condition of the Agreement. b. Contractor will be in default of this Agreement if Contractor is debarred from participating in City procurements and solicitations in accordance with Article 6 of t he City’s Procurement Rules. c. Notice and Opportunity to Cure. In the event a party is in default then the other party may, at its option and at any time, provide written notice to the defaulting party of the default. The defaulting party will have thirty (30) days from receipt of the notice to cure the default; the thirty (30) day cure period may be extended by mutual agreement of the parties, but no cure period may exceed ninety (90) days. A default notice will be deemed to be sufficient if it is reasonably calculated to provide notice of the nature and extent of such default. Failure of the non-defaulting party to provide notice of the default does not waive any rights under the Agreement. STANDARD TERMS AND CONDITIONS September 8, 2015 11 IFB #2016059 d. Anticipatory Repudiation. Whenever the City in good faith has reason to question Contractor’s intent or ability to perform, the City may demand that Contractor give a written assurance of its intent and ability to perform. In the event that the demand is made and no written assurance is given within five (5) calendar days, the City may treat this failure as an anticipatory repudiation of the Agreement. S.17 REMEDIES. The remedies set forth in this Agreement are not exclusive. Election of one remedy will not preclude the use of other remedies. In the event of default: a. The non-defaulting party may terminate the Agreement, and the termination will be effective immediately or at such other date as specified by the terminating party. b. The City may purchase the services required under the Agreement from the open market, complete required work itself, or have it completed at the expense of Contractor. If the cost of obtaining substitute services exceeds the contract price, the City may recover the excess cost by: (i) requiring immediate reimbursement to the City; (ii) deduction from an unpaid balance due to Contractor; (iii) collection against the proposal and/or performance security, if any; (iv) collection against liquidated damages (if applicable); or (v) a combination of the aforementioned remedies or other remedies as provided by law. Costs includes any and all, fees, and expenses incurred in obtaining substitute services and expended in obtaining reimbursement, including, but not limited to, administrative expenses, attorneys’ fees, and costs. c. The non-defaulting party will have all other rights granted under this Agreement and all rights at law or in equity that may be available to it. d. Neither party will be liable for incidental, special, or consequential damages. S.18 CONTINUATION DURING DISPUTES. Contractor agrees that during any dispute between the parties, Contractor will continue to perform its obligations until the dispute is settled, instructed to cease performance by the City, enjoined or prohibited by judicial action, or otherwise required or obligated to cease performance by other provisions in this Agreement. S.19 TERMINATION FOR CONVENIENCE. The City reserves the right to terminate this Agreement in part or in whole upon thirty (30) calendar days’ written notice. S.20 TERMINATION FOR CONFLICT OF INTEREST (A.R.S. § 38-511). Pursuant to A.R.S. § 38- 511, the City may cancel this Agreement within three (3) years after its execution, without penalty or further obligation, if any person significantly involved in initiating, securing, drafting, or creating the Agreement for the City becomes an employee or agent of Contractor. S.21 TERMINATION FOR NON-APPROPRIATION AND MODIFICATION FOR BUDGETARY CONSTRAINT. The City is a governmental agency which relies upon the appropriation of funds by its governing body to satisfy its obligations. If the City reasonably determines that it does not have funds to meet its obligations under this Agreement, the City will have the right to terminate the Agreement without penalty on the last day of the fiscal period for which funds were legally available. In the event of such termination, the City agrees to provide written notice of its intent to terminate thirty (30) calendar days prior to the stated termination date. S.22 PAYMENT TO CONTRACTOR UPON TERMINATION. Upon termination of this Agreement, Contractor will be entitled only to payment for those services performed up to the date of termination, and any authorized expenses already incurred up to such date of termination. The City will make final payment within thirty (30) calendar days after the City has both completed its appraisal of the materials and services provided and received Contractor’s properly prepared final invoice. S.23 NON-WAIVER OF RIGHTS. There will be no waiver of any provision of this agreement unless approved in writing and signed by the waiving party. Failure or delay to exercise any rights or remedies provided herein or by law or in equity, or the acceptance of, or payment for, any services hereunder, will not release the other party of any of the warranties or other obligations of the Agreement and will not be deemed a waiver of any such rights or remedies. STANDARD TERMS AND CONDITIONS September 8, 2015 12 IFB #2016059 S.24 INDEMNIFICATION/LIABILITY. a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify, and hold the City, its officers, agents, and employees, harmless from and against any and all liabilities, demands, claims, suits, losses, damages, causes of action, fines or judgments, including costs, attorneys’, witnesses’, and expert witnesses’ fees, and expenses incident thereto, relating to, arising out of, or resulting from: (i) the services provided by Contractor personnel under this Agreement; (ii) any negligent acts, errors, mistakes or omissions by Contractor or Contractor personnel; and (iii) Contractor or Contractor personnel’s failure to comply with or fulfill the obligations established by this Agreement. b. Contractor will update the City during the course of the litigation to timely notify the City of any issues that may involve the independent negligence of the City that is not covered by this indemnification. c. The City assumes no liability for actions of Contractor and will not indemnify or hold Contractor or any third party harmless for claims based on this Agreement or use of Contractor-provided supplies or services. S.25 WARRANTY. Contractor warrants that the services and materials will conform to the requirements of the Agreement. Additionally, Contractor warrants that all services will be performed in a good, workman-like and professional manner. The City’s acceptance of service or materials provided by Contractor will not relieve Contractor from its obligations under this warranty. If any materials or services are of a substandard or unsatisfactory manner as determined by the City, Contractor, at no additional charge to the City, will provide materials or redo such services until in accordance with this Agreement and to the City’s reasonable satisfaction. Unless otherwise agreed, Contractor warrants that materials will be new, unused, of most current manufacture and not discontinued, will be free of defects in materials and workmanship, will be provided in accordance with manufacturer's standard warranty for at least one (1) year unless otherwise specified, and will perform in accordance with manufacturer's published specifications. S.26 THE CITY’S RIGHT TO RECOVER AGAINST THIRD PARTIES. Contractor will do nothing to prejudice the City’s right to recover against third parties for any loss, destruction, or damage to City property, and will at the City’s request and expense, furnish to the City reasonable assistance and cooperation, including assistance in the prosecution or defense of suit and the execution of instruments of assignment in favor of the City in obtaining recovery. S.27 NO GUARANTEE OF WORK. Contractor acknowledges and agrees that it is not entitled to deliver any specific amount of materials or services or any materials or services at all under this Agreement and acknowledges and agrees that the materials or services will be requested by the City on an as needed basis at the sole discretion of the City. Any document refe rencing quantities or performance frequencies represent the City's best estimate of current requirements, but will not bind the City to purchase, accept, or pay for materials or services which exceed its actual needs. S.28 OWNERSHIP. All deliverables, services, and information provided by Contractor or the City pursuant to this Agreement (whether electronically or manually generated) including without limitation, reports, test plans, and survey results, graphics, and technical tables, originally prepared in the performance of this Agreement, are the property of the City and will not be used or released by Contractor or any other person except with prior written permission by the City. S.29 USE OF NAME. Contractor will not use the name of the City of Mesa in any advertising or publicity without obtaining the prior written consent of the City. S.30 PROHIBITED ACTS. Pursuant to A.R.S. § 38-504, a current or former public officer or employee within the last twelve (12) months shall not represent another organization before t he City on any matter for which the officer or employee was directly concerned and personally participated in during their service or employment or over which they had a substantial or material administrative discretion. Further, while employed by the Cit y and for two (2) years thereafter, public officers or STANDARD TERMS AND CONDITIONS September 8, 2015 13 IFB #2016059 employees are prohibited from disclosing or using, without appropriate authorization, any confidential information acquired by such personnel in the course of his or her official duties at the City. S.31 FOB DESTINATION FREIGHT PREPAID AND ALLOWED. All deliveries will be FOB destination freight prepaid and allowed unless otherwise agreed. S.32 RISK OF LOSS. Contractor agrees to bear all risks of loss, injury, or destruction of goods or equipment incidental to providing these services and such loss, injury, or destruction will not release Contractor from any obligation hereunder. S.33 SAFEGUARDING CITY PROPERTY. Contractor will be responsible for any damage to City real property or damage or loss of City personal property when such property is the responsibility of or in the custody of Contractor or its employees. S.34 WARRANTY OF RIGHTS. Contractor warrants it has title to, or the right to allow the City to use, the materials and services being provided and that the City may use same without suit, trouble or hindrance from Contractor or third parties. S.35 PROPRIETARY RIGHTS INDEMNIFICATION. Without limiting the foregoing, Contractor will without limitation, at its expense defend the City against all claims asserted by any person that anything provided by Contractor infringes a patent, copyright, trade secret or other intellectual property right and must, without limitation, pay the costs, damages and attorneys' fees awarded against the City in any such action, or pay any settlement of such action or claim. Each party agrees to notify the other promptly of any matters to which this provision may apply and to cooperate with each other in connection with such defense or settlement. If a preliminary or final judgment is obtained against the City’s use or operation of the items provided by Contractor hereunder or any part thereof by reason of any alleged infringement, Contractor will, at its expense and without limitation, either: (a) modify the item so that it becomes non-infringing; (b) procure for the City the right to continue to use the item; (c) substitute for the infringing item other item(s) having at least equivalent capability; or (d) refund to the City an amount equal to the price paid, less reasonable usage, from the time of installation acceptance through cessation of use, which amount will be calculated on a useful life not less than five (5) years, plus any additional costs the City may incur to acquire substitute supplies or services. S.36 CONTRACT ADMINISTRATION. The contract will be administered by the Purchasing Administrator and/or an authorized representative from the using department. All questions regarding the contract will be referred to the administrator for resolution. Supplements may be written to the contract for the addition or deletion of services. Payment will be negotiated and determined by the contract administrator(s). S.37 FORCE MAJEURE. Failure by either party to perform its duties and obligations will be excused by unforeseeable circumstances beyond its reasonable control, including acts of nature, acts of the public enemy, riots, fire, explosion, legislation, and governmental regulation. The party whose performance is so affected will within five (5) calendar days of the unforeseeable circumstance notify the other party of all pertinent facts and identify the force majeure event. The party whose performance is so affected must also take all reasonable steps, promptly and diligently, to prevent such causes if it is feasible to do so, or to minimize or eliminate the effect thereof. The delivery or performance date will be extended for a period equal to the time lost by reason of delay, plus such additional time as may be reasonably necessary to overcome the effect of the delay, provided however, under no circumstances will delays caused by a force majeure extend beyond one hundred-twenty (120) calendar days from the scheduled delivery or completion date of a task unless agreed upon by the parties. S.38 COOPERATIVE USE OF CONTRACT . The City has entered into various cooperative purchasing agreements with other Arizona government agencies, including the Strategic Alliance for Volume Expenditures (SAVE) cooperative. Under the SAVE Cooperative Purchasing Agreement, any contract may be extended for use by other municipalities, school districts and government agencies in the State of Arizona with the approval of Contractor. Any such usage by other entities must be in accordance with the statutes, codes, ordinances, charter and/or STANDARD TERMS AND CONDITIONS September 8, 2015 14 IFB #2016059 procurement rules and regulations of the respective government agency. The City currently holds Intergovernmental Governmental Agreements (IGA) with numerous governmental entities. These agreements allow the entities, with the approval of Contractor, to purchase their requirements under t he terms and conditions of this Agreement. A contractor, subcontractor or vendor or any employee of a contractor, subcontractor or vendor who is contracted to provide services on a regular basis at an individual school shall obtain a valid fingerprint clearance card pursuant to title 41, chapter 12, article 3.1. A school district governing board shall adopt policies to exempt a person from the requirements of this subsection if the person's normal job duties are not likely to result in independent access to or unsupervised contact with pupils. A school district, its governing board members, its school council members and its employees are exempt from civil liability for the consequences of adoption and implementation of policies and procedures pursuant to this subsection unless the school district, its governing board members, its school council members or its employees are guilty of gross negligence or intentional misconduct. Additionally, Contractor will comply with the governing body’s fingerprinting po licy of each individual school district and public entity. Contractor, subcontractors, vendors and their employees will not provide services on school district properties until authorized by the school district. Orders placed by other agencies and paym ent thereof will be the sole responsibility of that agency. The City is not responsible for any disputes arising out of transactions made by others. S.39 FUEL CHARGES AND PRICE INCREASES. No fuel surcharges will be accepted. No price increases will be accepted without proper request by Contractor and response by the City’s Purchasing Division. S.40 NOTICES. All notices to be given pursuant to this Agreement must be delivered to the parties at their respective addresses. Notices may be (i) personally delivered; (ii) sent via certified or registered mail, postage prepaid; (iii) sent via overnight courier; or (iv) sent via facsimile. If provided by personal delivery, receipt will be deemed effective upon delivery. If sent via certified or registered mail, receipt will be deemed effective three (3) calendar days after being deposited in the United States mail. If sent via overnight courier or facsimile, receipt will be deemed effective two (2) calendar days after the sending thereof. S.41 GOVERNING LAW, FORUM. This Agreement is governed by the laws of the State of Arizona. The exclusive forum selected for any proceeding or suit in law or equity arising from or incident to this Agreement will be Maricopa County, Arizona. S.42 INTEGRATION CLAUSE. This Agreement, including all attachments and exhibits hereto, supersede all prior oral or written agreements, if any, between the parties and constitute s the entire agreement between the parties with respect to the work to be performed. S.43 PROVISIONS REQUIRED BY LAW. Any provision required by law to be in this Agreement is a part of this Agreement as if fully stated in it. S.44 SEVERABILITY. If any provision of this Agreement is declared void or unenforceable, such provision will be severed from this Agreement, which will otherwise remain in full force and effect. The parties will negotiate diligently in good faith for such amendment(s) of this Agreement as may be necessary to achieve the original intent of this Agreement, notwithstanding such invalidity or unenforceability. S.45 SURVIVING PROVISIONS. Notwithstanding any completion, termination, or other expiration of this Agreement, all provisions which, by the terms of reasonable interpretation thereof, set forth rights and obligations that extend beyond completion, termination, or other expiration of this Agreement, will survive and remain in full force and effect. Except as specifically provided in this STANDARD TERMS AND CONDITIONS September 8, 2015 15 IFB #2016059 Agreement, completion, termination, or other expiration of this Agreement will not release any party from any liability or obligation arising prior to the date of termination. S.46 A.R.S. SECTIONS 1-501 and 1-502. Pursuant to Arizona Revised Statutes Sections 1-501 and 1-502, any person who applies to the City for a local public benefit (the definition of which includes a grant, contract or loan) must demonstrate his or her lawful presence in the United States. As the Agreement is deemed a local public benefit, if Contractor is an individual (natural) person or sole proprietorship, Contractor agrees to sign and submit the necessary documentation to prove compliance with the statutes as applicable. SPECIAL TERMS AND CONDITIONS September 8, 2015 16 IFB #2016059 CONTRACT WILL BE IN FORCE FOR TWO (2) YEARS FROM AWARD DATE Sixty (60) days prior to the initial one (1) year contract effective date, the Bidder may submit a written request that the City increase the prices in the amount no more than the twelve (12) month change in the Producer Price Index for 336110, Not Seasonally Adjusted as published by the U.S. Department of Labor, Bureau of Labor Statistics (http://www.bls.gov/ppi/home.htm). The City shall review the request for adjustment and respond in writing; such response and approval shall not be unreasonably withheld. Renewal prices for the second contract year shall be firm for a minimum of a one hundred eighty (180) days. 1. BIDDER QUALIFICATIONS. All Bidders must be licensed to sell and deliver vehicles and equipment in the State of Arizona. 2. DEVIATION FROM SPECIFICATIONS. No significant or material deviation from the terms of this specification is acceptable. 3. SHIPPING TERMS. Bid prices shall be F.O.B. destination, Fleet Services Division, 310 E 6th Street, Mesa Arizona 85201-1466. Bidder shall retain title and control of all goods until they are delivered and acceptance has been made. All risks of transportation and related charges shall be the responsibility of the Bidder. The Bidder shall file all claims for visible or concealed damage. Fleet Services will notify the Bidder promptly of any damaged goods and assist the Bidder in arranging for inspection. 4. DELIVERY/INVOICING. Bidders are to deliver the equipment within the time frame bid. The Bidder shall be responsible for delivery of all equipment in a complete and ready-for-use condition with all components functioning, cleaned, tested, lubricated, and serviced. Equipment delivered shall be free of decals or emblems identifying or advertising the Bidder. Safety decals or the standard identification of a manufacturer is acceptable. The Bidder shall be responsible for ensuring the delivery performance of subcontractors. Delivery shall be between the hours of 8:00 a.m. and 12:00 noon or 2:00 p.m. and 4:00 p.m., Monday through Friday (excluding holidays), to the Fleet Services Facility, 310 E 6 th Street, Mesa Arizona 85201-1466. The vehicle(s) shall be prepared for immediate use including not less than one quarter (1/4) tank of fuel. Vehicles delivered with less than 1/4 tank of fuel will be refused. Documents to be presented at the time of delivery shall include the following:  One (1) Title/registration application for each unit delivered.  One (1) Manufacturer’s window sticker with price and option information. Do not leave the sticker on the vehicle door glass.  One (1) Dealer’s invoice with a typed VIN, purchase order number, and dealer's stock number.  One (1) Manufacturer's “Statement of Origin” for each unit delivered with a typed assignment as follows: City of Mesa Fleet Services Department P.O. Box 1466 Mesa, AZ 85211-1466 Documents to be delivered PRIOR TO DELIVERY OF THE LAST UNIT (Delivery shall not be considered complete until the City is in receipt of the manuals) shall include:  If the vehicle is equipped with auxiliary equipment, two (2) sets each of the parts books, service manuals, and video (if available) shall be furnished with each system. SPECIAL TERMS AND CONDITIONS September 8, 2015 17 IFB #2016059 The manuals and schematics supplied shall provide complete and comprehensive information on all equipment, equipment components, and accessories as supplied to comply with this Specification. If changes, modifications, additions, or alterations of any kind are made on the equipment, the Bidder shall provide blueprints, line drawings, and descriptive text sufficient to allow one of average skill in general mechanics to diagnose, repair, and maintain the equipment and all components. On equipment assembled from manufactured components, the parts manuals shall show the manufacturer of each part and all cross-referencing between the Bidder and manufacturer. The City of Mesa shall have the right to reproduce any material for City of Mesa educational purposes only. All books and manuals shall be delivered to the City of Mesa prior to delivery of the last unit. Delivery shall not be considered complete until the City of Mesa is in receipt of all books and manuals. 5. ACCEPTANCE. Each item delivered shall be subject to a complete inspect ion by Fleet Services prior to acceptance. Inspection criteria shall include, but not be limited to, conformity to Specification, mechanical integrity, quality, workmanship, and materials. Thirty (30) calendar days shall be allowed for this process. If a problem or discrepancy is found, the dealer shall retrieve the vehicle within two (2) business days of notification for correction/repairs and redeliver said vehicle as soon as the repairs are complete. Certified weight slip shall be presented for any unit that has had body modifications or body mounted to chassis, etc. The weight slip must reflect the tare weight and fully loaded weight. Fleet Services will reject any vehicle that does not meet advertised capacity and/or will not legally load (GVWR) to specification. 6. ACCEPTANCE TESTING. Upon and after delivery, the City shall fully test each vehicle for thirty (30) days in order to determine final acceptance. Such tests shall allow the City of completely and accurately assess whether each vehicle, including all parts, equipment, materials, and functions, meets the requirements set forth in the contract documents. The City reserves the right to test each function more than once during this thirty (30) day acceptance testing time period. If the City determines or finds a problem or failure with all or any part of a vehicle, the contractor shall be obligated to replace, correct, or fix any problem or failure. 7. FINAL ACCEPTANCE, TESTING. Final acceptance shall be evidenced by the City’s written certification to Bidder that all vehicles, parts and components have been successfully delivered and installed by the Bidder, are operational and inspected and accepted by the City. The acceptance of such items shall be based on the items meeting, to the satisfa ction of the City, the acceptance standards set forth in the contract document. The items provided under this contract document shall meet all of the following standards: (i) All components shall be in good working order and operational upon Final Acceptance. (ii) All components shall be supplied from Bidder. (iii) All model and/or parts shall consist of the highest quality materials. (iv) All components shall be in good, undamaged condition. The vehicle(s), to pass the final acceptance test, must operate free from defects during the test. “Free from Defects” means that the vehicle(s) operates in accordance with requirements set forth in, or delivered pursuant to, the specification. SPECIAL TERMS AND CONDITIONS September 8, 2015 18 IFB #2016059 8. CERTIFICATION OF FINAL ACCEPTANCE. The vehicle(s) shall require a certification of Final Acceptance. Such certification shall evidence that the Contractor has completed the vehicle(s) in accordance with the specification and the vehicle(s) have been inspected, tested and accepted by the City. The date certification of Final Acceptance that is executed by the City shall be the Final Acceptance Date. All Warranty Periods shall begin upon the Final Acceptance Date. 9. CHANGE ORDERS. No changes shall be made pursuant to the specification without a properly executed change order. Changes in the vehicle specifications, delivery schedule or vehicle parts may be made pursuant to a written change order signed by Peter Scarafiotti, Automotive Engineer. The Automotive Engineer, must sign any change order which modifies the total contract price. No changes shall be made to the vehicle(s) or parts without a properly executed change order. 10. INSPECTION, TESTING AND REJECTION. All items, including, without limitation, vehicles, parts, materials, and components shall be subject to inspection and testing by the City upon delivery. If any items are defective in material or workmanship or otherwise not in conformity with the requirements of this specification, the City shall have the right to require their correction or to require replacement. Items that have been rejected or required to be corrected shall be removed or, if permitted by the City, corrected in place by and at the expense of Bidder promptly after notice. Such items shall not thereafter be tendered for acceptance unless the f ormer rejection or requirement of correction is disclosed. If Bidder fails to remove promptly such items required to be removed, or to replace or correct promptly such items required to be removed, replaced, or corrected, Bidder shall be in default under this specification. In addition to, and not in lieu of, any rights that the City may have under this Contract Document or otherwise as a result of such default, the City, at its sole discretion, may either: (i). Accept delivery of the defective items and charge Bidder costs incurred or deduct from amounts due Bidder the costs incurred by the City for such correction; or (ii) Charge Bidder the total cost incurred by the City; or (iii) Require the delivery of such items at a reduction in price that is equit able under the circumstances. All inspections and tests by the City shall be performed in such a manner as not to unduly delay the final acceptance of the vehicle(s). With respect to rejected items, the City shall not be liable for any reduction in value of such rejected items used in connection with such inspection or test. Failure to inspect or reject items shall not relieve Bidder of responsibility for items that are not in accordance with the requirements of this contract document, nor impose any liab ility on the City for any reason. Inspection and testing of any item does not relieve Bidder from any responsibility regarding defects that may be discovered prior to Final Acceptance or during all warranty periods. 11. TRANSPORT. The Bidder shall be fully responsible for the transport of the equipment to and from Fleet Services, 310 E 6th Street, Mesa Arizona 85201 for installation and correction of items or workmanship not in compliance with the specification. The Bidder shall be responsible for any loss of or damage to City of Mesa property while such property is in Bidder’s possession and/or subject to Bidder’s control. 12. CANCELLATION. Failure to provide materials, supplies, or instruments in accordance with specifications or failure to meet stated delivery commitments may be cause for immediate cancellation of the contract. SPECIAL TERMS AND CONDITIONS September 8, 2015 19 IFB #2016059 13. WARRANTY. A. All equipment purchased on this bid shall be purchased from one (1) Bidder. That one Bidder shall be fully responsible for all warranty performance relatin g to any part or component of the purchased equipment regardless of who installed the component. B. The Bidder's responsibility shall include all warranty involving a Sub-Contractor. C. The Bidder shall supply a minimum 36-month warranty on all parts and workmanship on chassis and vocational body and equipment, from the initial in -service date as reported by the Fleet Services Division. The Contractor shall further guarantee the vehicle / equipment supplied complies with all applicable State/Federal laws a nd regulations in effect at the time of delivery. D. The Bidder shall state in writing any additional duration of their warranty that goes above and beyond the minimum requested warranty stated in C above. This shall include any applicable limitations or conditions. E. Any Bidder that wishes to bid on vehicles/equipment for the City of Mesa must have an authorized warranty dealer who can perform warranty repairs within a 50-mile radius of Fleet Services, 310 E 6th Street, Mesa Arizona 85201. If no authorized dealer is available and Fleet Services chooses to purchase said equipment, Fleet Services may perform the warranty repairs during the term of warranty agreement. 14. DESCRIPTIVE LITERATURE. All bidders must submit complete manufacturers' descriptive literature regarding the equipment they propose to furnish. The literature shall be sufficient in detail in order to allow a full and fair evaluation of the bid submitted. Failure to include this information may result in the bid being rejected. All modifications made to the standard production unit described in the manufacturer’s brochures must be certified by the manufacturer and submitted with the bid, or the bid will be deemed “non - responsive” and rejected without further review. 15. BRAND NAMES OR EQUAL. The brand name or equal specification used in this solicitation is for the purpose of describing the standard of quality, performance, and characteristics desired and are not intended to limit or restrict competition . Any offer that proposes equal quality, design, or performance will be considered if the product offered is identified in the bid (including sufficient technical information) and determined by Fleet Services to be equal in all material respects to the brand name product referenced in the bid. Decisions of functional equivalency will be at the sole interpretation and discretion of the City of Mesa. A blanket statement that equipment proposed will meet all requirements will not be sufficient to establish equivalence. 16. DEMONSTRATOR UNITS. Bidder must be prepared to supply a demonstrator unit for the City of Mesa to evaluate. The demonstrator unit must be available within fourteen (14) calendar days of notification and must be available for an on-site, hands-on evaluation for a minimum of one (1), ten (10)-hour shift. The demonstrator unit must meet these specifications. Inability to provide a demonstrator or acceptable alternative may be grounds for rejecting the vendors’ bid. 17. NEW EQUIPMENT. All equipment supplied pursuant to this Specification shall be new, unused, current production models equipped as described in the manufacturer’s published literature and specification sheets. Demo units may be considered if the unit has never been licensed and unit meets the technical specification. The bidder on the submittals shall note any variation between the equipment bid and OEM literature and specification sheets. The equipment specified herein shall be equipped with those items normally supplied in the stream of commerce. Any item(s ) not specifically mentioned shall not be interpreted as not requested. Specifications are intended to set minimum levels of quality and/or suitability. SPECIAL TERMS AND CONDITIONS September 8, 2015 20 IFB #2016059 18. IDENTICAL UNITS. When equipment is purchased in quantities greater than one, each unit shall be identical in all aspects of design and manufacture unless specifically stated in the technical portion of the specification. 19. PARTS AVAILABILITY. Since the continuous operation of the City of Mesa’s equipment is important and sometimes of an emergency nature, the successful bidder must be in a position to render prompt parts support. The availability of normal wear items (filters, belts, hoses, and cutting edges) shall not exceed one (1) working day. The parts inventory shall be of sufficient size and variety to offer a level of availability of 95% of all parts within two (2) working days after the date of City of Mesa order. The successful bidder shall maintain and/or have access to a parts inventory that can meet the City of Mesa’s delivery requirem ents. Submission of this bid shall constitute a guarantee by the bidder that a complete stock of replacement parts for the specified equipment is available and the bidder is in agreement with this provision. 20. SERVICE. The successful bidder agrees to the following Fleet Services requirements: A. Must possess a local established, franchised repair shop facility capable of accomplishing corrective action on any component failure. B. The equipment Bidder or manufacturer must be capable of providing repair parts and supply support for a minimum period of five (5) years after purchase of the unit(s) offered. C. The equipment Bidder or manufacturer must initiate physical repairs on equipment failures within seventy-two (72) consecutive hours after notification excluding weekends as well as state and federal holidays during the purchased equipment’s warranty period. In the event any and all work is accomplished at the Contractors location, the Contractor shall be responsible for all transportation costs (during the warranty period). D. The City of Mesa has the right to impose a noncompliance charge on the equipment Bidder. Fees shall be the City of Mesa’s daily rental rate and any operational costs incurred by the City of Mesa. Fees shall be imposed on the first day after the seventy- two (72) hour notification period has terminated. Fees will continue until the Contractor has initiated repairs. E. The equipment Bidder and manufacturer must provide technical support and reasonable equipment modification at no cost to the City of Mesa for a period o f ninety (90) calendar days after the City of Mesa’s acceptance of the purchased unit(s) to ensure the equipment is capable of performing to the City of Mesa’s intended operational functions. 21. TITLE. Vehicles are to be titled to: City of Mesa Fleet Services Department PO Box 1466 Mesa, AZ 85211-1466 22. WORKMANSHIP. Vehicles shall be free from defects that may impair their serviceability or detract from appearance. A. All bodies, systems, equipment, and interfaces with the chassis shall be done in accordance with the OEM chassis Body Builder’s Book, NTEA Truck Equipment Handbook and the following City of Mesa – Fleet Engineering Design Standards:  FS-600 – Welding Standards  FS-601 – Fastener Standards  FS-602 – Vocational Body Fabrication & Mounting B. Whenever dissimilar metals are used, they shall be insulated against corrosive action. C. All components will be new. Defective components shall not be furnished. Parts, equipment, and assemblies that have been repaired or modified to overcome deficiencies shall not be furnished without the approval of the City of Mesa. Component parts and units shall be manufactured to definite standard dimensions with proper fits, SPECIAL TERMS AND CONDITIONS September 8, 2015 21 IFB #2016059 clearances, and uniformity. Welded, bolted, and rivet construction utilized shall be in accordance with the highest standards of industry. General appearance of the unit shall not show any evidence of poor workmanship. D. Reasons for rejection include, but are not limited to: (1) Rough, sharp, or unfinished edges, burrs, seams, corners, and joints. (2) Non-uniform panels. Edges not radiused, beveled, etc. (3) Paint runs, sags, orange peel, “fish eyes,” etc., and any other imperfection or lack of complete coverage of paint or coatings. (4) Body panels or components that are uneven, unsealed, or contain cracks, dents, or voids. (5) Misalignment of body fasteners, glass, viewing panels, light housings, other items with large or uneven gaps, spacing, etc., such as doors, body panels and hinged panels. (6) Improperly fabricated and routed wiring or harnesses and electrical connections. (7) Improperly supported or secured hoses, wiring harnesses, mechanical controls, etc., including interference with other components. (8) Interference of chassis components, body parts, doors, etc. (9) Leaks of any gas, vacuum, or fluid lines (air conditioning, coolant, oil, oxygen, etc.) (10) Noise, panel vibration, etc. (11) Inappropriate or incorrect use of hardware, fasteners, components, or methods of construction. (12) Incomplete or improper welding, riveting, or bolting. (13) Lack of uniformity and symmetry where applicable. (14) Loose, vibrating abrading body parts, components, subassemblies, hoses, wiring harnesses, or trim. (15) Improper body design or interface with the chassis that could cause injury during normal use or maintenance and fail to provide access to perform routine or mandatory repairs or maintenance on the vehicle’s electrical and mechanical systems, in addition, the improper combination of options that (by their combination and installation) are inherently incompatible with regard to function or safety. (16) Sagging, non-form-fitting upholstery or padding, holes, tears, discoloration, etc. (17) Incomplete or incorrect application of rust proofing. (18) Visual deformities and equipment malfunction. (19) Unsealed appurtenances or other body components, gaskets, etc. (20) In addition, any deviation from Specification requirements or any other item (whether or not stipulated herein) that affects form, fit, function, finish, durability, reliability, safety, performance, or appearance shall be cause for rejection. The City of Mesa shall have the right to define all terms such as “non -compliance”, “fault,” “defect,” or “reject.” 23. EXPECTED PRACTICES AND STANDARDS. The City of Mesa expects the successful Bidder to make all aftermarket assemblies at a minimum in accordance with the most current FMVSS, safety and OSHA codes. However, the City of Mesa (in most cases) requires assembly procedures that exceed those standards. Listed below are items that the City of Mesa expects the successful Bidder to do as part of their assembly of subcomponents on all units they are preparing for this bid. If you have questions as to how the City of Mesa expects any of the listed items to be accomplished, contact Pete Scarafiotti, Automotive Engineer, pete.scarafiotti@mesaaz.gov, for clarification at least forty-eight (48) hours before bid due date and time. The items not assembled accordingly to the specifications set herein will be sent back to the Bidder for rework to City standards at the expense of the Contractor, including transportation. SPECIAL TERMS AND CONDITIONS September 8, 2015 22 IFB #2016059 24. STANDARDS, CODES, RULES, AND REGULATIONS. The equipment shall be manufactured as per good engineering practice. It shall conform to the best known current manufacturing practices relative to design, materials, strength, quality, durability, safety, and workmanship and shall be in accordance with the latest codes, standards, and practices of the industry and the following professional organizations: American National Standards Institute (ANSI) American Society of Mechanical Engineers (ASME) American Society for Testing and Materials (ASTM) American Welding Society (AWS) Federal Motor Vehicle Safety Standards (FMVSS) Industrial Fastener Institute (IFI) International Standards Organization (ISO) Joint Industrial Council (JIC) National Truck Equipment Association (NTEA) Society of Automotive Engineers (SAE) The Maintenance Council of the American Trucking Association (TMC) Underwriters Laboratory (UL) DETAILED SPECIFICATIONS September 8, 2015 23 IFB #2016059 1. PROJECT MISSION. The City of Mesa is dedicated to providing superior services to its customers in order to improve the quality of life for Mesa residents, businesses and visitors. The City is looking for vendors who share that dedication and will help the City meet that goal. 2. SCOPE OF WORK. Bidder shall furnish twenty-six (26) 2016 or newer Light Duty Pick-up Trucks (1/2-Ton Capacity). 3. DELIVERY. Delivery shall be made to the location(s) contained herein no longer than one hundred eighty (180) days after receipt of an order. Ship to: City of Mesa Fleet Services Department 310 W. 6th Street Mesa, AZ 85201 4. ADDITIONAL PURCHASES. The City reserves the right to purchase additional Light Duty Pick- up Trucks (1/2-Ton Capacity) at the bid price for twelve (12) months after the bid award date. Orders placed after initial bid pricing expiration date shall be priced not to exceed initial bid price or the bid price plus cumulative change from the bid opening date in the Producer Price Index for 336110 Not Seasonally Adjusted as published by the U.S. Department of Labor, Bureau of Labor Statistics (http://www.bis.gov/ppi/home.htm ). 5. INSURANCE REQUIREMENTS. Contractor shall maintain coverage for all general, contractual and products liability risks normally associated with the goods and materials and/or se rvices covered by this contract. The Contractor shall maintain at all times during the term of this contract, a minimum amount of $3 million per occurrence/$5 million aggregate Commercial General and Products Liability insurance, including Contractual Liability. For General Liability insurance, the City of Mesa, their agents, officials, volunteers, officers, elected officials or employees shall be named as additional insured, as evidenced by providing an additional insured endorsement.. The Contractor shall maintain at all times during the term of this contract, a minimum amount of $1 million per occurrence Automobile Liability insurance. The Contractor shall maintain Workers’ Compensation insurance to cover obligations imposed by federal and state statute. Prior to the execution of the Contract, the Contractor shall provide the City with a Certificate of Insurance (using appropriate ACORD certificate) SIGNED by the Issuer, applicable endorsements, and the City reserves the right to request additional cop ies of any or all of the above policies, endorsements, or notices relating thereto. When the City requires a Certificate of Insurance to be furnished, the Contractor's insurance shall be primary of all other sources available. When the City is a certificate holder, the Contractor agrees that no policy shall expire, be canceled or materially changed to affect the coverage available without advance written notice to the City. “Waiver of Subrogation. The policies required by this agreement (or contract) shall contain a waiver of transfer rights of recovery (subrogation) against City, its agents, representatives, directors, elected officials, officers, employees, and volunteers for any claims arising out of the work of Contractor.” All insurance certificates and applicable endorsements are subject to review and approval by the City's Risk Manager. 6. PRICE. All pricing shall be firm for a minimum of one-hundred eighty (180) days except where otherwise provided by the specifications, and include all transportat ion, insurance and warranty costs. The City shall not be invoiced at prices higher than those stated in any contract resulting from this bid. DETAILED SPECIFICATIONS September 8, 2015 24 IFB #2016059 The Contractor certifies that the prices offered are no higher than the lowest price the Contractor charges other buyers for similar quantities under similar conditions. The Contractor further agrees that any reductions in the price of the goods or services covered by this bid and occurring after award will apply to the undelivered balance. The Contractor shall pr omptly notify the City of such price reductions. No fuel surcharges will be accepted. No price increases will be accepted without proper request by Contractor and response by the City’s Purchasing Division. RESPONSE ELEMENTS September 8, 2015 25 IFB #2016059 1. BID SUBMISSION - Submit one (1) signed original along with two (2) copies of the bid in a sealed container and one (1) electronic format on a CD or thumb drive. DO NOT use spiral binding or comb binding for your offers – 3-ring binders are preferred for large bids. 2. BIDDER RESPONSE CHECKLIST. This checklist is provided for your convenience. It is not necessary to return a copy of this solicitation’s Instructions, Terms and Conditions, or Detailed Specifications with your bid response. Only submit the requested forms and any other requested or descriptive literature. Do not use comb or spiral binds for your bids. 3-ring binders are preferred for large responses. Response has been sent in time to be received prior to 3:00 PM local time on the due date . Original and proper number of copies submitted (above) Electronic copy (CD or Thumb Drive) submitted (above) Bid container properly labeled Detailed Specifications/Specification Questionnaire form completed and included, if required Pricing and Compensation, math double-checked, form completed and included W -9 Request for Taxpayer Identification Number and Certification form completed and included (http://www.irs.gov/pub/irs-pdf/fw9.pdf) Checked for any addenda issued and acknowledged on Pricing & Compensation form Exceptions, Confidential & Additional Items form completed and included Vendor Information form completed and included Offer And Acceptance form completed and included Warranty Information Included TECHNICAL SPECIFICATIONS / SPECIFICATION QUESTIONNAIRE September 8, 2015 26 IFB #2016059 SPECIFICATION 16-08 TWENTY SIX (26) 2016 OR NEWER LIGHT DUTY PICKUP TRUCKS, ½-TON CAPACITY Units being replaced:  1339, 1391, 1392, 1393 Development Services (4 ea.)  960, 962, 1361 Engineering Department (3 ea.)  319, 331, 1933 Gas Department (3 ea.)  50, 53 Parks Department (2 ea.)  551, 1076 Police Department (2 ea.)  1736, 1743, 1732, 791, 758, 1733 Transportation Department (6 ea.)  Addition to the Fleet (140, 200,201, 258) Water Department (6 ea.) 1. This specification is intended to describe and set minimum acceptable standards for a ½ ton pickup truck(s). Unit(s) shall be new (unused), latest standard production model completely serviced and prepared for customer delivery by a factory-franchised dealer prior to delivery. Unit(s) shall include all warranty identification cards furnished to the trade in general in accordance with standard warranty policy. Unit shall include the line production sheet listing all components. The line production sheet shall match the vehicle's serial number. Contract shall be effective for two (2) years from award date; the City may order additional unit(s) from this contract anytime during the contract period. Pricing adjustments will be in accordance with instructions in the Special Terms and Conditions. 2. This equipment will be used at altitudes up to 3,000 feet and in ambient temperatures from +15 to 130 degrees F, at relative humidity between 5% and 100%. Speed, Gradability, and acceleration performance requirements shall be met at or corrected to 77 degrees F, 29.31-inches Hg, dry-air per SAE J1995. The steepest grade in operating range will be 6%. The equipment must operate normally throughout this range of conditions. 3. The equipment supplied shall conform to all applicable OSHA, FMVSS, EPA, Arizona Department of Environmental Quality, Arizona State Motor Vehicle laws/regulations and to all other industry standards in effect at the time of delivery. 4. The equipment supplied shall be a standard model of a manufacturer with experience in the production of severe-service/construction-grade cab, chassis, and/or equipment as necessary to meet the requirements of the Specifications. All workmanship and materials shall be new and of good quality and design. 5. When equipment is purchased in quantities greater than one, each unit shall be identical in all aspects of design and manufacture unless specified otherwise in specification. 6. Each component of the equipment bid shall be adequate for and compatible with all structural and performance demands placed upon it as a part of the complete unit. 7. The dimensions, capabilities, weights, and gauges stated in the written specifications are to be considered nominal unless otherwise stated as minimum, maximum, or exactly for specific strength, fit, or purpose. Where brand names are mentioned (with or without model numbers), bidders are to understand that brand names OR equal in performance, quality, and function is intended. TECHNICAL SPECIFICATIONS / SPECIFICATION QUESTIONNAIRE September 8, 2015 27 IFB #2016059 8. All equipment associated with this purchase must be delivered to the City of Mesa no later than one hundred eighty (180) days from order date. The Fleet Services Division may authorize an extension of the delivery date. 9. Liquidated damages in the amount of $100 for each normal workday (Monday through Friday) shall be levied against each piece of equipment that is delivered after the established delivery date. Officially recognized state and federal holidays will not be considered normal working days. The City of Mesa will deduct such damages from the dealers invoice before making payment. Dealers will not be held responsible for Force Majeure delays provided that the Fleet Services Division is notified in writing in a timely manner and agrees with request. 10. Clarification of any items in this specification may be obtained from Peter Scarafiotti, Automotive Engineer at pete.scarafiotti@mesaaz.gov. 11. Other models bid as equivalency shall submit documentatio n of equivalency in both performance and design with this bid. Copy TECHNICAL SPECIFICATIONS I SPECIFICATION QUESTIONNAIRE Specification Meets Explain Deviation .. . · r.$ '· .i:: ··~!~.;._ .. · .. .CHASSIS -. .. ., .. ·· ·, ··, ,.., The GVWR shall be 6,400 to 6,900 lbs (depending X 6,200 to 7000 GVWR upon wheelbase and box size) and be spread over two axles. The manufacturer will use the federal/state bridge formula and axle-loading laws to determine the maximum legal weight allowed. The wheelbase, cab to axle and axle to end of frame overhang dimensions shall be engineered to provide the best possible weight distribution, maximize the legal payload the truck can carry and ensure that over-all length is kept to a minimum. GVWR: 6,400 lb. (Regular cab -6.5' Fleetside box) x 6,200 lb. OAL: 205.6" , x 209.3" WB: 119.0" x 122.4" BBC: 116.5" H .f')(\ All The GVWR shall be identified in the cab or on the door '' IVU.""T as the final complete certification label. x Vendor to provide wheelbase of truck bid: 122 4" x Vendor to state combined weight of the cab/chassis and body as a complete unit with all fluids full but without x operator: 4 361 lbs. -~· FRAME AND RELATED ITEM_S .,. -· . , ,:-.. . Straiaht channel steel (60,000 PSI yield) x .11.q 1nn P~1 Side rails: 8.06 x 2. 77 x 0.11" )( q OR'X'1 ~RX 0871 n Section modulus: 4.379 x 4.95 SM Two front tow hooks, frame mounted. 4X4 only .. · FRONT AXLE & EQUIPMENT· ., Front Axle: 3,200 lb. capacity. x Coil Springs: 1,600 Independent Coil. x 1,425 Shock Absorbers: Heavy-duty . .•_;.· .. REAR AXLE & EQUIPMENT · ' ' •. Rear Axle: GM semi-floating, single reduction, 3,950-lb X 3,225-lb Rating@Ground capacity. Rear Suspension: Multi-leaf, 2-stage, Shock Absorbers: Heavy-duty. The vehicle shall be equipped with a suspension system (axles, springs, x wheels and tires) having a rated capacity equal to or in excess of the GVWR. The chassis shall not be modified above chassis manufacturer's maximum GAWR as shown on the certification label. All vehicles shall be furnished with OEM heaviest duty available springs, shock absorbers, and stabilizer device(s). Rear differential ratio: 3.23 X 3.31 ratio -~~· ·\·: ... BRAKES , ... c·,, ... <" .. 4-wheel anti-lock; 11.8" disc front, 256.7 sq. in. swept area per axle; 11.6" drum rear, 204.8 sq. in. swept area x per axle. .. . . STEERING . ' . ·' .. . . . . Conventional Position Power Steerina: lntearal power steerina, variable ratio x Tiltina and telescopina steerina column. x Steering Wheel: 18 inch x 16" Bidder Name Berge Ford Date: 9-24-2015 September 8, 2015 28 IFB #2016059 ,_ ·-,., ... ~ . :·; ', ,. -·· . .--:: .... ' . . .SP.ecification "' ' •' I• ~ . Mi:fets . .• .. Exoiaili ·Deviation . · .. ~~;~,~:tit~tf.~~~!(~~;~~~!~;Iiffe,-;'.-.:{~~'it.ll~N'SMISSJ<:)NI,: ··:. ,_, ~-!t~T!J,'eik,?'f~~'!7i:~1~"1ftf.t~\;-•_::s:~b'(:i:6'1! Pfetefre4: S:speed AutofDatic Transmission x ,; ·': .. ,, '.· ·~ 'T' ~ . . ~ •: .. ·• . ' . . • • -, .. ,, • . ' ' • . ,. .. . :~ ' ·:··:· . ' ··-~ . ~~,~~1'-'"~;'i·"'f~s,~·~··:,f4~'*~iNVS.:1~~*11!):RIX(Et.!INE1%\'i''1:\1~:·:.;."'i<'»M£~·;~~:>m:f,f~~;;·-.··· , ~tr* ·~r •;.:'.l-'4lii .' .::'/~. _..,.\L~Al:. o~ "'•· :...' , ~~ ...::.. ·+.,..,.'\';:ft.-~-~ lot: t., , ~ Aot ~·:~ .b .. +»tt),:..•. 'r!. IJ:~~,.,.'T. ~:·~·~:\pf .... -~~~ .'!"':-r;;Jf .{~·~ .... ¥, . ::~.:£~~ .Tub·u1ar,shaft,,.Nylon-coated slip joint splines. x ~71.J,f;~·.:~-<1~f~iftY¥Jl~Z/Jf.~$~~~~~i\~T·W~t~~it~~t1~:;1E.N~GINE~~l~~q~~~~-r·r.r~~ .. Xit~f~~:~~;~~!i:?l.r'.<~~:~~~r.~~::~~~;<:7,~~ The truck shall be powered by a liquid cooled, computer X 5.0L VB FFV controlled 5.3 L VS E85 Flex Fuel Engine. The engine shall rne~~ 6r exceed all applicable emission standards iii place at the time of assembly. Vendor to state: EnQine Make: Ford Engine Model: 5 01 VA FFV Enaine Ratina: 38fl hp 387 torque ra ~R!=ln RPM Cooling system shall be manufacturer's maximum possible system for engine/chassis combination. The cooling system must be capable of maintaining safe operating temperature in ambient temperatures as high as 120 degrees F. A coolant overflow recovery tank and x compensating system shall be furnished. The cooling system shall be protected with an OEM solution of extended life antifreeze/coolant. The cooling system shall be filled with a 50% concentration of glycol-base antifreeze coolant. Air Cleaner: SinQle element •)( Starter Motor: Delco or equivalent x Silicone radiator and heater hoses N/A Frnm Fnrrl Mntnr r.n mt~~il~~t~{~~'Wf~t.i:~:~'(tJ~Jt'.ijY~~ELCE(;iffiRl"<~~ll:i&1lG'~.t.:.1.~ESt~~)1!:l~?t;~f'J;t:i;'.13~fi!~~:)fi§;,~~1~.il?r;t;"RS'~;! Alternator: 145 Amp. x Batteries: Maintenance free type, 600 CCA. x Battery cables: Sealed terminal design. Ground cable x shall terminate at the crankinq motor. Positive post for iump starts includina dust caps. x Radio: AM/FM stereo with CD and clock. y Halogen headlamps wldaytime head/iqht svstem. x Intermittent windshield wiper switch. x Indicator: Low enaine oil pressure x Indicator: Water temperature x Indicator: Transmission temperature )( Indicator: Park brake w/liaht )( GauQe: Speedometer I Odometer, dash mounted. x Gauge: Tachometer, dash mounted. x GauQe: Coolant temperature x Gauge: EnQine oil pressure. x Gauge: Fuel, dash mounted y Gauge: VolUamp meter, dash mounted. )( Gauge: Transmission temperature x The vehicle shall be furnished with an integrated electronic device that controls electrical power to trailer x braking system and provides ideally matched braking force between tow vehicle and trailer. Bidder Name Berge Ford Date: _9_-2_4_-2_0_1_5 _____ _ September 8, 2015 29 IFB #2016059 Specification Meets Explain oeviatiOn The v~n\~le shall be furnished with a 4-way brake wiring connector or access to brake wiring, wiring located un8er the Instrument panel. This connector or wiring x access shall contain the following circuits: • Battery Ground • Battery Positive • Stop Lamp Switch • Electric Brake Feed ~JWi';\t~~~'i:!~~*~J;?:iQ\1/it~"??JJ;))j:~{J}.'I;t~E~E-AN~~~;t~.};~ ftft~\~~~;~~~~~~;~{~:t~~~~;~:(~~~~~1t~tt~':1:1ii~:~~~~~1 Single 26 gallon. The fuel tank(s) shall be protected by a metal shield, or be located in an area which will be X 23 Gallon free from hazards of off-road operation. (Example: tanks located between frame rails or more than 38 cm (15 in) ground clearance.) The fuel fill pipe shall be protected against deformation by body or component installation. When more than one fuel tank is furnished, the tanks shall be interconnected. A fuel gauge shall be provided which accurately indicates total remaining fuel. ··'''01.'•'~t(" : .. 1!/'~ilr'~t.ir1 "1 ~'·~'~iWi;r:m.~R'f'%~~·Cilf?.'J&fNIJ1~·~~,, ,,.~1"'~· ~~lN'ncrr · ··;.·>•<t:f/"-· .'~_..·.,'··: -.tf•rr ~ ~:··,.,,.,,.. ' . ....-;. "t %t1· ~:1 J~ ·11 • J.· . ·Ill' 1 ~,i..--.... "\.~ · ·i:··rf;,.. · : · tf:i¥·~ *~•~f· ') · 7 i.·;J": ;~o:tt. ;IB;:f~:tfi.:·;:.,.:~¥lif~;f~f:•' · ,,t • • ·'' .. < • '(>.> • ·-' , ' ' • • • • • ..... •• ""' ' ' • • ' • 1· ' ... " • ~ . • > • " '"•.. ""' ~· • '" • •'' ..,. Cab & Body: Determined by the City of Mesa Fleet x Services Chassis Frame: Black x Wheels: Summit White X Silver Steel r.~;:~~~!:~Jf.'l.11~¥..~:mlr.[~~;~4?~~~~~*)~~tl1lBES~i~fi~E~S~1~~~~~~~~.\~1i?C.f;:,:, · .. lJj;.t~~~~~fr~~tr.~~~·~?~~.,~~~t~~ The wheels shall be 17 x 7.5" steel disc wheels. Tires shall be Michelin or Goodyear and sized and rated to x meet the DOT bridge formula for maximum legal payload and safety. Front Tire (2): LT245/70R17 All-Terrain Blackwall x Load Range C Tires, All-Weather Tread DesiQn Rear Tire (2): LT245/70R17 All-Terrain Blackwall x Load RanQe C Tires, All-Weather Tread Desi n Full size spare . (1) -. • ---• identical what is installed on the vehicle shall be included. x · '1 tr.;\:l·t.t>i~,;,.·,·, ,..,.,., .. ,.,~ 1M!'."~t:"~~"""'1~""'.17~C::1'B'"&E.~U!lBMENir.'·'~r,,;1 >!'.•:.d~ ·~'..,".•.,';:Ji,·J~ ~~·:-·~.~t,=,. /~ ... ~ , ~.ii!; ....... J. ·1.ift< , ".' ~' r. .. .\'-". . ~ 1 i~'H[~W' ifA:.~~5t::~.'.~~l:·~ ~~;~g~ ·~~~~ ~\!.¢~~·~~(~~i~\:~,,~~~W~·~~,~Ei Maximum engine compartment insulation to reduce noise and heat in the cab The noise level shall not x exceed the OSHA standard of 80 decibels over an 8- hour period. Windshield: Conventional flat glass, one piece. Solar- Ray Deep-Tinted Glass. All glass to have maximum tint x allowed by law (all windows) Storage pouch or glove compartment. x Insulated headliner with dome light. x Air conditioning w/ integral heater and defroster. x Interior Color: Gray or Graphite. x Seat Belts: 3-point style x Two visors to be hinged in such a manner to provide x shade to both the windshield and the side windows. Bidder Name Berge Ford Date: __ 9_-_2_4-_2_0_1_5 ____ _ September 8, 2015 30 IFB #2016059 \• ,. Specification Meets Explain Deviation Radio: AM/FM/CD stereo radio w/clock. x 12-vcilt accessory plug (to be mounted in center of cab below dash or on center console) x Towing Package Mirror Option Code 6P3 X N/A on 122" WB I Included in oricina on all other WB'S All mirror mounts shall include anti-vibration bracing. x 40-20-40 Split bench Fabric seat x Gray or Graphite Dashmat x 4 Sets of Keys and if power option 4 Sets of Key Fobs x 1iMer.:~if.~i:._"f~!if:rim.i'·' ''~ti'"~n~t"''~' ·,,;r 'l'eawssrs.E~IGf;liif NG·· •:• . ·~~-1,::~ -a•, •!.1~.l 11'!7-~~! ';!'r, -.i, , ' : : , ~ '· ', , ···~i.::1'..:~~~i1\~';~;J::,.:i,\t;W::~~i~4B~{,,: Manufacturer's standard lighting (exterior and interior) x shall conform to FMVSS 108. :;::t~&:·~'7J1w~z~'.·.~·-Jml~:~,t-;:,;}JL·~~i~r.·"~'anmeamssi:Metw:.·:"::.i;t ~J{§!.~2::t'·i?lft~:t!f,. ' . '"~-~-~~~ Vehicle shall not tow beyond approved gross x combination rating. It is the vehicle operator's responsibility to verify and approve towing combination. Factory Class 4 receiver and combination pintle and 2" x ball. Rear tow loops shall be welded to the tow plate; located on either side of the pintle hook, tow loops must not interfere with the operation of the pintle hook or combination articulation. Each tow loop shall provide an x ultimate strength at least equal to the GVW of the truck furnished. The attachment devices shall be capable of accommodating a standard grab hook [116 mm (4-9/16 in) wide, 30 mm (1-3/16 in) thick, 19.8 mm (25/32 in) throat width)] for a 16 mm (5/8 in) chain Trailer electrical connector with boot (Pollak 11-721) shall be provided and installed on the left side of the x hitch plate and wired to SAE J560 (7-wire) standards. Trailer brake control system shall be furnished. The trailer brake control system shall include: Coincident control of trailer brakes with prime mover foot control. x Independent hand control for trailer brakes Automatic breakaway feature. Trailer stoplight control operable with foot brake and with hand control for trailer brakes. Back up alarm shall be installed x Bidder Name Berge Ford Date: 9-24-2015 September 8, 2015 31 IFB #2016059 . ·-· ---.,~_.,_,..TECH.NIGALSPECIFICATIONS_/ SPECiF.ICATibN duestib.NNAiRE. ,,,,_, ., -.· . ..... ,. -·~.r··-' .,.,....,.~ ......... !.!!'' '''-'<....;<..• ..... , ,..-••.• _..• .. '\.-.• ;,· •• '·'. , ........ "'' ..-.·:t·-•.,,.,.,_ .. _ •~., ·• •;s;.4-'-~.,.-, ............ _.~·· -.·-~o>,:.,.-t ... +.:..i: ......... "f.\ ~1~~~~~~~-f;il.~~W~BR~Ni1Y:;~l;~~'6~~~.3i?.?,:~fif~'1~";&~~~m~;;~;~'.,'. Warranty i~ \fery important to the City of rylesa. All bidders will be expected tO provide the following warranty terms: 6 year -100,000 mile (whichever comes first) -All body and sheet metal components shall be warranted against rust-through corrosion. 5 year-100,000 mile (whichever comes first) for repairs which are required as a result of defects due to material and/or workmanship to the power train components as listed below: Engine, Transmission!Transaxle!Transfer Case, Final Drive System, Courtesy Transportation & Roadside Assistance will be provided 3 year -36,000 mile (whichever comes first) bumper to bumper limited warranty Bidders can provide either factory or bidder purchased warrantv. If bidder purchased warranty program is offered, bidder shall provide (with bid submittal) all documentation that proves that program meets or exceeds factory warranty specification. If bidder purchased warranty program is provided, bidder is responsible for filing all claims and recovering payment from warranty provider, not the City of Mesa. City of Mesa will expect that the program will perform as normal factory offered programs. Failure to meet this provision will be considered non-responsive. Bidder Name Berge Ford September 8, 2015 32 X 5 Years I Unlimited Miles x x x Date: -""""9....;;-2-.....4---2=0'"'""1"'"""'5'------- IFB #2016059 ·.1: .1."'\..~ .~(-.·~·,,j .•..•. , -. . . l • • '·• i ·. ., ,l STATEMENT OF WEl.GHT ESTIMATES. Provide weight estimates Within a tolerance of+/-3% for the ctia~i~is 0eight as configu·red by the Specification with a 190-pound driver and f1.lli fuel tank. Front Axle: (Tare) 2466 1bs. Front Axle: (Loaded) lbs. Tag Axle(s) (if equipped -Loaded) lbs. Rear Axle or Tandem (Tare) 1757 lbs. Rear Axle or Tandem (Loaded) lbs. Total Tare: 4223 lbs. Total Gross Weight lbs. Payload Capacity: 1910 lbs. IMPORTANT NOTE: The Gross Vehicle Weight Rating (GVWR) shall be furnished and identified by a decal in the cab or on the Inner door frame as the final complete certification label (minimum rating). The Gross Combined Weight Rating (GCWR) (if applicable) shall be furnished and identified by a decal in the cab or on the inner door frame to indicate approved weight that can be towed. HEIGHT. State height from ground to top of frame at centerline of rear axle (tandem): Loaded: _____ in. Unloaded: _____ in. ADDITIONAL WARRANTY INFORMATION COMPONENT HOURS MONTHS MILES COST ELECTRICAL 36 36,000 BATTERY 36 36,000 ALTERNATOR 36 36,000 STARTER MOTOR 36 36,000 ENGINE 60 100,000 COOLING SYSTEM 36 36,000 ENGINE ACCESSORIES 60 100,000 FAN CLUTCH 36 36,000 Bidder Name Berge Ford Date: 9-24-2015 September 8, 2015 33 IFS #2016059 cbMPONENT .(.nt. Mq~ffHs ' --::-:-~ !· • -,~ : :'1 (, HOURS Mll.:.ES COST EXHAUST 36 36 060 FRAME 36 36.ooo FUEL SYSTEM 36 36,000 INSTRUMENTATION 36 36,000 LIGHTING 36 36,000 PAINT 36 36,000 STEERING 36 36,000 POWER-STEERING PUMP 36 36,000 GEAR BOX 36 36,000 HYDRAULIC CYLINDERS 36 36,000 SUSPENSION FRONT 36 36,000 SHOCKS 36 36,0000 SUSPENSION REAR 36 36,000 SHOCKS 36 36,000 TIRES Tires Pro I ~ated by Ma nufrcturer TRANSMISSION 60 100,000 WHEELS 36 36,000 AIR CONDITIONING 36 36,000 HEATING ~R 36.000 AXLE FRONT 36 36 000 DRAG LINKS 36 36 000 SEALS 36 36,000 TIE RODS 36 36,000 BEARINGS 36 36,000 BRAKES 36 36,000 ABS 36 36,000 AIR COMPRESSOR N/A AIR DRYER N/A AIR SYSTEM N/A AIR TANK N/A Bidder Name Berge Ford Date: 9-24-2015 September 8, 2015 34 IFB #2016059 COMPONENT BRAKE CHAMBERS BRAKE LINING CALIPERS DRUMS/ROTORS HYDRAULIC SYSTEM MASTER CYLINDER PARKING BRAKE SLACK ADJUSTERS WHEEL CYLINDERS CAB CHASSIS CLUTCH DRIVE LINE CENTER BEARING U-JOINTS USE ADDITIONAL LINES BELOW TO ADD OTHER PARTS NOT LISTED PREVIOUSLY. HOURS Mof..lriis '> • r \ •:: t ~ 36,000 36 36 36,000 36 36,000 36 36,000 36 36,000 36 36,000 36 36,000 N/A 36 36,000 36 36,000 36 36,000 N/A 36 36,000 36 36,000 36 36,000 WARRANTY REPAIR FACILITY. If the bid you are submitting will be to provide warranty repairs at an authorized dealer within a 50-m ile radius of 310 East Sixth Street Mesa, Arizona, initial here to acknowledge: __,_,R.....,K.._L __ _ Name and location of the service and warranty dealer: Dealer Name: Berge Ford Address: 460 E. Auto Center DR. City: Phone/Fax: Mesa AZ 85204-6500 480-497-1111 I 480-497-7582 Bidder Name. __ B_e_r_g_e_F_o_rd _____ _ Date: _9_-_2_4-_2_0_15 ____ _ September 8, 2015 35 IFB #2016059 _?.,, ·"·•',. ,,;..;":., '·. 4 • • .• -I • • • • , 1 ' " "1\ SUB CONTRACTORS. All Sub Contractors involved in the completion of this bid fTIUSt be l,isted. Each Sui:> co~tractor shall ihCluqe two (2) sets of parts/service manu131s for items insfallecl. Iii brder tor a vEikiCi~ to be accepted, these items must be provided 'at the time of delivery: Company Name: Sun Country Address: 4245 E. Superior Phone/Fax: 602-438-49561602-438-4947 Contact Name: kejth Ladd System/Parts Installed: __._H ..... it .... c ..... h_, ..... B ..... a..,c ... k_lJ..,..p"'", .... L .... if ....... t ...,G~a .... te..._, P ......... l u~g,_.a.,..n....,d.._..G .... o ... l"toig,...h .... t_ Company Name: Address: Phone/Fax: Contact Name: System/Parts Installed: ------------------- REFERENCES. Provide references of purchasers/users of the equipment bid. The contact person shall be someone who has responsibility for the operation of the equipment. References from the western United States are preferred. Company Name: Pima County Address: 1301 S Mission RDT11cson AZ85713 Phone/Fax: Contact Name: Bob Charlton Title: Fleet Manager Company Name: Maricopa County Address: Phone/Fax: 3325 W D11rango St Phoenjx,AZ 85009 · 602-506-4667 I 602-372-3953 Contact Name: I es Glover Title: Fleet Manager PARTS AVAILABILITY. The successful bidder shall maintain and/or have access to a parts inventory that can meet the City of Mesa's delivery requirements. . Please state the estimated one-way mileage between 310 East 61h Street, Mesa, AZ and the nearest authorized parts supplier: 4.6 miles The bidder shall provide a listing of a minimum of four (4) authorized parts suppliers. The listing shall include the company name, mailing address, telephone number, FAX number, as well as the name and job title of a contact person. Company Name: Berge Ford Address: 460 F A11to Center Dr_Mesa, AZ 85204-6500 Email Address: Phone/Fax: ~ff8~f§9:P&Go~~%o~fgftsa1 Contact Name: Title: June Esparza Parts Manager Bidder Name __ B_e_r-=g=-e_F_o_r_d ______ _ Date: 9-24-2015 September 8, 2015 36 IFB #2016059 tor:npany Name: Address: Email Address: Phoneti=aX: Contact Name: Earnhardt Ford ,.-, r ; 7300 W OrchjO LN. CHatidlet, AZ 85226 , ww,w ¢atnhardtfoITJp·ads 'c'Dm - 480-763-6230 .Ice Chafin Title: Wholesales Parts Company Name: Sanderson Ford Address: 6400 N 51 st St. Glendale.AZ. 85301 Email Address: Phone/Fax: Contact Name: Title: Dave Beard Parts Manager Company Name: USO Address: Email Address: 1580 E Riverview Dr. phoeni~.AZ. 85034 www.usdp'!rh:tcom Phone/Fax: Contact Name: so2-2s8-1 eoo r eo2-2s8-22zo Scott Souza Title: Parts Mangar Bidder Name __ B_e_r~g_e_F_o_rd _____ _ Date: 9-24-2015 September 8, 2015 37 IFS #2016059 p·udfo~rit fo all the contract specifications enumerated. ~nd described in this sollcit~tioh,. w~ ~greg fo Nr[\i~~-J~~nty~six (26) Light Duty Pick-up Trucks (1/2.:tdn C~i)ae°ifyj to the city of M~s~ ~t th~ 'price(s) stated belo~. Description Unit Price Quantity Total Bid Price Light Duty Pick-up Truck (1/2-Ton $22,241.00 26 each $578,266.00 Capacity), per specifications $910.00 in Base Bid Price for Powertrain Care Non Taxable Chassis Model Bid F-150 Reg Cab Body Model Bid F-150 Reg Cab 122" WB Manufacturer: Ford ------------------------------ Model: F1 C F-150 Reg Cab 122" WB Model Year: 2016 Item No. Description Regular Cab -8.1' long box (Fleetside) GVWR: 6,400 lb. OAL: 224.5" 1. WB: 133.0" BBC: 116.5" Plus upgraded front and rear axles & suspension This cost is in addition to base price. Extended Cab -6.5' short box (Fleetside) GVWR: 6,400 lb. OAL: 230.2" 2. WB: 143.5" BBC: 141.4" Plus upgraded front and rear axles & suspension This cost is in addition to base price. Extended Cab -8.1' long box (Fleetside) GVWR: 6,900 lb. OAL: 249.2" 3. WB: 157.5" BBC: 141.4" Plus upgraded front and rear axles & suspension This cost is in addition to base price. Bidder Name Berge Ford September 8, 2015 38 ------------------------- Unit Price $478.00 $ 3,766.00 $ 4,796.300 Date: 9-24-2015 6,750 lb. 227.9" OAL 141.1 WB 124.3" BBC 6,900 lb. 231.9" OAL 145" WB 147" BBC 7,000 lb. 250.5" OAL 163.7" WB 146.9" BBC IFS #2016059 4. 5. 6. 7. Crew Cab -6' shc)rt box (Fl~~tslde) 5.si• Box GVWR: 6,700 lb. OAL: 249.2" WB: 143.5" BBC: 148.9" $7,072.oo Plus upgraded front and rear axles & suspension This cost is in addition to base price. Four-Wheel Drive (4x4) Reg. Cab (8' box): Extended Cab (6.5' box): Extended Cab (8' box): This cost is in addition to base price. Hybrid Option (extended Cilb only) - with all upgrades Extended Cab (6.5' box): This cost is in addition to base price. Engine Option -6.2 L (consistent towing only) This cost is in addition to base price. CNG Bi-Fuel or Dedicated (If Available) $4,310.00 $3,177.00 $3,857.00 $ N/A $ N/A N/A 8. Must provide specification sheet with bid $ 9. 10. 11. This cost is in addition to base price. Power Windows, Door Locks & Mirrors This cost is in addition to base price. Tommy Lift Gate: Model (;2-64-1340- EA38 This cost is in addition to base price. Remote controlled spotlight: Golight "Stryker" model 3106 (White) center cab 6 inches from windshield with cab mounted electric control. This cost is in addition to base price. $1,407.00 $2,671.00 $475.00 6;8bo lb. 231.9" dAL 145" WB 158.8" BBC Includes Power Trailer Tow Mirrors Maxon 1300 lb. The City will add any applicable sales tax or use tax. Sales/Use taxes should not be included in the bid prices. Bidder Name __ B_e ___ rg'-e_F_o_rd ______ _ Date: 9-24-2015 September 8, 2015 39 IFB #2016059 F.ds: oesfin·ation Fr~ight co~f~: tJnit prices should include all Shipping and Transportation Co~ts No tuel sbrcliarges will be accepted. Delivery Period (after receipt of order: _9_0_-_1 _2_0 ______ days Payment terms (not less than net 30 days): ~N~e~t~3_0~D __ a_y __ s _____ _ Does Bidder agree to honor the prices, terms and conditions to other agencies as specified in section S.38? X Yes __ No (A "no" answer will not disqualify your bid.) Bidder complies with S.9 "Compliance with Applicable Law"? x Yes No Date offered pricing expires: 3 I 24 /2015(Minimum of 6 months after bid award date) Bidder has read and agrees with additional purchases (Detailed Specifications) and pricing terms: X Yes __ No (If No, please explain) ADDENDA Bidders are responsible for verifying receipt of any addenda issued by checking the City's website at www.mesaaz.gov/purchasinq prior to the bid opening (see i.2). Failure to acknowledge any addenda issued may result in a response being deemed non-responsive. Acknowledgement of Receipt of Addenda (initial for each addenda received, if applicable): Addenda #1 RKL Addenda #2 Addenda #3 Bidder Name __ B_e_rg_e_F_o_r_d _______ _ September 8, 2015 40 9-24-2015 Date: ---------- IFS #2016059 ~idder~ ~hall indicate" any and all exceptions takeh to the provisions or speCificafioris in this solicitation document. Other. .. 'f:oHiig or bob.Jme'nts: If the city is req'uirett by tile awarde'ci ~e§P.,on.CI.~~.~ to ~B:Q:i·p1~te arici execute any other forms or documents in relation to this solicitatiOn, the terms, ccinffitions, and require·ments in this Solicitation shall take precedence to any and all conflicting or modifying terms, conditions or requirements of the Respondents forms or documents. Exceptions (mark one): **Special Note -Any material exceptions taken to the City's Specifications and/or Standard Terms and Conditions will render a Bid Non-responsive. _X __ No exceptions ___ Exceptions taken (describe--attach additional pages if needed) Confidential/Proprietary Submittals (mark one): X No confidential/proprietary materials have been included with this bid ___ Confidential/Proprietary materials included. Bidders should identify below any portion of their bid deemed confidential or proprietary (see section S.12). Identification in this section does not guarantee that disclosure will be prevented but that the item will be subject to review by the Offeror and the City prior to any public disclosure. Requests to deem the entire bid as confidential will not be considered. Additional Materials submitted (mark one): X No additional materials have been included with this bid ___ Additional Materials attached (describe--attach additional pages if needed) Bidder Name Berge Ford Date: __ 9_-2_4_-2_0_1 ____ _ September 8, 2015 41 IFB #2016059 Company Legal/Corporate Name: _B_e_r_g_e_F_o_r_d _________________ _ Doing Business As (if different than above):-------------------- Address: 460 E. Auto Center DR. city: Mesa State: AZ Zip: 85204-6500 Phone: 480-497-7527 E-Mail Address: rlewis@bergeford.com Taxpayer Identification Number: 86-0116457 Remit to Address (if different than above): Address:--------- City: _____ State: __ Zip: __ _ Contact for questions about this bid: Name: Richard Lewis Phone: 480-497-7527 Day-to-Day Project Contact (if awarded): Name: S/A --'-------------- Phone: ______________ _ Sales/Use Tax Information (check one): Fax: 480-497-7625 Website: www.bergefordfleet.com DUNS# 035873991 Order from Address (if different from above): Address:------------- City: __ State: _Zip:-------- Fax: 480-497-7625 E-Mail Address: rlewis@bergeford.com Fax: _____________ _ E-Mail Address:----------- __ Bidder is located outside Arizona and does NOT collect Arizona State Sales/Use Tax (The City will pay use tax directly to the AZ Dept of Revenue) _A_ Bidder is located outside Arizona is authorized to collect Arizona Sales/Use Taxes (The Bidder should invoice the applicable sales tax and remit to the appropriate taxing authorities) State Sales Tax Number: 07-033195-C City Sales Tax Number: M0000562 City of: Mesa , AZ Sales Tax Rate:-:".01:::1<8ei0C:M5~o'f1l,~~----- --Bidder is located in Arizona (The Bidder should invoice the applicable sales tax and remit to the appropriate taxing authorities) State Sales Tax Number: ------ City Sales Tax Number: City of: , AZ Sales Tax Rate: --------- Certified Small Business Certifying Agency: ---------------- --Certified Minority, Woman or Disadvantaged Business Enterprise Certifying Agency: ------------ September 8, 2015 42 IFS #2016059 SKIP THIS AFFIDAVlT IF: _IC:_ Bidder is a(n) LLC, Corporation or Partnership as indicated on your W-9 COMPLETE AFFIDAVrT IF: Bidder is a(n) Individual or Sole Proprietor as indicated on your W-9 AFFIDAVIT ARS §1-502 requires that any Person who applies to the City for a Local Public Benefit (defined <!S a Grant, Contract or Loan) must demonstrate through the presentation of one (1) of the following documents that he/she is lawtully present in the United States (See section i.1 Oaf the Instructions). Please place a check mark next to the applicable document and present the document to the City employee. If mailing the document, attach a copy of the document to this Affidavit. (If the document says on its face that it may not be copied or you know for reasons of confidentiality that it cannot be copied, you will need to present the document in person to the City for review and signing of the affidavit.) 1. Arizona driver license issued after 1996. Print first 4 numbers/letters from license: _ _ _ 2. Arizona non-operating identification license. Print first 4 numbers/letters: _ _ _ 3. Birth certificate or delayed birth certificate Issued in any state, territory or possession of the United States. Year of birth: : Place of birth: --..,..-------------- 4. United States Certificate of Birth abroad. Year of birth: : Place of birth:---------------- 5. United States passport. Print first 4 numbers/letters on Passport: 6. Foreign passport with a United States Visa. Print first 4 numbers/letters on Passport Print first 4 numbers/letters on Visa _____ 7 ~ _J-llA_Jgrm with_a photograph,_ Print first 4 numbers on 1-94: 8. United States Citizenship & Immigration Services Employment Authorization Document (EAD). Print first 4 numbers/letters on EAD: 9. Refugee travel document. Date of Issuance: : Refugee Country:------------ 10. United States Certificate of Naturalization. Print first 4 digits of CIS Reg. No.: _ _ _ _ 11. United States Certificate of Citizenship. Date of Issuance: : Place of Issuance:------------ 12. Tribal Certificate of Indian Blood. Date of Issuance: : Name of Tribe:------------- 13. Tribal or Bureau of Indian Affairs Affidavit of Birth. Year of Birth: : Place of Birth: ---------------- In accordance with the requirements of Arizona Law, I do swear or affirm under penalty of perjury that I am lawtully present in the United States and that the document I presented to establish this presence is true(. -t::::::::;;;;;::=~ September 8, 2015 43 IFS #2016059 Sy signing and submitting this Bid, the Vendor certifies that: ~) It is under no legal prohibition on contracting with the City of Mesa. . . . , .. b) It has read .. under~_tands, and is in compliance with the SpecificationS, terms and conditions stated heirein, as w61J aS its attachments, and any referenced documents. c) lt haS no known, undisclosed conflicts of interest. d) The prices offered were independently developed without consultation or collusion with any of the other respondents or potential respondents or any other anti-competitive practices. e) No offer of gifts, payments or other consideration were made to any City employee, officer, elected official, or consultant who has or may have had a role in the procurement process for the services and or go 0tjs/materials covered by this contract. f) It grants the City of Mesa permission to copy all parts of this response, including without limitation any documents and/or materials copyrighted by the respondent, for Mesa's internal use in evaluating respondent's offer, or in response to a pulllic records request under Arizona's public records law (A.R.S. §39-121 et. seq.) or other applicable law, subpoena, or other judicial process; provided that Mesa agrees not to change or delete any copyright or proprietary notices. g) Under the provisions of A.R.S. §41-4401, respondent hereby warrants to the City that the respondent and each of its subcontractors ("Subcontractors") will comply with, and are contractually obligated to comply with, all Federal Immigration laws and regulations that relate to their employees and A.RS. §23-214(A) (hereinafter "Contractor Immigration Warranty!'). h) Under the provisions of A.R.S. §35-392, respondent certifies that they are not in violation of section 60) of the Federal Export Administration Act and barred by the State of Arizona from selling to the City. i) Under the provision of A.R.S. §35-391 and §35-393, respondent certifies that they do not have Scrutinized Business Operations in Sudan or Iran. j) It will provide the materials or services specified in compliance with all Federal, State, and Local Statutes and Rules if awarded by the City. k) It is current in all obligations due to the City. I) It will accept such terms and conditions in a resulting contract if awarded by the City. m) The signatory is an officer or duly authorized agent of the respondent with full power and authority to submit binding offers for the goods or services as specified herein. ACCEPTED AND AGREED TO: Com~anlName: Ber e Ford Signature:__,._ ______ ,,__ _______ _ Printed Name: _,_,R"'ic"-h.,a,,_r,,_d_,L.,,e="'-------- Title: Government Fleet Sales Manager Date: 9-24-2015 ACCEPTANCE OF OFFER: The offer is hereby accepted. The Contractor is now bound to sell the materials or services specified in the Contract, including all terms and conditions, specifications, addenda, etc. This contract shall henceforth be referred to as Contract Number 2016059. ~1~2~-,,._/~1_,./~l~?'_through ~!~! /~,~"i~o+-/~1 ~7 __ :;i..:--}'~f"'"""':..:::::L---' 20.l.2 Edwar Quedens, CPPO, C.P.M. As Bu iness Services Director September 8, 2015 44 IFB #2016059 APPENDIX A September 8, 2015 45 IFB #2016059 General List of Documents Incorporated by Reference in City of Mesa Vehicle and Equipment Specifications City of Mesa – Fleet Engineering Standards Manual: available through the City of Mesa – Fleet Services Department, PO Box 1466, Mesa, AZ 85211-1466 pete.scarafiotti@mesaaz.gov. Federal Motor Vehicle Safety Standards (FMVSS): standards found in Code of Federal Regulations (CFR), Title 49, available through the Government Printing Office (GPO), Superintendent of Documents, Washington, D.C. Society of Automotive Engineers (SAE): standards are available through the Society of Automotive Engineers, Inc. 400 Commonwealth Drive, Warrendale, PA Arizona Traffic Law Manual: is available through LEXIS Law Publishing, P.O. Box 7587, Charlottesville, VA. Environmental Protection Agency (EPA): publications are available through the National Service Center for Environmental Publications, P.O. Box 42419, Cincinnati, OH. Occupational Safety and Health Administration (OSHA): standards are available through the Technical Data Center, U.S. Department of Labor, Washington, D.C., and through regional Offices of the Occupational Safety and Health Administration. National Truck Equipment Association (NTEA): standards are available through NTEA, 37400 Hills Tech Drive, Farmington Hills, MI 48331-3414 Ph. (248) 489-7090 TO: All Bidders Receiving Invitation for Bids (IFB) 2016059 for Light Duty Pick-up Trucks – ½-Ton Capacity FROM: Darryl Woodson, Senior Procurement Officer DWoodson DATE: September 14, 2015 SUBJECT: Addendum #1 – Specification Clarification All bidders are hereby notified that the terms in the “Exceptions, Confidential & Additional Materials” section of this solicitation have been modified as follows: Exceptions (mark one): **Special Note – Any material exceptions taken to the City’s Specifications and/or Standard Terms and Conditions may render a Proposal Non-responsive. Bids are due by 3:00 p.m. September 24, 2015. All other terms and conditions remain unchanged. If you have any questions regarding this addendum, please contact me at darryl.woodson@mesaaz.gov. c: file #2016059 From:Darryl Woodson To:Cyndi Gonzales Subject:FW: IFB#2016059 - Light Duty 1/2 ton Pick-up Trucks Date:Wednesday, November 18, 2015 9:50:19 AM Cyndi, Here’s the clarification from Berge Ford regarding pricing expiration date. Pricing expires one year from award date. From: Richard Lewis [mailto:rlewis@bergeford.com] Sent: Wednesday, November 18, 2015 8:58 AM To: Darryl Woodson <Darryl.Woodson@mesaaz.gov> Subject: RE: IFB#2016059 - Light Duty 1/2 ton Pick-up Trucks No, The price will be for year from date of award as per contract. You can call me on my cell. 480- 241-9249 From: Darryl Woodson [mailto:Darryl.Woodson@mesaaz.gov] Sent: Wednesday, November 18, 2015 8:23 AM To: rlewis@bergeford.com Subject: IFB#2016059 - Light Duty 1/2 ton Pick-up Trucks Richard, We’re in the process of submitting a recommendation for award and noticed on your pricing and compensation page under “date offered pricing expires” the expiration date is listed as 3/24/15, was this a typo? Was it your intent to have the bid price expire on 3/24/16? Please reply as soon as possible, thank you. Darryl Woodson, CPPB Senior Procurement Officer (480) 644-3261 As of July 1st, 2014, all vendors who are not registered in Vendor Self Service (VSS) will no longer receive solicitation notifications. To register, please go to: http://mesaaz.gov/vendor/ DoubleCheck identified this as CLEAN. Give feedback: This is SPAM · More 2784141.1 EXHIBIT B TO COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND BERGE FORD, INC. [Quotes] See following pages. Contract No. C2017-052 2784152.1 COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND BERGE FORD, INC. THIS COOPERATIVE PURCHASING AGREEMENT (this “Agreement”) is entered into as of October 20, 2016, between the Town of Fountain Hills, an Arizona municipal corporation (the “Town”), and Berge Ford, Inc., an Arizona corporation (the “Vendor”). RECITALS A. After a competitive procurement process, the City of Mesa, Arizona (“Mesa”) entered into Contract No. 2016068, dated January 11, 2016 (the “Mesa Contract”), with the Vendor for the purchase of 3/4 ton pickup trucks. A copy of the Mesa Contract is attached hereto as Exhibit A and incorporated herein by reference, to the extent not inconsistent with this Agreement. B. The Town is permitted, pursuant to Section 3-3-27 of the Town Code, to make purchases under the Mesa Contract, at its discretion and with the agreement of the awarded Vendor, and the Mesa Contract permits its cooperative use by other public entities, including the Town. C. The Town and the Vendor desire to enter into this Agreement for the purpose of (i) acknowledging their cooperative contractual relationship under the Mesa Contract and this Agreement, (ii) establishing the terms and conditions by which the Vendor may provide the Town with one 2017 F250 pick-up truck, as more particularly set forth in Section 2 below (the “Vehicle”) and (iii) setting the maximum aggregate amount to be expended pursuant to this Agreement related to the Vehicle. AGREEMENT NOW, THEREFORE, in consideration of the foregoing introduction and recitals, which are incorporated herein by reference, the following mutual covenants and conditions, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Town and the Vendor hereby agree as follows: 1. Term of Agreement. This Agreement shall be effective as of the date first set forth above and shall remain in full force and effect until January 10, 2018, unless terminated as otherwise provided in the Mesa Contract. 2. Scope of Work. Vendor shall provide to the Town the Vehicle under the terms and conditions of the Mesa Contract and in the configuration as set forth in the Quote attached hereto as Exhibit B and incorporated herein by reference. 2784152.1 2 3. Inspection; Acceptance. The Vehicle is subject to final inspection and acceptance by the Town. A Vehicle failing to conform to the requirements of this Agreement and/or the Mesa Contract will be held at the Vendor’s risk and may be returned to the Vendor. If so returned, all costs are the responsibility of the Vendor. Upon discovery of a non-conforming Vehicle, the Town may elect to do either of the following by written notice to the Vendor: (i) waive the non-conformance or (ii) bring the Vehicle into compliance and withhold the cost of same from any payments due to the Vendor. 4. Compensation. The Town shall pay Vendor an aggregate amount not to exceed $30,099.66 for the Vehicle at the unit rate set forth in the Mesa Contract and as more particularly set forth in the Quote attached hereto as Exhibit B. 5. Payments. The Town shall pay the Vendor upon delivery and acceptance of the Vehicle and upon submission and approval of the invoice. The invoice shall (i) contain a reference to this Agreement and the Mesa Contract and (ii) document the Vehicle delivered and accepted to date. Additionally, an invoice submitted without referencing this Agreement and the Mesa Contract will be subject to rejection and may be returned. 6. Records and Audit Rights. To ensure that the Vendor and its subcontractors are complying with the warranty under Section 7 below, Vendor’s and its subcontractors’ books, records, correspondence, accounting procedures and practices, and any other supporting evidence relating to this Agreement, including the papers of any Vendor and its subcontractors’ employees who perform any work or services pursuant to this Agreement (all of the foregoing hereinafter referred to as “Records”), shall be open to inspection and subject to audit and/or reproduction during normal working hours by the Town, to the extent necessary to adequately permit evaluation of the Vendor’s and its subcontractors’ compliance with the Arizona employer sanctions laws referenced in Section 7 below. To the extent necessary for the Town to audit Records as set forth in this Section, Vendor and its subcontractors hereby waive any rights to keep such Records confidential. For the purpose of evaluating or verifying such actual or claimed costs or units expended, the Town shall have access to said Records, even if located at its subcontractors’ facilities, from the effective date of this Agreement for the duration of the work and until three years after the date of final payment by the Town to Vendor pursuant to this Agreement. Vendor and its subcontractors shall provide the Town with adequate and appropriate workspace so that the Town can conduct audits in compliance with the provisions of this Section. The Town shall give Vendor or its subcontractors reasonable advance notice of intended audits. Vendor shall require its subcontractors to comply with the provisions of this Section by insertion of the requirements hereof in any subcontract pursuant to this Agreement. 7. E-verify Requirements. To the extent applicable under ARIZ. REV. STAT. § 41- 4401, the Vendor and its subcontractors warrant compliance with all federal immigration laws and regulations that relate to their employees and their compliance with the E-verify requirements under ARIZ. REV. STAT. § 23-214(A). Vendor’s or its subcontractors’ failure to comply with such warranty shall be deemed a material breach of this Agreement and may result in the termination of this Agreement by the Town. 2784152.1 3 8. Israel. Vendor certifies that it is not currently engaged in, and agrees for the duration of this Agreement that it will not engage in, a “boycott” of Israel, as that term is defined in ARIZ. REV. STAT. § 35-393. 9. Conflict of Interest. This Agreement may be canceled by the Town pursuant to ARIZ. REV. STAT. § 38-511. 10. Applicable Law; Venue. This Agreement shall be governed by the laws of the State of Arizona and a suit pertaining to this Agreement may be brought only in courts in Maricopa County, Arizona. 11. Agreement Subject to Appropriation. The Town is obligated only to pay its obligations set forth in this Agreement as may lawfully be made from funds appropriated and budgeted for that purpose during the Town’s then current fiscal year. The Town’s obligations under this Agreement are current expenses subject to the “budget law” and the unfettered legislative discretion of the Town concerning budgeted purposes and appropriation of funds. Should the Town elect not to appropriate and budget funds to pay its Agreement obligations, this Agreement shall be deemed terminated at the end of the then-current fiscal year term for which such funds were appropriated and budgeted for such purpose and the Town shall be relieved of any subsequent obligation under this Agreement. The parties agree that the Town has no obligation or duty of good faith to budget or appropriate the payment of the Town’s obligations set forth in this Agreement in any budget in any fiscal year other than the fiscal year in which this Agreement is executed and delivered. The Town shall be the sole judge and authority in determining the availability of funds for its obligations under this Agreement. The Town shall keep Vendor informed as to the availability of funds for this Agreement. The obligation of the Town to make any payment pursuant to this Agreement is not a general obligation or indebtedness of the Town. Vendor hereby waives any and all rights to bring any claim against the Town from or relating in any way to the Town’s termination of this Agreement pursuant to this section. 12. Conflicting Terms. In the event of any inconsistency, conflict or ambiguity among the terms of this Agreement, the Mesa Contract and invoices, the documents shall govern in the order listed herein. Notwithstanding the foregoing, and in conformity with Section 2 above, unauthorized exceptions, conditions, limitations or provisions in conflict with the terms of this Agreement or the Mesa Contract (collectively, the “Unauthorized Conditions”), other than the Town’s project-specific requirements, are expressly declared void and shall be of no force and effect. Acceptance by the Town of any work order or invoice containing any such Unauthorized Conditions or failure to demand full compliance with the terms and conditions set forth in this Agreement or under the Mesa Contract shall not alter such terms and conditions or relieve Vendor from, nor be construed or deemed a waiver of, its requirements and obligations in the performance of this Agreement. 13. Rights and Privileges. To the extent provided under the Mesa Contract, the Town shall be afforded all of the rights and privileges afforded to Mesa and shall be the “City” (as defined in the Mesa Contract) for the purposes of the portions of the Mesa Contract that are incorporated herein by reference. 2784152.1 4 14. Indemnification; Insurance. In addition to and in no way limiting the provisions set forth in Section 13 above, the Town shall be afforded all of the insurance coverage and indemnifications afforded to Mesa to the extent provided under the Mesa Contract, and such insurance coverage and indemnifications shall inure and apply with equal effect to the Town under this Agreement including, but not limited to, the Vendor’s obligation to provide the indemnification and insurance. In any event, the Vendor shall indemnify, defend and hold harmless the Town and each council member, officer, employee or agent thereof (the Town and any such person being herein called an “Indemnified Party”), for, from and against any and all losses, claims, damages, liabilities, costs and expenses (including, but not limited to, reasonable attorneys’ fees, court costs and the costs of appellate proceedings) to which any such Indemnified Party may become subject, under any theory of liability whatsoever (“Claims”), insofar as such Claims (or actions in respect thereof) relate to, arise out of, or are caused by or based upon the negligent acts, intentional misconduct, errors, mistakes or omissions, in connection with the work or services of the Vendor, its officers, employees, agents, or any tier of subcontractor in the performance of this Agreement. 15. Notices and Requests. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if (i) delivered to the party at the address set forth below, (ii) deposited in the U.S. Mail, registered or certified, return receipt requested, to the address set forth below or (iii) given to a recognized and reputable overnight delivery service, to the address set forth below: If to the Town: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Attn: Grady E. Miller, Town Manager With copy to: GUST ROSENFELD P.L.C. One East Washington Street, Suite 1600 Phoenix, Arizona 85004-2553 Attn: Andrew J. McGuire If to Vendor: Berge Ford, Inc. 460 East Auto Center Drive Mesa, Arizona 85204 Attn: Scott Dietrich or at such other address, and to the attention of such other person or officer, as any party may designate in writing by notice duly given pursuant to this subsection. Notices shall be deemed received (i) when delivered to the party, (ii) three business days after being placed in the U.S. Mail, properly addressed, with sufficient postage or (iii) the following business day after being given to a recognized overnight delivery service, with the person giving the notice paying all required charges and instructing the delivery service to deliver on the following business day. If a copy of a notice is also given to a party’s counsel or other recipient, the provisions above governing the date on which a notice is deemed to have been received by a party shall mean and refer to the date on which the party, and not its counsel or other recipient to which a copy of the notice may be sent, is deemed to have received the notice. 2784152.1 5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first set forth above. “Town” TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation Grady E. Miller, Town Manager ATTEST: Bevelyn J. Bender, Town Clerk (ACKNOWLEDGMENT) STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) On ___________________, 2016, before me personally appeared Grady E. Miller, the Town Manager of the TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he claims to be, and acknowledged that he signed the above document, on behalf of the Town of Fountain Hills. Notary Public (Affix notary seal here) [SIGNATURES CONTINUE ON FOLLOWING PAGE] "Vendor" BERGE FORD,INC., an Arizona corporation STATE OF ARIZONA (ACKNOWLEDGMENT) ) ss. COUNTY OF MARICOPA ) OnJ^t_32 2784152.1 ,2016,before me personally appeared 1\\e~<-£SCL >^oc-vh^/^,the Cows^Ac?*:tn^g^of BERGE FORD,INC.,an Arizonacorporation,whose identity was proven to me on the basis of satisfactoryevidenceto be the person who he/she claims to be, and acknowledged that he/she signed the above documenton behalf of the corporation. NANCY VARGAS NotaryPublic• Arizona .MirtcootCourtty @oWi|Mft21.2019 *m**^^**^w*m 2784152.1 EXHIBIT A TO COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND BERGE FORD, INC. [Mesa Contract] See following pages. January 12, 2016 Richard Lewis Berge Ford 460 E. Auto Center Drive Mesa, AZ 85204 Via email @rlewis@bergeford.com Re: Invitation for Bids #2016068 Light Duty Pick-up Trucks Dear Richard: Thank you for your bid in response to our request. I am pleased to inform you that your firm has been awarded this contract. Appropriate Purchase Order documents will be forwarded as vehicles are approved by the Mesa City Council. We have your current insurance coverage on file, so there is nothing th at you need to do at this time. This contract is valid beginning January 11, 2016 through January 10, 2018. Your contact for this contract will be Tony Cronin with our Fleet Services Department; his telephone number is (480) 644-4468. Please feel free to call me at (480) 644-2179 if you have any questions regarding this letter or the contract. We look forward to working with you. Sincerely, Cyndi Gonzales Cyndi Gonzales Procurement Specialist c: File #2016068 Purchasing Division www.mesaaz.gov 20 East Main Street Suite 400 PO Box 1466 Mesa Arizona 85211-1466 480.644.2301 Tel 480.644.2655 Fax v 3/1/2016 INVITATION FOR BIDS #2016068 Light Duty 3/4-Ton Capacity Pick-up Trucks September 17, 2015 NOTICE IS HEREBY GIVEN that sealed bids will be received by the City of Mesa (City) until 3:00 PM, Local Time, October 1, 2015 to provide seven (7) Light Duty 3/4-Ton Capacity Pick-up Trucks. Brief Description: This Invitation for Bids is for the purchase of seven (7) Light Duty 3/4-Ton Capacity Pickup-Trucks. NOTE: All vendors wishing to conduct business with the City are required to register and maintain all information used for the notification of bid opportunities and issuance of payment in the Vendor Self Service (VSS) system. For more information and to register go to http://mesaaz.gov/business/purchasing/vendor-self-service . Bids must be in accordance with the provisions, specifications and instructions set forth herein and will be received by Purchasing until the above noted time, when they will be publicly acknowledged and accepted. Bid packets, any attachments and addenda are available for download at http://mesaaz.gov/business/purchasing . Please read the entire solicitation package and submit the bid in accordance with the instructions. This document (less this invitation and the instructions) and any required response documents, attachments, and submissions will constitute the bid. Mesa’s Procurement Policies and Rules are available on the Purchasing Division’s website at http://mesaaz.gov/business/purchasing. Questions concerning this solicitation should be directed, IN WRITING, to the following project contacts or their designees: Technical Questions: General or Process Questions: Darryl Woodson, CPPB Cyndi Gonzales Procurement Officer Procurement Specialist Purchasing Purchasing Fax: (480) 644-2655 Fax: (480) 644-2655 Darryl.Woodson@MesaAZ.gov Cyndi.Gonzales@MesaAZ.gov INSTRUCTIONS September 17, 2015 2 IFB #2016068 i.1 VENDOR QUESTIONS: All questions regarding the contents of this solicitation, and solicitation process (including requests for ADA accommodations), shall be directed solely to the Project Contacts listed on Page 1 or designees or the Purchasing Administrator. Questions should be submitted in writing via letter, fax or email. Questions received less than seven (7) calendar days prior to the due date and time may be answered at the discretion of the City. i.2 ADDENDA/CLARIFICATIONS: Any changes to the specifications will be in the form of an addendum. Addenda are posted on the City website no less than seven (7) days prior to the Due Date. Vendors are cautioned to check the Purchasing Website for addenda and clarifications prior to submitting their bid. The City cannot be held responsible if a vendor fails to receive any addenda issued. The City shall not be responsible for any oral changes to these specifications made by any employees or officer of the City. Failure to acknowledge receipt of an addendum may result in disqualification of a bid. i.3 VENDOR CONFERENCE / SITE VISIT: Yes No DUE DATE & TIME FOR SUBMISSION AND OPENING: Date: October 1, 2015 Time: 3:00 P.M. (Local Time) The City will open all bids properly and timely submitted, and will record the names an d other information specified by law and rule. All bids become the property of the City and will not be returned except in the case of a late submission. Results, as read at the bid opening, will be posted on the City website. Once a contract has been executed by the City, bids are available for inspection by contacting Purchasing. i.4 BID FIRM TIME: 120 days from Opening Bid shall remain firm and unaltered after opening for the number of days shown above. The City may accept the bid, subject to successful contract negotiations, at any time during this time. i.5 BID SECURITY: Yes $ 0.00 No i.6 SUBMIT BIDS TO: Use label at the end of this solicitation package City of Mesa Attn: Purchasing 20 E. Main St., Suite 400 Mesa, AZ 85201 Bids will be received publicly at this address. Bidders may mail or hand -deliver bids. E-mail or fax submissions will not be accepted. No responsibility will attach to the City of Mesa, its employees or agents for premature opening of a bid that is not properly addressed and identified. i.7 LATE BIDS. The bidder assumes responsibility for having the bid delivered on time at the place specified. All bids received after the date and time specified shall not be considered and will be returned unopened to the bidder. The bidder assumes the risk of any delay in the mail or in handling of the mail by employees of the City of Mesa, or any private courier, regardless whether sent by mail or by means of personal delivery. You must allow adequate time to a ccommodate all registration and security screenings at the delivery site. A valid photo I.D. may be required. It shall not be sufficient to show that you mailed or commenced delivery before the due date and time. All times are Mesa, Arizona local times. The bidder agrees to accept the time stamp in the City Purchasing Office as the official time. INSTRUCTIONS September 17, 2015 3 IFB #2016068 i.8 LOBBYING PROHIBITION. Any communication regarding this solicitation for the purpose of influencing the process or the award, between any person or affiliates seeking an award from this solicitation and the City, including but not limited to the City Council, employees, and consultants hired to assist in the solicitation, is prohibited. This prohibition is imposed from the time of the first public notice of the solicitation until the City cancels the solicitation, rejects all responses, awards a contract or otherwise takes action which ends the solicitation process. This section shall not prohibit public comment at any City Council meeting, study session or Council committee meeting. This prohibition shall not apply to vendor-initiated communication with the contact(s) identified in the solicitation or City-initiated communications for the purposes of conducting the procurement including but not limited to pre-bid conferences, clarification of responses, presentations if provided in the solicitation, requests for Best and Final Proposals, contract negotiations, protest/appeal resolution, or surveying non-responsive vendors. Violations of this provision shall be re ported to the Purchasing Administrator. Persons violating this prohibition may be subject to a warning letter or rejection of their response depending on the nature of the violation. i.9 LAWFUL PRESENCE IN THE UNITED STATES. Arizona Revised Statutes §1-502 requires that all Persons who will be awarded a contract (a Public Benefit as defined in 8 USC Section 1621) must demonstrate they are lawfully present in the United States. Person is defined as a Natural person and therefore excludes Limited Liability Companies, Corporations or Partnerships as indicated on your W -9 form. Individuals or Sole Proprietorships must complete the affidavit in the “Vendor Information” section of this solicitation. Offers that fail to provide a completed affidavit and any requir ed attachments may be deemed non-responsive. i.10 COMMENCEMENT OF WORK. If bidder begins any billable work prior to the City’s final approval and execution of the contract, bidder does so at its own risk. i.11 RESPONSIBILITY TO READ AND UNDERSTAND. Failure to read, examine and understand the solicitation will not excuse any failure to comply with the requirements of the solicitation or any resulting contract, nor shall such failure be a basis for claiming additional compensation. If a vendor suspects an error, omission or discrepancy in this solicitation, the vendor must immediately and in any case not later than seven (7) business days in advance of the due date notify the contact on page 1. The City is not responsible for and will not pay any costs associated with the preparation and submission of the bid. Bidders are cautioned to verify their bids before submission, as amendments to or withdrawal of bids submitted after time specified for opening of bids may not be considered. The City will not be responsible for any bidder errors or omissions. i.12 FORM AND CONTENT OF BIDS. Unless otherwise instructed or allowed, bids shall be submitted on the forms provided. An original and the designated number of copies of each bid are required. Bids, including modifications, m ust be submitted in ink, typed, or printed form and signed by an authorized representative. Please line through and initial rather than erase changes. If the bid is not properly signed or if any changes are not initialed, it may be considered non -responsive. In the event of a disparity between the unit price and the extended price, the unit price shall prevail unless obviously in error, as determined by the City. The City may require that bids be submitted on CD or thumb drive. The bid must provide all information requested and must address all points. The City does not encourage exceptions. The City is not required to grant exceptions and depending on the exception, the City may reject the bid. i.13 SPECIFICATIONS. Technical specifications define the minimum acceptable standard. When the specification calls for “Brand Name or Equal,” the brand name product is acceptable. Other products will be considered upon showing the other product meets stated specifications and is equivalent to the brand product in terms of quality, performance and desired characteristics. INSTRUCTIONS September 17, 2015 4 IFB #2016068 Minor differences that do not affect the suitability of the supply or service for the City’s needs may be accepted. Burden of proof that the product meets the minimum standards or is equal to the brand name product, is on the bidder. The City reserves the right to reject bids that the City deems unacceptable. i.14 MODIFICATION / WITHDRAWAL OF BID . Written requests to modify or withdraw the bid received by the City prior to the scheduled opening time will be accepted and will be corrected after opening. No oral requests will be allowed. Requests must be addressed and labeled in the same manner as the bid and marked as a MODIFICATION or WITHDRAWAL of the bid. Requests for withdrawal after the bid opening will only be granted upon proof of undue hardship and may result in the forfeiture of any bid security. Any withdrawal after the bid opening shall be allowed solely at the City’s discretion. i.15 DEBARMENT DISCLOSURE. If the vendor submitting this bid has been debarred, suspended, or otherwise lawfully precluded from participating in any public procurement activity, including being disapproved as a subcontractor with any federal, state, or local government, or if any such preclusion from participation from any public procurement activity is currently pending, the bidder shall include a letter with its bid identifying the name and address of the governmental unit, the effective date of this suspension or debarment, the duration of the suspension or debarmen t, and the relevant circumstances relating the suspension or debarment. If suspension or debarment is currently pending, a detailed description of all relevant circumstances including the details enumerated above must be provided. A bid from a bidder who is currently debarred, suspended or otherwise lawfully prohibited from any public procurement activity may be rejected. i.16 RESERVATIONS. The City reserves the right to reject any or all bids or any part thereof; to rebid the solicitation; to reject non-responsive or non-responsible bids; to reject unbalanced bids; to reject bids where the terms, prices, and/or awards are conditioned upon another event; to reject individual bids for failure to meet any requirement; to award by item, part or portion of an item, group of items, or total; to make multiple awards; to waive minor irregularities, defects, omissions, technicalities or form errors in any bid. The City may seek clarification of the bid from bidder at any time, and failure to respond is cause for rejection. Submission of a bid confers on bidder no right to an award or to a subsequent contract. The City is charged by its Charter to make an award that is in the best interest of the City. All decisions on compliance, evaluation, terms and conditions shall be made solely at the City’s discretion and made to favor the City. No binding contract will exist between the bidder and the City until the City executes a written contract or purchase order. i.17 OFFICIAL SOLICITATION DOCUMENT. Changes to the solicitation document made by a bidder may not be acknowledged or accepted by the City. Award or execution of a contract does not constitute acceptance of a changed term, condition or specification unless specifically acknowledged and agreed to by the City. The copy maintained and published by the City shall be the official solicitation document. i.18 COPYING OF BIDS. Bidder hereby grants the City permission to copy all parts of its bid, including without limitation any documents and/or materials copyrighted by the bidde r. The City’s right to copy shall be for internal use in evaluating the proposal. i.19 CONTRACTOR ETHICS. It is the policy of the City to promote courtesy, fairness, impartiality, integrity, service, professionalism, economy, and government by law in the Proc urement process. The responsibility for implementing this policy rests with each individual who participates in the Procurement process, including Respondents and Contractors. To achieve the purpose of this Article, it is essential that Respondents and Con tractors doing business with the City also observe the ethical standards prescribed herein. It shall be a breach of ethical standards to: a. Exert any effort to influence any City employee or agent to breach the standards of ethical conduct. INSTRUCTIONS September 17, 2015 5 IFB #2016068 b. Intentionally invoice any amount greater than provided in Contract or to invoice for Materials or Services not provided. c. Intentionally offer or provide sub-standard Materials or Services or to intentionally not comply with any term, condition, specification or other requirement of a City Contract. i.20 GIFTS. The City will accept no gifts, gratuities or advertising products from bidders or prospective bidders and affiliates. The City may request product samples from vendors for product evaluation. i.21 PROTESTS AND APPEALS. If a Respondent believes there is a mistake, impropriety, or defect in the solicitation, believes the City improperly rejected its proposal, and/or believes the selected proposal is not in the City’s best interests, the Respondent may submit a written protest. All protests and appeals are governed by the City of Mesa Procurement Rules (“Procurement Rules”). Please see the Procurement Rules for more information; if there exists any discrepancy in this Section i.22 and the Procurement Rules, the language of the Procurement Rules controls. Protests based upon alleged mistake, impropriety, or defect in a solicitation that is apparent before the bid opening must be filed with the Procurement Officer no later than 6:00 p.m. four (4) calendar days before Bid Opening. Protests that only become apparent after the Bid Opening must be filed within the earlier of seven (7) calendar days after: (i) the protestor knows or should have known the basis of the protest; or (ii) the date the City issues a Notice of Intent to A ward. Protests that only become apparent after the City issues a Notice of Intent to Award must be filed within seven (7) calendar days after the protestor knows or should have known the basis of the protest; however, no protest may be filed later than se ven (7) calendar days after contract execution. A protestor must file the protest with the Procurement Officer. Only written protests submitted in accordance with the Procurement Rules, within the time allowed, that are based on legal and/or factual grounds will be considered. The Procurement Officer will issue a written decision. A protestor has the right to appeal the decision of the Procurement Officer to the City Manager or designee. Appeals must be filed with the Chief Procurement Officer within se ven (7) calendar days after the date the decision is received by the protestor. The appeal must be in accordance with the Procurement Rules and be based on factual or legal errors in the Procurement Officer’s decision, not simply a disagreement with that decision. The City Manager or designee will review the record and all documents submitted to the Procurement Officer to determine whether the decision should be sustained. The City Manager, at his/her sole discretion, has the option of referring the appeal to a hearing officer. The City Manager or designee will issue a written response to the appeal and this determination is final. Protest and appeal responses will be made by the City in a timely manner. The Procurement Officer will have the sole discretion to stay the contract process until a protest or appeal is resolved. Concerns raised seven (7) calendar days or more after execution of the contract are not subject to this protest/appeal process. Protests and appeals that do not follow the processes contained in this section will be rejected. ADDRESS PROTESTS TO: ADDRESS APPEALS TO: Matt Bauer Edward Quedens Procurement Administrator Chief Procurement Officer, Business Services Director 20 East Main Street, Suite 400 20 East Main Street, Suite 450 PO Box 1466 PO Box 1466 Mesa, Arizona 85211-1466 Mesa, Arizona 85211-1466 Fax: (480) 644-2655 Fax: (480) 644-2687 INSTRUCTIONS - EVALUATION September 17, 2015 6 IFB #2016068 i.22 EVALUATION PROCESS. Bids will be reviewed by a screening committee comprised of City employees and/or authorized agents. The City staff may or may not initiate discussions with bidders for clarification purposes. Clarification is not an opportunity to change the bid. Bidders shall not initiate discussions with any City employee or official. i.23 PRESENTATIONS/INTERVIEWS. The bidder must provide a formal presentation/interview upon request. i.24 CRITERIA FOR EVALUATION AND AWARD. The City evaluates three categories of information: responsiveness, responsibility, and price. All bids must meet the following responsiveness and responsibility criteria. a) Responsiveness. The City will determine whether the bid complies with the instructions for submitting bids including completeness of bid which encompasses the inclusion of all required attachments and submissions. The City must reject any bids that ar e submitted late. Failure to meet other requirements may result in rejection. b) Responsibility. The City will determine whether the bidder is one with whom it can or should do business. Factors that the City may evaluate to determine "responsibility" i nclude, but are not limited to: excessively high or low priced bids, past performance, references (including those found outside the bid), compliance with applicable laws -including tax laws, bidder's record of performance and integrity - e.g. has the bidder been delinquent or unfaithful to any contract with the City, whether the bidder is qualified legally to contract with the City, financial stability and the perceived ability to perform completely as specified. A bidder must at all times have financial r esources sufficient, in the opinion of the City, to ensure performance of the contract and must provide proof upon request. City staff may also use Dun & Bradstreet and/or any generally available industry information. The City reserves the right to inspect and review bidder’s facilities, equipment and personnel and those of any identified subcontractors. The City will determine whether any failure to supply information, or the quality of the information, will result in rejection. c) Price. We will then evaluate the bids that have met the requirements above. d) Those vendors supplying quotes, bids or proposal who have Mesa Transaction Privilege Tax license and who would be charging Mesa City TPT on the invoice if awarded, will have 1.75% removed from the taxable (item(s) for the purpose of award evaluation. Awarded vendors shall charge the full amount of tax on their invoice(s). This consideration does not apply to:  Construction procurements or any other procurement done using Arizona Revised Statutes Title 34 processes.  Purchases using Federal or other funds where the agreement that provided the funds precludes any local consideration or preference. i.25 COST JUSTIFICATION. In the event only one response is received, the City may require that the bidder submit a cost proposal in sufficient detail for the City to perform a cost/price analysis to determine if the bid price is fair and reasonable. i.26 CONTRACT NEGOTIATIONS AND ACCEPTANCE. Bidder must be prepared for the City to accept the bid as submitted. If bidder fails to sign all documents necessary to successfully execute the final contract within a reasonable time as specified, or negotiations do not result in an acceptable agreement, the City may reject bid or revoke the award, and may begin negotiations with another bidder. Final contract terms must be approved or signed by the appropriately authorized City official(s). No binding contract will exist between the bidder and the City until the City executes a written contract or purchase order. i.27 NOTICE OF INTENT TO AWARD. Notices of the City’s intent to award a Contract are posted to the Purchasing Division’s website before 6:00 PM local time on Wednesdays. If Wednesday is a holiday observed by the City, Notice will be posted on Tuesday. INSTRUCTIONS - EVALUATION September 17, 2015 7 IFB #2016068 It is the bidder’s responsibility to check the City of Mesa’s Purchasing website at http://mesaaz.gov/business/purchasing to view Purchasing’s Intent to Award notices. This is the only notification you will receive regarding the City’s intent to award a contract related to this solicitation. STANDARD TERMS AND CONDITIONS September 17, 2015 8 IFB #2016068 S.1 INDEPENDENT CONTRACTOR. It is expressly understood that the relationship of Contractor to the City will be that of an independent contractor. Contractor and all persons employed by Contractor, either directly or indirectly, are Contractor’s employees, not City employees. Accordingly, Contractor and Contractor’s employees are not entitled to any benefits provided to City employees including, but not limited to, health benefits, enrollment in a retirement system, paid time off or other rights afforded City employees. Contractor employees will not be regarded as City employees or agents for any purpose, including the payment of unemployment or workers’ compensation. If any Contractor employees or subcontractors assert a claim for wages or other employment benefits against the City, Contractor will defend, indemnify and hold harmless the City from all such claims. S.2 SUBCONTRACTING. Contractor may not subcontract work under this Agreement without the express written permission of the City. If Contractor has received authorization to subcontract work, it is agreed that all subcontractors performing work under the Agreement must comply with its provisions. Further, all agreements between Contractor and its subcontractors must provide that the terms and conditions of this Agreement be incorporated therein. S.3 ASSIGNMENT. This Agreement may not be assigned either in whole or in part without first receiving the City’s written consent. Any attempted assignment, either in whole or in part, without such consent will be null and void and in such event the City will have the right at its option to terminate the Agreement. No granting of consent to any assignment will relieve Contractor from any of its obligations and liabilities under the Agreement. S.4 SUCCESSORS AND ASSIGNS, BINDING EFFECT. This Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. S.5 NO THIRD PARTY BENEFICIARIES. This Agreement is intended for the exclusive benefit of the parties. Nothing set forth in this Agreement is intended to create, or will create, any benefits, rights, or responsibilities in any third parties. S.6 NON-EXCLUSIVITY. The City, in its sole discretion, reserves the right to request the materials or services set forth herein from other sources when deemed necessary and appropriate. No exclusive rights are encompassed through this Agreement. S.7 AMENDMENTS. There will be no oral changes to this Agreement. This Agreement can only be modified in a writing signed by both parties. No charge for extra work or material will be allowed unless approved in writing, in advance, by the City and Contractor. S.8 TIME OF THE ESSENCE. Time is of the essence to the performance of the parties’ obligations under this Agreement. S.9 COMPLIANCE WITH APPLICABLE LAWS. a. General. Contractor must procure all permits and licenses, and pay all charges and fees necessary and incidental to the lawful conduct of business. Contractor mus t stay fully informed of existing and future federal, state, and local laws, ordinances, and regulations that in any manner affect the fulfillment of this Agreement and must comply with the same at its own expense. Contractor bears full responsibility for training, safety, and providing necessary equipment for all Contractor personnel to achieve throughout the term of the Agreement. Upon request, Contractor will demonstrate to the City's satisfaction any programs, procedures, and other activities used to ensure compliance. b. Drug-Free Workplace. Contractor is hereby advised that the City has adopted a policy establishing a drug-free workplace for itself and those doing business with the City to ensure the safety and health of all persons working on City contracts and projects. Contractor will require a drug-free workplace for all Contractor personnel working under this Agreement. Specifically, all Contractor personnel who are working under this Agreement must be notified in writing by Contractor that they are prohibited from the manufacture, distribution, dispensation, possession, or unlawful use of a controlled substance in the workplace. Contractor agrees to prohibit the use of intoxicating substances by all Contractor personnel, STANDARD TERMS AND CONDITIONS September 17, 2015 9 IFB #2016068 and will ensure that Contractor personnel do not use or possess illegal drugs while in the course of performing their duties. c. Federal and State Immigration Laws. Contractor agrees to comply with the Immigration Reform and Control Act of 1986 (IRCA) in performance under this Agr eement and to permit the City and its agents to inspect applicable personnel records to verify such compliance as permitted by law. Contractor will ensure and keep appropriate records to demonstrate that all Contractor personnel have a legal right to live and work in the United States. (i) As applicable to Contractor, under the provisions of A.R.S. § 41-4401, Contractor hereby warrants to the City that Contractor and each of its subcontractors will comply with, and are contractually obligated to comply with, all federal immigration laws and regulations that relate to their employees and A.R.S. § 23-214(A) (hereinafter “Contractor Immigration Warranty”). (ii) A breach of the Contractor Immigration Warranty will constitute as a material breach of this Agreement and will subject Contractor to penalties up to and including termination of this Agreement at the sole discretion of the City. (iii) The City retains the legal right to inspect the papers of all Contractor personnel who provide services under this Agreement to ensure that Contractor or its subcontractors are complying with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any such inspections. (iv) The City may, at its sole discretion, conduct random verification of the employment records of Contractor and any subcontractor to ensure compliance with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any random verification performed. (v) Neither Contractor nor any subcontractor will be deemed to have materially breached the Contractor Immigration Warranty if Contractor or subcontractor establishes that it has complied with the employment verification provisions prescribed by Sections 274A and 274B of the Federal Immigration and Nationality Act and the E-Verify requirements prescribed by A.R.S. § 23-214 (A). d. Nondiscrimination. Contractor represents and warrants that it does not discriminate against any employee or applicant for employment or person to whom it provides services because of race, color, religion, sex, national origin, or disability, and represents and warrants that it complies with all applicable federal, state, and local laws and executive orders regarding employment. Contractor and Contractor’s personnel will comply with applicable provisions of Title VII of the U.S. Civil Rights Act of 1964, as amended, Section 504 of the Federal Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § 12101 et seq.), and applicable rules in performance under this Agreement. e. State Sponsors of Terrorism Prohibition. Per A.R.S. § 35-392, Contractor must not be in violation of section 6(j) of the Federal Export Administration Act and subsequently prohibited by the State of Arizona from selling goods of services to the City. S.10 SALES/USE TAX, OTHER TAXES. a. Contractor is responsible for the payment of all taxes including federal, state, and local taxes related to or arising out of Contractor’s services under this Agreement, including by way of illustration but not limitation, federal and state income tax, Social Security tax, unemployment insurance taxes, and any other taxes or business license fees as required. If any taxing authority should deem Contractor or Contractor employees an employee of the City, or should otherwise claim the City is liable for the payment of taxes that are Contractor’s responsibility under this Agreement, Contractor will indemnify the City for any tax liability, interest, and penalties imposed upon the City. b. The City is exempt from paying certain federal excise taxes and will furnish an exemption certificate upon request. The City is not exempt from state and local sales/use taxes. STANDARD TERMS AND CONDITIONS September 17, 2015 10 IFB #2016068 S.11 AMOUNTS DUE THE CITY. Contractor must be current and remain current in all obligations due to the City during the performance of services under the Agreement. Payments to Contractor may be offset by any delinquent amounts due the City or fees and charges owed to the City. S.12 PUBLIC RECORDS. Contractor acknowledges that the City is a public entity, subject to Arizona’s public records laws (A.R.S. § 39-121 et. seq.) and that any documents related to this Agreement may be subject to disclosure pursuant to state law in response to a public records request or to subpoena or other judicial process. S.13 AUDITS AND RECORDS. Contractor must preserve the records related to this Agreement for six (6) years after completion of the Agreement. The City or its authorized agent reserves the right to inspect any records related to the performance of work specified herein. In addition, the City may inspect any and all payroll, billing or other relevant records kept by Contractor in relation to the Agreement. Contractor will permit such inspections and audits during normal business hours and upon reasonable notice by the City. The audit of records may occur at Contractor’s place of business or at City offices, as determined by the City. S.14 BACKGROUND CHECK. The City may conduct criminal, driver history, and all other requested background checks of Contractor personnel who would perform services under the Agreement or who will have access to the City’s information, data, or facilities in accordance with the City’s current background check policies. Any officer, employee, or agent that fails the background check must be replaced immediately for any reasonable cause not prohibited by law. S.15 SECURITY CLEARANCE AND REMOVAL OF CONTRACTOR PERSONNEL. The City will have final authority, based on security reasons: (i) to determine when security clearance of Contractor personnel is required; (ii) to determine the nature of the security clearance, up to and including fingerprinting Contractor personnel; and (iii) to determine whether or not any individual or entity may provide services under this Agreement. If the City objects to any Contractor personnel for any reasonable cause not prohibited by law, then Contractor will, upon notice from the City, remove any such individual from performance of services under this Agreement. S.16 DEFAULT. a. A party will be in default if that party: (i) Is or becomes insolvent or is a party to any voluntary bankruptcy or receivership proceeding, makes an assignment for a creditor, or there is any similar action that affects Contractor’s capability to perform under the Agreement; (ii) Is the subject of a petition for involuntary bankruptcy not removed within sixty (60) calendar days; (iii) Conducts business in an unethical manner as set forth in the City Procurement Rules Article 7 or in an illegal manner; or (iv) Fails to carry out any term, promise, or condition of the Agreement. b. Contractor will be in default of this Agreement if Contractor is debarred from participating in City procurements and solicitations in accordance with Article 6 of the City’s Procurement Rules. c. Notice and Opportunity to Cure. In the event a party is in default then the other party may, at its option and at any time, provide written notice to the defaulting party of the default. The defaulting party will have thirty (30) days from receipt of the notice to cure the default; the thirty (30) day cure period may be extended by mutual agreement of the parties, but no cure period may exceed ninety (90) days. A default notice will be deemed to be sufficient if it is reasonably calculated to provide notice of the nature and extent of such default. Failure of the non-defaulting party to provide notice of the default does not waive any rights under the Agreement. STANDARD TERMS AND CONDITIONS September 17, 2015 11 IFB #2016068 d. Anticipatory Repudiation. Whenever the City in good faith has reason to question Contractor’s intent or ability to perform, the City may demand that Contractor give a written assurance of its intent and ability to perform. In the event that the demand is made and no written assurance is given within five (5) calendar days, the City may treat this failure as an anticipatory repudiation of the Agreement. S.17 REMEDIES. The remedies set forth in this Agreement are not exclusive. Election of one remedy will not preclude the use of other remedies. In the event of default: a. The non-defaulting party may terminate the Agreement, and the termination will be effective immediately or at such other date as specified by the terminating party. b. The City may purchase the services required under the Agreement from the open market, complete required work itself, or have it completed at the expense of Contractor. If the cost of obtaining substitute services exceeds the contract price, the City may recover the excess cost by: (i) requiring immediate reimbursement to the City; (ii) deduction from an unpaid balance due to Contractor; (iii) collection against the proposal and/or performance security, if any; (iv) collection against liquidated damages (if applicable); or (v) a combination of the aforementioned remedies or other remedies as provided by law. Costs includes any and all, fees, and expenses incurred in obtaining substitute service s and expended in obtaining reimbursement, including, but not limited to, administrative expenses, attorneys’ fees, and costs. c. The non-defaulting party will have all other rights granted under this Agreement and all rights at law or in equity that may be available to it. d. Neither party will be liable for incidental, special, or consequential damages. S.18 CONTINUATION DURING DISPUTES. Contractor agrees that during any dispute between the parties, Contractor will continue to perform its obligations until the disp ute is settled, instructed to cease performance by the City, enjoined or prohibited by judicial action, or otherwise required or obligated to cease performance by other provisions in this Agreement. S.19 TERMINATION FOR CONVENIENCE. The City reserves the right to terminate this Agreement in part or in whole upon thirty (30) calendar days’ written notice. S.20 TERMINATION FOR CONFLICT OF INTEREST (A.R.S. § 38-511). Pursuant to A.R.S. § 38- 511, the City may cancel this Agreement within three (3) years after its execution, without penalty or further obligation, if any person significantly involved in initiating, securing, drafting, or creating the Agreement for the City becomes an employee or agent of Contractor. S.21 TERMINATION FOR NON-APPROPRIATION AND MODIFICATION FOR BUDGETARY CONSTRAINT. The City is a governmental agency which relies upon the appropriation of funds by its governing body to satisfy its obligations. If the City reasonably determines that it does not have funds to meet its obligations under this Agreement, the City will have the right to terminate the Agreement without penalty on the last day of the fiscal period for which funds were legally available. In the event of such termination, the City agrees to provide written notice of its intent to terminate thirty (30) calendar days prior to the stated termination date. S.22 PAYMENT TO CONTRACTOR UPON TERMINATION. Upon termination of this Agreement, Contractor will be entitled only to payment for those services performed up to the date of termination, and any authorized expenses already incurred up to such date of termination. The City will make final payment within thirty (30) calendar days after the City has both completed its appraisal of the materials and services provided and received Contractor’s properly prepared final invoice. S.23 NON-WAIVER OF RIGHTS. There will be no waiver of any provision of this agreement unless approved in writing and signed by the waiving party. Failure or delay to exercise any rights or remedies provided herein or by law or in equit y, or the acceptance of, or payment for, any services hereunder, will not release the other party of any of the warranties or other obligations of the Agreement and will not be deemed a waiver of any such rights or remedies. STANDARD TERMS AND CONDITIONS September 17, 2015 12 IFB #2016068 S.24 INDEMNIFICATION/LIABILITY. a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify, and hold the City, its officers, agents, and employees, harmless from and against any and all liabilities, demands, claims, suits, losses, damages, causes of action, fines or judgm ents, including costs, attorneys’, witnesses’, and expert witnesses’ fees, and expenses incident thereto, relating to, arising out of, or resulting from: (i) the services provided by Contractor personnel under this Agreement; (ii) any negligent acts, errors, mistakes or omissions by Contractor or Contractor personnel; and (iii) Contractor or Contractor personnel’s failure to comply with or fulfill the obligations established by this Agreement. b. Contractor will update the City during the course of the litigat ion to timely notify the City of any issues that may involve the independent negligence of the City that is not covered by this indemnification. c. The City assumes no liability for actions of Contractor and will not indemnify or hold Contractor or any third party harmless for claims based on this Agreement or use of Contractor-provided supplies or services. S.25 WARRANTY. Contractor warrants that the services and materials will conform to the requirements of the Agreement. Additionally, Contractor warrants that all services will be performed in a good, workman-like and professional manner. The City’s acceptance of service or materials provided by Contractor will not relieve Contractor from its obligations under this warranty. If any materials or services are of a substandard or unsatisfactory manner as determined by the City, Contractor, at no additional charge to the City, will provide materials or redo such services until in accordance with this Agreement and to the City’s reasonable satisfaction. Unless otherwise agreed, Contractor warrants that materials will be new, unused, of most current manufacture and not discontinued, will be free of defects in materials and workmanship, will be provided in accordance with manufacturer's standard warranty for at least one (1) year unless otherwise specified, and will perform in accordance with manufacturer's published specifications. S.26 THE CITY’S RIGHT TO RECOVER AGAINST THIRD PARTIES. Contractor will do nothing to prejudice the City’s right to recover against third parties for any loss, destruction, or damage to City property, and will at the City’s request and expense, furnish to the City reasonable assistance and cooperation, including assistance in the prosecution or defense of suit and the execution of instruments of assignment in favor of the City in obtaining recovery. S.27 NO GUARANTEE OF WORK. Contractor acknowledges and agrees that it is not entitled to deliver any specific amount of materials or services or any materials or services at all under this Agreement and acknowledges and agrees that the materials or services will be requested by the City on an as needed basis at the sole discretion of the City. Any document referencing quantities or performance frequencies represent the City's best estimate of current requir ements, but will not bind the City to purchase, accept, or pay for materials or services which exceed its actual needs. S.28 OWNERSHIP. All deliverables, services, and information provided by Contractor or the City pursuant to this Agreement (whether electronically or manually generated) including without limitation, reports, test plans, and survey results, graphics, and technical tables, originally prepared in the performance of this Agreement, are the property of the City and will not be used or released by Contractor or any other person except with prior written permission by the City. S.29 USE OF NAME. Contractor will not use the name of the City of Mesa in any advertising or publicity without obtaining the prior written consent of the City. S.30 PROHIBITED ACTS. Pursuant to A.R.S. § 38-504, a current or former public officer or employee within the last twelve (12) months shall not represent another organization before the City on any matter for which the officer or employee was directly concerned and personally part icipated in during their service or employment or over which they had a substantial or material administrative discretion. Further, while employed by the City and for two (2) years thereafter, public officers or STANDARD TERMS AND CONDITIONS September 17, 2015 13 IFB #2016068 employees are prohibited from disclosing or using, without appropriate authorization, any confidential information acquired by such personnel in the course of his or her official duties at the City. S.31 FOB DESTINATION FREIGHT PREPAID AND ALLOWED. All deliveries will be FOB destination freight prepaid and allowed unless otherwise agreed. S.32 RISK OF LOSS. Contractor agrees to bear all risks of loss, injury, or destruction of goods or equipment incidental to providing these services and such loss, injury, or destruction will not release Contractor from any obligation hereunder. S.33 SAFEGUARDING CITY PROPERTY. Contractor will be responsible for any damage to City real property or damage or loss of City personal property when such property is the responsibility of or in the custody of Contractor or its employees. S.34 WARRANTY OF RIGHTS. Contractor warrants it has title to, or the right to allow the City to use, the materials and services being provided and that the City may use same without suit, trouble or hindrance from Contractor or third parties. S.35 PROPRIETARY RIGHTS INDEMNIFICATION. Without limiting the foregoing, Contractor will without limitation, at its expense defend the City against all claims asserted by any person that anything provided by Contractor infringes a patent, copyright, trade secret or other i ntellectual property right and must, without limitation, pay the costs, damages and attorneys' fees awarded against the City in any such action, or pay any settlement of such action or claim. Each party agrees to notify the other promptly of any matters to which this provision may apply and to cooperate with each other in connection with such defense or settlement. If a preliminary or final judgment is obtained against the City’s use or operation of the items provided by Contractor hereunder or any part thereof by reason of any alleged infringement, Contractor will, at its expense and without limitation, either: (a) modify the item so that it becomes non-infringing; (b) procure for the City the right to continue to use the item; (c) substitute for the infrin ging item other item(s) having at least equivalent capability; or (d) refund to the City an amount equal to the price paid, less reasonable usage, from the time of installation acceptance through cessation of use, which amount will be calculated on a useful life not less than five (5) years, plus any additional costs the City may incur to acquire substitute supplies or services. S.36 CONTRACT ADMINISTRATION. The contract will be administered by the Purchasing Administrator and/or an authorized representative from the using department. All questions regarding the contract will be referred to the administrator for resolution. Supplements may be written to the contract for the addition or deletion of services. Payment will be negotiated and determined by the contract administrator(s). S.37 FORCE MAJEURE. Failure by either party to perform its duties and obligations will be excused by unforeseeable circumstances beyond its reasonable control, including acts of nature, acts of the public enemy, riots, fire, explosion, legislation, and governmental regulation. The party whose performance is so affected will within five (5) calendar days of the unforeseeable circumstance notify the other party of all pertinent facts and identify the force majeure event. The party whose performance is so affected must also take all reasonable steps, promptly and diligently, to prevent such causes if it is feasible to do so, or to minimize or eliminate the effect thereof. The delivery or performance date will be extended for a period equal to the time lost by reason of delay, plus such additional time as may be reasonably necessary to overcome the effect of the delay, provided however, under no circumstances will delays caused by a force majeure extend beyond one hundred-twenty (120) calendar days from the scheduled delivery or completion date of a task unless agreed upon by the parties. S.38 COOPERATIVE USE OF CONTRACT . The City has entered into various cooperative purchasing agreements with other Arizona government agencies, including the Str ategic Alliance for Volume Expenditures (SAVE) cooperative. Under the SAVE Cooperative Purchasing Agreement, any contract may be extended for use by other municipalities, school districts and government agencies in the State of Arizona with the approval o f Contractor. Any such usage by other entities must be in accordance with the statutes, codes, ordinances, charter and/or STANDARD TERMS AND CONDITIONS September 17, 2015 14 IFB #2016068 procurement rules and regulations of the respective government agency. The City currently holds Intergovernmental Governmental Agreements (IGA) with numerous governmental entities. These agreements allow the entities, with the approval of Contractor, to purchase their requirements under the terms and conditions of this Agreement. A contractor, subcontractor or vendor or any employee of a contractor, subcontractor or vendor who is contracted to provide services on a regular basis at an individual school shall obtain a valid fingerprint clearance card pursuant to title 41, chapter 12, article 3.1. A school district governing board shall adopt policies to exempt a person from the requirements of this subsection if the person's normal job duties are not likely to result in independent access to or unsupervised contact with pupils. A school district, its governing board members, its school council members and its employees are exempt from civil liability for the consequences of adoption and implementation of policies and procedures pursuant to this subsection unless the school district, its governing board members, its school council member s or its employees are guilty of gross negligence or intentional misconduct. Additionally, Contractor will comply with the governing body’s fingerprinting policy of each individual school district and public entity. Contractor, subcontractors, vendors and their employees will not provide services on school district properties until authorized by the school district. Orders placed by other agencies and payment thereof will be the sole responsibility of that agency. The City is not responsible for any disputes arising out of transactions made by others. S.39 FUEL CHARGES AND PRICE INCREASES. No fuel surcharges will be accepted. No price increases will be accepted without proper request by Contractor and response by the City’s Purchasing Division. S.40 NOTICES. All notices to be given pursuant to this Agreement must be delivered to the parties at their respective addresses. Notices may be (i) personally delivered; (ii) sent via certified or registered mail, postage prepaid; (iii) sent via overnight courier; or (iv) sent via facsimile. If provided by personal delivery, receipt will be deemed effective upon delivery. If sent via certified or registered mail, receipt will be deemed effective three (3) calendar days after being deposited in the United States mail. If sent via overnight courier or facsimile, receipt will be deemed effective two (2) calendar days after the sending thereof. S.41 GOVERNING LAW, FORUM. This Agreement is governed by the laws of the State of Arizona. The exclusive forum selected for any proceeding or suit in law or equity arising from or incident to this Agreement will be Maricopa County, Arizona. S.42 INTEGRATION CLAUSE. This Agreement, including all attachments and exhibits hereto, supersede all prior oral or written agreements, if any, between the parties and constitutes the entire agreement between the parties with respect to the work to be performed. S.43 PROVISIONS REQUIRED BY LAW. Any provision required by law to be in this Agreement is a part of this Agreement as if fully stated in it. S.44 SEVERABILITY. If any provision of this Agreement is declared void or unenforceable, such provision will be severed from this Agreement, which will otherwise remain in full force and effect. The parties will negotiate diligently in good faith for such amendment(s) of this Agreement as may be necessary to achieve the original intent of this Agreement, notwithstanding such invalidity or unenforceability. S.45 SURVIVING PROVISIONS. Notwithstanding any completion, termination, or other expiration of this Agreement, all provisions which, by the terms of reasonable interpretation thereof, set forth rights and obligations that extend beyond completion, termination, or other expiration of this Agreement, will survive and remain in full force and effect. Except as specificall y provided in this STANDARD TERMS AND CONDITIONS September 17, 2015 15 IFB #2016068 Agreement, completion, termination, or other expiration of this Agreement will not release any party from any liability or obligation arising prior to the date of termination. S.46 A.R.S. SECTIONS 1-501 and 1-502. Pursuant to Arizona Revised Statutes Sections 1-501 and 1-502, any person who applies to the City for a local public benefit (the definition of which includes a grant, contract or loan) must demonstrate his or her lawful presence in the United States. As the Agreement is deemed a local public benefit, if Contractor is an individual (natural) person or sole proprietorship, Contractor agrees to sign and submit the necessary documentation to prove compliance with the statutes as applicable. SPECIAL TERMS AND CONDITIONS September 17, 2015 16 IFB #2016068 CONTRACT WILL BE IN FORCE FOR TWO (2) YEARS FROM AWARD DATE Sixty (60) days prior to the initial one (1) year contract effective date, the Bidder may submit a written request that the City increase the prices in the amount no more than the twelve (12) month change in the Producer Price Index for 336110, Not Seasonally Adjusted as published by the U.S. Department of Labor, Bureau of Labor Statistics (http://www.bls.gov/ppi/home.htm). The City shall review the request for adjustment and respond in writ ing; such response and approval shall not be unreasonably withheld. Renewal prices for the second contract year shall be firm for a minimum of a one hundred eighty (180) days. 1. BIDDER QUALIFICATIONS. All Bidders must be licensed to sell and deliver vehicles and equipment in the State of Arizona. 2. DEVIATION FROM SPECIFICATIONS. No significant or material deviation from the terms of this specification is acceptable. 3. SHIPPING TERMS. Bid prices shall be F.O.B. destination, Fleet Services Department, 310 E 6th Street, Mesa Arizona 85201. Bidder shall retain title and control of all goods until they are delivered and acceptance has been made. All risks of transportation and related charges shall be the responsibility of the Bidder. The Bidder shall file all claims for visible or concealed damage. Fleet Services will notify the Bidder promptly of any damaged goods and assist the Bidder in arranging for inspection. 4. DELIVERY/INVOICING. Bidders are to deliver the equipment within the time frame bid. The Bidder shall be responsible for delivery of all equipment in a complete and ready-for-use condition with all components functioning, cleaned, tested, lubricated, and serviced. Equipment delivered shall be free of decals or emblems identifying or advertising the Bidder. Safety decals or the standard identification of a manufacturer is acceptable. The Bidder shall be responsible for ensuring the delivery performance of subcontractors. Delivery shall be between the hours of 8:00 a.m. and 12:00 noon or 2:00 p.m. and 4:00 p.m., Monday through Friday (excluding holidays), to the Fleet Services Facility, 310 E 6 th Street, Mesa Arizona 85201. The vehicle(s) shall be prepared for immediate use including not less than one quarter (1/4) tank of fuel. Vehicles delivered with less than 1/4 tank of fuel will be refused. Documents to be presented at the time of delivery shall include the following:  One (1) Title/registration application for each unit delivered.  One (1) Manufacturer’s window sticker with price and option information. Do not leave the sticker on the vehicle door glass.  One (1) Dealer’s invoice with a typed VIN, purchase order number, and dealer's stock number.  One (1) Manufacturer's “Statement of Origin” for each unit delivered with a typed assignment as follows: City of Mesa Fleet Services Department P.O. Box 1466 Mesa, AZ 85211-1466 Documents to be delivered PRIOR TO DELIVERY OF THE LAST UNIT (Delivery shall not be considered complete until the City is in receipt of the manuals) shall include:  If the vehicle is equipped with auxiliary equipment, two (2) sets each of the parts books, service manuals, and video (if available) shall be furnished with each system. SPECIAL TERMS AND CONDITIONS September 17, 2015 17 IFB #2016068 The manuals and schematics supplied shall provide complete and comprehensive information on all equipment, equipment components, and accessories as supplied to comply with this Specification. If changes, modifications, additions, or alterations of any kind are made on the equipment, the Bidder shall provide blueprints, line drawings, and descriptive text sufficient to allow one of average skill in general mechanics to diagnose, repair, and maintain the equipment and all components. On equipment assembled from manufactured components, the parts manuals shall show the manufacturer of each part and all cross-referencing between the Bidder and manufacturer. The City of Mesa shall have the right to reproduce any material for City of Mesa educational purposes only. All books and manuals shall be delivered to the City of Mesa prior to delivery of the last unit. Delivery shall not be considered complete until the City of Mesa is in receipt of all books and manuals. 5. ACCEPTANCE. Each item delivered shall be subject to a complete inspection by Fleet Services prior to acceptance. Inspection criteria shall include, but not be limited to, conformity to Specification, mechanical integrity, quality, workmanship, and materials. Thirty (30) calendar days shall be allowed for this process. If a problem or discrepancy is found, the dealer shall retrieve the vehicle within two (2) business days of notification for correction/repairs and redeliver said vehicle as soon as the repairs are complete. Certified weight slip shall be presented for any unit that has had body modifications or body mounted to chassis, etc. The weight slip must reflect the tare weight and fully loaded weight. Fleet Services will reject any vehicle that does not meet advertised capacity and/or will not legally load (GVWR) to specification. 6. ACCEPTANCE TESTING. Upon and after delivery, the City shall fully test each vehicle for thirty (30) days in order to determine final acceptance. Such tests shall allow the City of completely and accurately assess whether each vehicle, including all parts, equipment, materials, and functions, meets the requirements set forth in the contract documents. The City reserves the right to test each function more than once during this thirty (30) day acceptance testing time period. If the City determines or finds a problem or failure with all or any part of a vehicle, the contractor shall be obligated to replace, correct, or fix any problem or failure. 7. FINAL ACCEPTANCE, TESTING. Final acceptance shall be evidenced by the City’s written certification to Bidder that all vehicles, parts and components have been successfully delivered and installed by the Bidder, are operational and inspected and accepted by the City. The acceptance of such items shall be based on the items meeting, to the satisfaction of the City, the acceptance standards set forth in the contract document. The items provided under this contract document shall meet all of the following standards: (i) All components shall be in good working order and operational upon Final Acceptance. (ii) All components shall be supplied from Bidder. (iii) All model and/or parts shall consist of the highest quality materials. (iv) All components shall be in good, undamaged condition. The vehicle(s), to pass the final acceptance test, must operate free from defects during the test. “Free from Defects” means that the vehicle(s) operates in accordance with requirements set forth in, or delivered pursuant to, the specification. SPECIAL TERMS AND CONDITIONS September 17, 2015 18 IFB #2016068 8. CERTIFICATION OF FINAL ACCEPTANCE. The vehicle(s) shall require a certification of Final Acceptance. Such certification shall evidence that the Contractor has completed the vehicle(s) in accordance with the specification and the vehicle(s) have been inspected, tested and accepted by the City. The date certification of Final Acceptance that is executed by the City shall be the Final Acceptance Date. All Warranty Periods shall begin upon the Final Acceptance Date. 9. CHANGE ORDERS. No changes shall be made pursuant to the specification without a properly executed change order. Changes in the vehicle specifications, delivery schedule or vehicle parts may be made pursuant to a written change order signed by Peter Scarafiotti, Automotive Engineer. The Automotive Engineer, must sign any change order which modifies the total contract price. No changes shall be made to the vehicle(s) or parts without a properly executed change order. 10. INSPECTION, TESTING AND REJECTION. All items, including, without limitation, vehicles, parts, materials, and components shall be subject to inspection and testing by the City upon delivery. If any items are defective in material or workmanship or otherwise not in conformity with the requirements of this specification, the City shall have the right to require their correction or to require replacement. Items that have been rejected or required to be cor rected shall be removed or, if permitted by the City, corrected in place by and at the expense of Bidder promptly after notice. Such items shall not thereafter be tendered for acceptance unless the former rejection or requirement of correction is disclosed. If Bidder fails to remove promptly such items required to be removed, or to replace or correct promptly such items required to be removed, replaced, or corrected, Bidder shall be in default under this specification. In addition to, and not in lieu of, any rights that the City may have under this Contract Document or otherwise as a result of such default, the City, at its sole discretion, may either: (i). Accept delivery of the defective items and charge Bidder costs incurred or deduct from amounts due Bidder the costs incurred by the City for such correction; or (ii) Charge Bidder the total cost incurred by the City; or (iii) Require the delivery of such items at a reduction in price that is equitable under the circumstances. All inspections and tests by the City shall be performed in such a manner as not to unduly delay the final acceptance of the vehicle(s). With respect to rejected items, the City shall not be liable for any reduction in value of such rejected items used in connection with such ins pection or test. Failure to inspect or reject items shall not relieve Bidder of responsibility for items that are not in accordance with the requirements of this contract document, nor impose any liability on the City for any reason. Inspection and testing of any item does not relieve Bidder from any responsibility regarding defects that may be discovered prior to Final Acceptance or during all warranty periods. 11. TRANSPORT. The Bidder shall be fully responsible for the transport of the equipment to and from Fleet Services, 310 E 6th Street, Mesa Arizona 85201 for installation and correction of items or workmanship not in compliance with the specification. The Bidder shall be responsible for any loss of or damage to City of Mesa property while such property is in Bidder’s possession and/or subject to Bidder’s control. 12. CANCELLATION. Failure to provide materials, supplies, or instruments in accordance with specifications or failure to meet stated delivery commitments may be cause for immediate cancellation of the contract. SPECIAL TERMS AND CONDITIONS September 17, 2015 19 IFB #2016068 13. WARRANTY. A. All equipment purchased on this bid shall be purchased from one (1) Bidder. That one Bidder shall be fully responsible for all warranty performance relating to any part or component of the purchased equipment regardless of who installed the component. B. The Bidder's responsibility shall include all warranty involving a Sub-Contractor. C. The Bidder shall supply a minimum 36-month warranty on all parts and workmanship on chassis and vocational body and equipment, from the initial in-service date as reported by the Fleet Services Department. The Contractor shall further guarantee the vehicle / equipment supplied complies with all applicable State/Federal laws and regulations in effect at the time of delivery. D. The Bidder shall state in writing any additional duration of their warranty that goes above and beyond the minimum requested warranty stated in C above. This shall include any applicable limitations or conditions. E. Any Bidder that wishes to bid on vehicles/equipment for the City of Mesa must have an authorized warranty dealer who can perform warranty repairs within a 50-mile radius of Fleet Services, 310 E 6th Street, Mesa Arizona 85201. If no authorized dealer is available and Fleet Services chooses to purchase said equipment, Fleet Services may perform the warranty repairs during the term of warranty agreement. 14. DESCRIPTIVE LITERATURE. All bidders must submit complete manufacturers' descriptive literature regarding the equipment they propose to furnis h. The literature shall be sufficient in detail in order to allow a full and fair evaluation of the bid submitted. Failure to include this information may result in the bid being rejected. All modifications made to the standard production unit described in the manufacturer’s brochures must be certified by the manufacturer and submitted with the bid, or the bid will be deemed “non - responsive” and rejected without further review. 15. BRAND NAMES OR EQUAL. The brand name or equal specification used in this solicitation is for the purpose of describing the standard of quality, performance, and characteristics desired and are not intended to limit or restrict competition . Any offer that proposes equal quality, design, or performance will be considered if the product offered is identified in the bid (including sufficient technical information) and determined by Fleet Services to be equal in all material respects to the brand name product referenced in the bid. Decisions of functional equivalency will be at the sole interpretation and discretion of the City of Mesa. A blanket statement that equipment proposed will meet all requirements will not be sufficient to establish equivalence. 16. DEMONSTRATOR UNITS. Bidder must be prepared to supply a demonstrator unit for the City of Mesa to evaluate. The demonstrator unit must be available within fourteen (14) calendar days of notification and must be available for an on-site, hands-on evaluation for a minimum of one (1), ten (10) hour shift. The demonstrator unit must meet these specifications. Inability to provide a demonstrator or acceptable alternative may be grounds for rejecting the vendors’ bid. 17. NEW EQUIPMENT. All equipment supplied pursuant to this Specification shall be new, unused, current production models equipped as described in the manufacturer’s published literature and specification sheets. Demo units may be considered if the unit has never been licensed and unit meets the technical specification. The bidder on the submittals shall note any var iation between the equipment bid and OEM literature and specification sheets. The equipment specified herein shall be equipped with those items normally supplied in the stream of commerce. Any item(s) not specifically mentioned shall not be interpreted as not requested. Specifications are intended to set minimum levels of quality and/or suitability. SPECIAL TERMS AND CONDITIONS September 17, 2015 20 IFB #2016068 18. IDENTICAL UNITS. When equipment is purchased in quantities greater than one, each unit shall be identical in all aspects of design and manufacture unless specifically stated in the technical portion of the specification. 19. PARTS AVAILABILITY. Since the continuous operation of the City of Mesa’s equipment is important and sometimes of an emergency nature, the successful bidder must be in a position to render prompt parts support. The availability of normal wear items (filters, belts, hoses, and cutting edges) shall not exceed one (1) working day. The parts inventory shall be of sufficient size and variety to offer a level of availability of 95% of all parts within two (2) working days after the date of City of Mesa order. The successful bidder shall maintain and/or have access to a parts inventory that can meet the City of Mesa’s delivery requirements. Submission of this bid shall constitute a guarantee by the bidder that a complete stock of replacement parts for the specified equipment is available and the bidder is in agreement with this provision. 20. SERVICE. The successful bidder agrees to the following Fleet Services requirements: A. Must possess a local established, franchised repair shop facility capable of accomplishing corrective action on any component failure. B. The equipment Bidder or manufacturer must be capable of providing repair parts and supply support for a minimum period of five (5) years after purchase of the unit(s) offered. C. The equipment Bidder or manufacturer must initiate physical repairs on equipment failures within seventy-two (72) consecutive hours after notification excluding weekends as well as state and federal holida ys during the purchased equipment’s warranty period. In the event any and all work is accomplished at the Contractors location, the Contractor shall be responsible for all transportation costs (during the warranty period). D. The City of Mesa has the right to impose a noncompliance charge on the equipment Bidder. Fees shall be the City of Mesa’s daily rental rate and any operational costs incurred by the City of Mesa. Fees shall be imposed on the first day after the seventy- two (72) hour notification period has terminated. Fees will continue until the Contractor has initiated repairs. E. The equipment Bidder and manufacturer must provide technical support and reasonable equipment modification at no cost to the City of Mesa for a period of ninety (90) calendar days after the City of Mesa’s acceptance of the purchased unit(s) to ensure the equipment is capable of performing to the City of Mesa’s intended operational functions. 21. TITLE. Vehicles are to be titled to: City of Mesa Fleet Services Department PO Box 1466 Mesa, AZ 85211-1466 22. WORKMANSHIP. Vehicles shall be free from defects that may impair their serviceability or detract from appearance. A. All bodies, systems, equipment, and interfaces with the chassis shall be done in accordance with the OEM chassis Body Builder’s Book, NTEA Truck Equipment Handbook and the following City of Mesa – Fleet Engineering Design Standards:  FS-600 – Welding Standards  FS-601 – Fastener Standards  FS-602 – Vocational Body Fabrication & Mounting B. Whenever dissimilar metals are used, they shall be insulated against corrosive action. C. All components will be new. Defective components shall not be furnished. Parts, equipment, and assemblies that have been repaired or modified to overcome deficiencies shall not be furnished without the approval of the City of Mesa. Component parts and units shall be manufactured to definite standard dimensions with proper fits, SPECIAL TERMS AND CONDITIONS September 17, 2015 21 IFB #2016068 clearances, and uniformity. Welded, bolted, and rivet construction utilized shall be in accordance with the highest standards of industry. General appearance of the unit shall not show any evidence of poor workmanship. D. Reasons for rejection include, but are not limited to: (1) Rough, sharp, or unfinished edges, burrs, seams, corners, and joints. (2) Non-uniform panels. Edges not radiused, beveled, etc. (3) Paint runs, sags, orange peel, “fish eyes,” etc., and any other imperfection or lack of complete coverage of paint or coatings. (4) Body panels or components that are uneven, unsealed, or contain cracks, d ents, or voids. (5) Misalignment of body fasteners, glass, viewing panels, light housings, other items with large or uneven gaps, spacing, etc., such as doors, body panels and hinged panels. (6) Improperly fabricated and routed wiring or harnesses and electrical connections. (7) Improperly supported or secured hoses, wiring harnesses, mechanical controls, etc., including interference with other components. (8) Interference of chassis components, body parts, doors, etc. (9) Leaks of any gas, vacuum, or fluid lines (air conditioning, coolant, oil, oxygen, etc.) (10) Noise, panel vibration, etc. (11) Inappropriate or incorrect use of hardware, fasteners, components, or methods of construction. (12) Incomplete or improper welding, riveting, or bolting. (13) Lack of uniformity and symmetry where applicable. (14) Loose, vibrating abrading body parts, components, subassemblies, hoses, wiring harnesses, or trim. (15) Improper body design or interface with the chassis that could cause injury during normal use or maintenance and fail to provide access to perform routine or mandatory repairs or maintenance on the vehicle’s electrical and mechanical systems, in addition, the improper combination of options that (by their combination and installation) are inherently incom patible with regard to function or safety. (16) Sagging, non-form-fitting upholstery or padding, holes, tears, discoloration, etc. (17) Incomplete or incorrect application of rust proofing. (18) Visual deformities and equipment malfunction. (19) Unsealed appurtenances or other body components, gaskets, etc. (20) In addition, any deviation from Specification requirements or any other item (whether or not stipulated herein) that affects form, fit, function, finish, durability, reliability, safety, performance, or appearance shall be cause for rejection. The City of Mesa shall have the right to define all terms such as “non -compliance”, “fault,” “defect,” or “reject.” 23. EXPECTED PRACTICES AND STANDARDS. The City of Mesa expects the successful Bidder to make all aftermarket assemblies at a minimum in accordance with the most current FMVSS, safety and OSHA codes. However, the City of Mesa (in most cases) requires assembly procedures that exceed those standards. Listed below are items that the City of Mesa expects the successful Bidder to do as part of their assembly of subcomponents on all units they are preparing for this bid. If you have questions as to how the City of Mesa expects any of the listed items to be accomplished, contact Pete Scarafiotti, Automotive Engineer, pete.scarafiotti@mesaaz.gov, for clarification no less than forty-eight (48) hours before bid due date and time. The items not assembled accordingly to the specifications set herein will be sent back to the Bidder for rework to City standards at the expense of the Contractor, including transportation. SPECIAL TERMS AND CONDITIONS September 17, 2015 22 IFB #2016068 24. STANDARDS, CODES, RULES, AND REGULATIONS. The equipment shall be manufactured as per good engineering practice. It shall conform to the best known current manufacturing practices relative to design, materials, strength, quality, durability, safety, and workmanship and shall be in accordance with the latest codes, standards, and practices of the industry and the following professional organizations: American National Standards Institute (ANSI) American Society of Mechanical Engineers (ASME) American Society for Testing and Materials (ASTM) American Welding Society (AWS) Federal Motor Vehicle Safety Standards (FMVSS) Industrial Fastener Institute (IFI) International Standards Organization (ISO) Joint Industrial Council (JIC) National Truck Equipment Association (NTEA) Society of Automotive Engineers (SAE) The Maintenance Council of the American Trucking Association (TMC) Underwriters Laboratory (UL) DETAILED SPECIFICATIONS September 17, 2015 23 IFB #2016068 1. PROJECT MISSION. We are dedicated to providing superior services to our customers in order to improve the quality of life for Mesa residents, businesses and visitors. We are looking for vendors who share that dedication and will help us meet that goal. 2. SCOPE OF WORK. This invitation for bids is for the purchase of SEVEN (7) – Light Duty, ¾ Ton Capacity Pick-up Trucks – 3. DELIVERY. Delivery shall be made to the location(s) contained herein no longer than 180 days after receipt of an order. Ship to: City of Mesa Fleet Services Department 310 W. 6th Street Mesa, AZ 85201 4. ADDITIONAL PURCHASES. The City reserves the right to purchase additional Light Duty ¾ ton pick-up trucks at the bid price for 12 months after the bid opening date. Orders placed after initial bid pricing expiration date shall be priced in accordance with instructions in the Special Terms and Conditions. 5. INSURANCE REQUIREMENTS. Contractor shall maintain coverage for all general, contractual and products liability risks normally associated with the goods and materials and/or services covered by this contract. The Contractor shall maintain at all times during the term of this contract, a minimum amount of $3 million per occurrence/$5 million aggregate Commercial General Liability insurance, including Contractual Liability. For General Liability insurance, the City of Mesa, their agents, officials, volunteers, officers, elected officials or employees shall be named as additional insured, as evidenced by providing an additional insured endorsement.. The Contractor shall maintain at all times during the term of this contract, a minimum amount of $1 million per occurrence Automobile Liability insurance. The Contractor shall maintain Workers’ Compensation insurance to cover obligations imposed by federal and state statute. Prior to the execution of the Contract, the Contractor shall provide the City with a Certificate of Insurance (using appropriate ACORD certificate) SIGNED by the Issuer, applicable endorsements, and the City reserves the right to request additional copies of any or all of the above policies, endorsements, or notices relating thereto. When the City requires a Certificate of Insurance to be furnished, the Contractor's insurance shall be primary of all other sources available. When the City is a certificate holder, the Contractor agrees that no policy shall expire, be canceled or materially changed to affec t the coverage available without advance written notice to the City. “Waiver of Subrogation. The policies required by this agreement (or contract) shall contain a waiver of transfer rights of recovery (subrogation) against City, its agents, representative s, directors, elected officials, officers, employees, and volunteers for any claims arising out of the work of Contractor.” All insurance certificates and applicable endorsements are subject to review and approval by the City's Risk Manager. 6. PRICE. All pricing shall be firm for a minimum of one-hundred eighty (180) days except where otherwise provided by the specifications, and include all transportation, insurance and warranty costs. The City shall not be invoiced at prices higher than those stated in a ny contract resulting from this bid. The Contractor certifies that the prices offered are no higher than the lowest price the Contractor DETAILED SPECIFICATIONS September 17, 2015 24 IFB #2016068 charges other buyers for similar quantities under similar conditions. The Contractor further agrees that any reductions in the price of the goods or services covered by this bid and occurring after award will apply to the undelivered balance. The Contractor shall promptly notify the City of such price reductions. No fuel surcharges will be accepted. No price increases will be accepted without proper request by Contractor and response by the City’s Purchasing Division. RESPONSE ELEMENTS September 17, 2015 25 IFB #2016068 1. BID SUBMISSION - Submit one (1) signed original along with two (2) copies of the bid in a sealed container and one (1) electronic format on a CD or thumb drive. DO NOT use spiral binding or comb binding for your offers – 3-ring binders are preferred for large bids. 2. BIDDER RESPONSE CHECKLIST. This checklist is provided for your convenience. It is not necessary to return a copy of this solicitation’s Instructions, Terms and Conditions, or Detailed Specifications with your bid response. Only submit the requested forms and any other requested or descriptive literature. Do not use comb or spiral binds for your bids. 3-ring binders are preferred for large responses. Response has been sent in time to be received prior to 3:00 PM local time on the due date . Original and proper number of copies submitted (above) Electronic copy (CD or Thumb Drive) submitted (above) Bid container properly labeled Detailed Specifications/Specification Questionnaire form completed and included, if required Pricing and Compensation, math double-checked, form completed and included W -9 Request for Taxpayer Identification Number and Certification form completed and included (http://www.irs.gov/pub/irs-pdf/fw9.pdf) Checked for any addenda issued and acknowledged on Pricing & Compensation form Exceptions, Confidential & Additional Items form completed and included Vendor Information form completed and included Offer And Acceptance form completed and included Warranty Information Included TECHNICAL SPECIFICATIONS / SPECIFICATION QUESTIONNAIRE September 17, 2015 26 IFB #2016068 SPECIFICATION 16-07 SEVEN (7) 2016 OR NEWER LIGHT DUTY PICKUP TRUCKS, ¾ -TON CAPACITY Units being replaced:  1316, 1317, 1318 Facilities Department (3ea.)  834, 1208, 1590, 1639 Police Department (4 ea.) 1. This specification is intended to describe and set minimum acceptable standards for a ¾ ton pickup truck(s). Unit(s) shall be new (unused), latest standard production model completely serviced and prepared for customer delivery by a factory-franchised dealer prior to delivery. Unit(s) shall include all warranty identification cards furnished to the trade in general in accordance with standard warranty policy. Unit shall include the line production sheet listing all components. The line production sheet shall match the vehicle's serial number. Contract shall be effective for twelve (12) consecutive months with the provision to extend for an additional twelve (12) months; the City may order additional unit(s) from this contract anytime during the period. Pricing adjustments in accordance with instructions in the Special Terms and Conditions. 2. This equipment will be used in at altitudes up to 3,000 feet and in ambient temperatures from +15 to 130 degrees F, at relative humidity between 5% and 100%. Speed, Gradability, and acceleration performance requirements shall be met at or corrected to 77 degrees F, 29.31- inches Hg, dry-air per SAE J1995. The steepest grade in operating range will be 6%. The equipment must operate normally throughout this range of conditions. 3. The equipment supplied shall conform to all applicable OSHA, FMVSS, EPA, Arizona Department of Environmental Quality, Arizona State Motor Vehicle laws/regulations and to all other industry standards in effect at the time of delivery. 4. The equipment supplied shall be a standard model of a manufacturer with experience in the production of severe-service/construction-grade cab, chassis, and/or equipment as necessary to meet the requirements of the Specifications. All workmanship and materials shall be new and of good quality and design. 5. When equipment is purchased in quantities greater than one, each unit shall be identical in all aspects of design and manufacture unless specified otherwise in specification. 6. Each component of the equipment bid shall be adequate for and compatible with all structural and performance demands placed upon it as a part of the complete unit. 7. The dimensions, capabilities, weights, and gauges stated in the written specifications are to be considered nominal unless otherwise stated as minimum, maximum, or exactly for specific strength, fit, or purpose. Where brand names are mentioned (with or without model numbers), bidders are to understand that brand names OR equal in performance, quality, and function is intended. 8. All equipment associated with this purchase must be delivered to the City of Mesa no later than 180 days from order date. The Fleet Services Department may authorize an extension of the delivery date. 9. Liquidated damages in the amount of $100 for each normal workday (Monday through Friday) TECHNICAL SPECIFICATIONS / SPECIFICATION QUESTIONNAIRE September 17, 2015 27 IFB #2016068 shall be levied against each piece of equipment that is delivered after the established delivery date. Officially recognized state and federal holidays will not be considered normal working days. The City of Mesa will deduct such damages from the dealers invoice before making payment. Dealers will not be held responsible for Force Majeure delays provided that the Fleet Services Department is notified in writing in a timely manner and agrees with request. 10. Clarification of any items in this specification may be obtained from Peter Scarafiotti, Automotive Engineer at pete.scarafiotti@mesaaz.gov. » TECHNICAL SPECIFICATIONS / SPfeCIFICAJION QUESTiONNAIRE , ,, Units being replaced: • 1316,1317,1318 Facilities Department (3ea.) • 834, 1208, 1590, 1639 Police Department (4 ea.) Specification Meets Explain Deviation ' • #igiCH!SSiS:tT,- • The GVWR shall be 9,300 lbs (depending upon wheelbase and box size) and be spread over two axles. The manufacturer will use the federal/state bridge formula and axle-loading laws to determine the maximum legal weight allowed. The wheelbase, cab to axle and axle to end of frame overhang dimensions shall be engineered to provide the best possible weight distribution, maximize the legal payload the truck can carry and ensure that over-all length is kept to a minimum X GVWR: OAL: WB: BBC: 9,300 lb. (Regular cab - 6.5' Fleetside box) 205.6" 119.0" 116.5" X 8'Box on Reg Cab 10,000 X 227.6 137" WB/X 118.9" BBFC The GVWR shall be identified in the cab or on the door as the final complete certification label X Vendor to provide wheelbase of truck bid: '13/" WB X Vendor to state combined weight of the cab/chassis and body as a complete unit with all fluids full but without operator: 6,163 ibSi X v/v . TilSfe-rf®:.-MT^igRRAWIE AND5REEATED1ITE WIS1 t : : • - Straight channel steel (50,000 PSI yield) X 36.000 PSI Side rails: 8.27x2.74x0.197" X R R7X? 3fiX PRO" Section modulus: 6.194 X Two front tow hooks, frame mounted. X • ' '...iSsSk-' •' Front Axle: 4,800 lb. capacity. X Coil Springs: 2,250 independent Coil. Shock Absorbers: Heavy-duty. X • • y REAR'AXI-Ei& EC lUIRMEN Rear Axle: GM semi-floating, single reduction, 6,900-lb capacity. X 7,280 lb Full Floating Rear Suspension: Multi-leaf, 2-stage, Shock Absorbers: Heavy-duty. The vehicle shall be equipped with a suspension system (axles, springs, wheels and tires) having a rated capacity equal to or in excess of the GVWR. The chassis shall not be modified above chassis manufacturer's maximum GAWR as shown on the certification label. All vehicles shall be furnished with OEM heaviest duty available springs, shock absorbers, and stabilizer device(s). X Rear differential ratio: 3.73 X U ' - "BRAKE! SdVi xg* 4-wheel anti-lock; 13" disc front, 257 sq. in. swept area per axle; 13.5" disc rear, 113 sq. in. swept area per axle. X September 17, 2015 28 IFB #2016068 TECHNICAL SPECIFICATIONS / SPECIFICATION QUESTIONNAIRE , Specification Meets Explain Deviation Conventional Position Power Steering: Integral power steering, variable ratio X Tilting and telescoping steering column. X Steering Wheel: 18 inch X 16" Preferred: 6L90 Hydra-matic, 6 -speed automatic transmission. X Ford 6-sp OD Tubular shaft, Nylon-coated slip joint splines. X The truck shall be powered by a liquid cooled, computer controlled 6.0 L V8 E85 Flex Fuel Engine (360 hp). The engine shall meet or exceed all applicable emission standards in place at the time of assembly. X Ford 6.2L V8 Vendor to state: Engine Make: Farri Engine Model: D-2L V8 FFV Engine Rating: 385 ho 405 toraue (5) 4500 RPM Cooling system shall be manufacturer's maximum possible system for engine/chassis combination. The cooling system must be capable of maintaining safe operating temperature in ambient temperatures as high as 120 degrees F. A coolant overflow recovery tank and compensating system shall be furnished. The cooling system shall be protected with an OEM solution of extended life antifreeze/coolant. The cooling system shall be filled with a 50% concentration of glycol-base antifreeze coolant. X Air Cleaner: Single element X Starter Motor: Delco or equivalent X Silicone radiator and heater hoses. Y N/A frnm FnrH Mntnr HO The exhaust system shall be horizontal mount. Exhaust components must be properly supported and guarded. X Alternator: 145 Amp. X Batteries(s): Maintenance free type, 600 CCA. X Battery cables: sealed terminal design. Ground cable shall terminate at the cranking motor. X Positive post for jump starts including dust caps. X Radio: AM/FM stereo with CD and clock. X Halogen headlamps w/daytime headlight system. X Intermittent windshield wiper switch. X Indicator: Low engine oil pressure X Indicator: water temperature Y Indicator: Transmission temperature X Indicator: Park brake w/light X Gauge: Speedometer/Odometer, dash mounted. Y Gauge: Tachometer, dash mounted. X A Gauge: Coolant temperature X Gauge: Engine oil pressure. Y Gauge: Fuel, dash mounted X September 17, 2015 29 IFB #2016068 . TECHNICAL SPECIFICATIONS / SPECIFICATION QUESTIONNAIRE, Specification Meets Explain Deviation Gauge: Volt/amp meter, dash mounted. 1 Xlnformation Display Gauge: Transmission temperature X The vehicle shall be furnished with an integrated electronic device that controls electrical power to trailer braking system and provides ideally matched braking force between tow vehicle and trailer X The vehicle shall be furnished with a 4-way brake wiring connector or access to brake wiring, wiring located under the instrument panel. This connector or wiring access shall contain the following circuits: • Battery Ground • Battery Positive • Stop Lamp Switch • Electric Brake Feed X Single 26 gallon (minimum). The fuel tank(s) shall be protected by a metal shield, or be located in an area which will be free from hazards of off-road operation. (Example: tanks located between frame rails or more than 38 cm (15 in) ground clearance.) The fuel fill pipe shall be protected against deformation by body or component installation. When more than one fuel tank is furnished, the tanks shall be interconnected. A fuel gauge shall be provided which accurately indicates total remaining fuel. X v •>%*. w ^ • • • '^^pAiNTvi:ry.- mumm- Cab & Body: Determined by the City of Mesa Fleet Services X Oxford White Wheels: Summit White X Araent Painted Steel Chassis Frame: Black X x.X-'W • , ixW*' - •' •• • 4 a/*;- "-TJRES'&iWHI The wheels shall be 16 x 6.5" steel disc wheels. Tires shall be Michelin or Goodyear and sized and rated to meet the DOT bridge formula for maximum legal payload and safety. xirx/.s" X Can Not Specify Brand of Tire: Front Tire (2): LT245/75R16E All-Terrain Black wall Load Range C Tires, All-Weather Tread Design X LT245/75RX17E AT Rear Tire (2): LT245/75R16E All-Terrain Black wall Load Range C Tires, All-Weather Tread Design X LT245/75RX17E AT •dl1II4k-£Idl«feN=ltire and wheel with TPMS sensor X identical what is installed on the vehicle shall be included X -v-v* .-••V'. CAB &;EQUIPMENTP Maximum engine compartment insulation to reduce noise and heat in the cab The noise level shall not exceed the OSHA standard of 80 decibels over an 8- hour period. X Windshield: Conventional flat glass, one piece. Solar- Ray Deep-Tinted Glass. All glass to have maximum tint allowed by law (all windows) X Storage pouch or glove compartment. X Insulated headliner with dome light. X Air conditioning w/ integral heater and defroster. ^X September 17, 2015 30 IFB #2016068 .-TECHNICAL SPECIFICATIONS / SPECIFICATION QUESTIONNAIRE , Specification Meets Explain Deviation Interior Color: Gray or Graphite. X Seat Belts:. 3-point style X Two visors to be hinged in such a manner to provide shade to both the windshield and the side windows. X Radio: AM/FM/CD stereo radio w/clock. X 12-volt accessory plug (to be mounted in center of cab below dash or on center console) X Towing Package Mirror Option Code 6P3 X Ford All mirror mounts shall include anti-vibration bracing. X 40-20-40 Fabric Seat X Gray or Graphite Dash mat X 4 Sets of Keys and if power option 4 Sets of Key Fobs X HTINGi.;:| Manufacturer's standard lighting (exterior and interior) shall conform to FMVSS 108. X VIBLBPS mmm# • -r••••••..:: Vehicle shall not tow beyond approved gross combination rating. It is the vehicle operator's responsibility to verify and approve towing combination. X Factory Class 4 receiver and combination pintle and 2" ball. X Rear tow loops shall be welded to the tow plate; located on either side of the pintle hook, tow loops must not interfere with the operation of the pintle hook or combination articulation. Each tow loop shall provide an ultimate strength at least equal to the GVW of the truck furnished. The attachment devices shall be capable of accommodating a standard grab hook [116 mm (4-9/16 in) wide, 30 mm (1-3/16 in) thick, 19.8 mm (25/32 in) throat width)] for a 16 mm (5/8 in) chain X Trailer electrical connector with boot (Pollak 11-721) shall be provided and installed on the left side of the hitch plate and wired to SAE J560 (7-wire) standards. X Trailer brake control system shall be furnished. The trailer brake control system shall include: Coincident control of trailer brakes with prime mover foot control. Independent hand control for trailer brakes Automatic breakaway feature. Trailer stoplight control operable with foot brake and with hand control for trailer brakes. X Variable decibel, non-adjustable, back up alarm shall be installed. The alarm shall be either a Preco model 1059 or an ECCO model SA917 X September 17, 2015 31 IFB #2016068 . TECHNICAL SPECIFICATIONS / SPECIFICATION QUEjStitiNNAIRE , ,, „ Specification Meets Explain Deviation Warranty is very important to the City of Mesa. All bidders will be expected to provide the following warranty terms: 6 year -100,000 mile (whichever comes first) - All body and sheet metal components shall be warranted against rust-through corrosion. 5 year -100,000 mile (whichever comes first) for repairs which are required as a result of defects due to material and/or workmanship to the power train components as listed below: Engine, Transmission/Transaxle/Transfer Case, Final Drive System, Courtesy Transportation & Roadside Assistance will be provided 3 year - 36,000 mile (whichever comes first) bumper to bumper limited warranty Bidders can provide either factory or bidder purchased X X X X 5 Years / Unlimited Miles warranty. If bidder ourchased warranty oroaram is offered, bidder shall provide (with bid submittal) all documentation that proves that program meets or exceeds factory warranty specification. If bidder purchased warranty program is provided, bidder is responsible for filing all claims and recovering payment from warranty provider, not the City of Mesa. City of Mesa will expect that the program will perform as normal factory offered programs. Failure to meet this provision will be considered non-responsive. X X X X 5 Years / Unlimited Miles STATEMENT OF WEIGHT ESTIMATES. Provide weight estimates within a tolerance of +/- 3% for the chassis weight as configured by the Specification with a 190-pound driver and full fuel tank. Front Axle: (Tare) 3368 lbs. Front Axle: (Loaded) lbs. Tag Axle(s) (if equipped - Loaded) lbs. Rear Axle or Tandem (Tare) 2576 lbs. Rear Axle or Tandem (Loaded) lbs. Total Tare: 5941 lbs. Total Gross Weight 6353 lbs. Payload Capacity: 4040 lbs. September 17, 2015 32 IFB #2016068 TECHNICAL SPECIFICATIONS / SPECIFICATION QUESTIONNAIRE IMFfoRTANT NOTE: The Gross Vehicle Weight Rating (GVWR) shall be furnished and identified by a decal in the cab or on the inner door frame as the final complete certification label (minimum rating). The Gross Combined Weight Rating (GCWR) shall be furnished and identified by a decal in the cab or on the inner door frame to indicate approved weight that can be towed. HEIGHT. State height from ground to top of frame at centerline of rear axle (tandem): Loaded: in. Unloaded: in. WARRANTY PERIOD: IF WARRANTY IS IN TABLE ABOVE REMOVE THIS SECTION 36 month/36,000 miles - full coverage: Yes X No COVERAGE: 100% parts furnished: Yes _X No 100% labor furnished: Yes Y No Please spell out any additional coverage: F£P Pnwprtrain Harp R Yparc / mn nnn MHPR 0 Deductible Body Corrosion Warranty (specify years and miles): 5 Yftars / Unlimited MHRS Deductible: Bidder to state deductibles (if any) for each service occasion: None Is an extended warranty available? If so, describe and state cost of each: Item Warranty Cost & Years or Months See Attached WARRANTY REPAIR FACILITY. If the bid you are submitting will be to provide warranty repairs at an authorized dealer within a 50-mile radius of 310 East Sixth Street Mesa, Arizona, initial here to acknowledge: RKL Name and location of the service and warranty dealer: Dealer Name: Berge Ford Address: 460 E. Auto Center DR~ City: Mesa, AZ. 85204-6500 Phone/Fax: 480-497-1111 / 480-497-7582 SUB CONTRACTORS. All Sub Contractors involved in the completion of this bid must be listed. Each Sub Contractor shall include two (2) sets of parts/service manuals for items installed. In order for a vehicle to be accepted, these items must be provided at the time of delivery: September 17, 2015 33 IFB #2016068 V. „ TECHNICAL SPECIFICATIONS / SPECIFICATION QUESTIONNAIRE Company Name: Sun Country Address: 4245 E. Superior Ave. Phoenix. AZ. 8504Q Phone/Fax: fin?-438-495fi / 502-438-4947 Contact Name: Koith I aHH System/Parts Installed: Backup Alarm. Comb Hitch. Liftgate and Golight Company Name: Address: Phone/Fax: Contact Name: System/Parts Installed: REFERENCES. Provide references of purchasers/users of the equipment bid. The contact person shall be someone who has responsibility for the operation of the equipment. References from the western United States are preferred. Company Name: Address: Phone/Fax: Contact Name: Title: Company Name: Address: Phone/Fax: Contact Name: Title: Pima County 1391 S. Mission Rri. Tucsnn. AF. 85713 520-740-2614/520-623-7387 Rcb Charlton Fleet Managar Maricopa County 3325 W. Purango St. Phoenix, Az. 85QQ9 602-506-4667 / 602-372-3953 Les Glover Fleet Manager PARTS AVAILABILITY. The successful bidder shall maintain and/or have access to a parts inventory that can meet the City of Mesa's delivery requirements. . Please state the estimated one-way mileage between 310 East 6,h Street, Mesa, AZ and the nearest authorized parts supplier: 4.6 miles The bidder shall provide a listing of a minimum of four (4) authorized parts suppliers. The listing shall include the company name, mailing address, telephone number, FAX number, as well as the name and job title of a contact person. Company Name: Address: Email Address: Phone/Fax: Contact Name: Title: Berqe Ford 4fin F Antn Hpnter DR Masa^ A7 RfiPfM-fiSnn ' r ' iesparza@berqeford.com 480-497-7660 / 480-497-7581 June Esparza Parts Manager Company Name: Address: Email Address: Phone/Fax: Contact Name: Title: Earndardt Ford 7309 W Ornhiri I N Chanrilpr, A7 85??R www.earndardtfordparts.com 480-763-6230 Jne Chafin Wholesale Parts September 17, 2015 34 IFB #2016068 TECHNICAL SPECIFICATIONS / SPECIFICATION QUESTIONNAIRE, , Company Name: Address: Email Address: Phone/Fax: Contact Name: Title: Company Name: Address: Email Address: Phone/Fax: Contact Name: Title: Sanderson Ford 6400 N. 51st ST.GIendale. AZ. 85301 www.sander.sonfordpart,s.oom 623-842-8762/623-842-8877 Dave Beard Parts Manager USD 150 Riverview DR. Phoenix. AZ. 85034 www.usdDarts.conn 602-258-1900/602-258-2270 Scott Souza Parts manager September 17, 2015 35 IFB #2016068 PRICING AND COMPENSATION Pursuant to all the contract specifications enumerated and described in this solicitation, we agree to furnish Seven (7) Light Duty 3A -Ton Capacity Pick-up Trucks to the City of Mesa specification at the price(s) stated below. ESP Powertfain Care 5 Years /100.000 Miles for $1.01 0.00 included in Base sales price non taxable Description Unit (base) Price Quantity Total Price Light Duty Pick-up Trucks, aA -Ton Capacity, per specifications $22,840.00 7 $159,880.00 Model Bid F-250 4x2 Reg Cab Manufacturerford Model Year: 2016 OPTIONS: Item No. Description Unit Price 1 CNG Bi-Fuel or Dedicated (If Available) Must provide specification sheet with bid This cost is in addition to base price. $ N/A 2 Regular Cab - 8' long box (Fleetside) GVWR: 9,300 lb. OAL: 224.7" WB: 133.0" BBC: 116.5" This cost is in addition to base price. Standard 8' Box 3 Extended Cab - 6.5' short box (Fleetside) GVWR: 9,500 lb. OAL: 230.3" WB: 144.2" BBC: 141.4" Plus upgraded front and rear axles & suspension This cost is in addition to base price. $ 2,024,00 6.75' 10,000 GVWR 232.4" OAL 141.8" WB 139.8" BBC 4 Extended Cab - 8' long box (Fleetside) GVWR: 9,500 lb. OAL: 249.2" WB: 158.2" BBC: 141.4" Plus upgraded front and rear axles & suspension This cost is in addition to base price. $2,209.00 10,000 GVWR 248.6 OAL 158" WB 139.8" BBC Box Bidder Name Berae Ford Date: 10-1-2015 September 17, 2015 36 IFB #2016068 PRICING AND COMPENSATION Item No. Description Unit Price 5 Crew Cab - 6.5' short box (Fleetside) GVWR: 9,500 lb. OAL: 230.3" WB: 153.7" BBC: 150.9" Plus upgraded front and rear axles & suspension This cost is in addition to base price. $3,316.00 10,000 GVWR 246.8" OAL 156.2" WB 154.2" BBC 6 Crew Cab - 8' long box (Fleetside) GVWR: 9,500 lb. OAL: 249.2" WB: 167.7" BBC: 150.9" Plus upgraded front and rear axles & suspension This cost is in addition to base price. $3,500.00 10,000 GVWR 263" OAL 172.2 WB 154.2" BBC 7 Front Bucket Seats This cost is in addition to base price. $ 524.00 8 Four-Wheel Drive (4x4) Extended Cab (6.5' box): Extended Cab (8' box): Crew Cab (6.5' box): Crew Cab (8' box): This cost is in addition to base price. $2,590.00 $2,590.00 $2,590.00 $2,590.00 $2,590.00 g Power Windows, Door Locks & Mirrors This cost is in addition to base price. $ 942.00 10 Sliding Rear Glass Window This cost is in addition to base price. $125.00 11 Lockable Tailgate This cost is in addition to base price. $ Standard on FOR 6.75' Box D Bidder Name Berqe Ford Date: 10-1-2015 September 17,2015 37 IFB #2016068 PRICING AND COMPENSATION Item No. Description Unit Price 12 Tommy Lift Gate: Model G2-64-1340-EA38 This cost is in addition to base price. $2,671.00 Maxori 13 Remote controlled spotlight: Golight "Stryker" model 3106 (white) center cab 6 inches from windshield with cab mounted electric control. This cost is in addition to base price. $ 475.00 The City will add any applicable sales tax or use tax. Sales/Use taxes should not be included in the bid prices. Vendors who will be charging a Mesa Transaction Privilege Tax (TPT) will have 1.75% removed from the taxable item(s) for the purpose of award evaluation (i.25). FOB: Destination Freight Costs: Unit prices should include all Shipping and Transportation Costs OR Pre-pay and Add No fuel surcharges will be accepted. Delivery, as stated in Detailed Specifications, can be met. Yes No If no, specify number of days for delivery X Payment terms (not less than net 30 days): Net 30 Davs Prompt Payment Discount of 0 % if invoices are paid within, 30 davs of receipt. Does Bidder agree to honor the prices, terms and conditions to other agencies as specified in section S.38? x Yes No (A "no" answer will not disqualify your bid.) Bidder complies with S.9 "Compliance with Applicable Law"? Yes No Date offered pricing expires: _4_/1__/2016(Minimurn of 6 months after bid opening date) Bidder has read and agrees with additional purchases (Detailed Specifications) and pricing terms: X Yes No (If No, please explain) ADDENDA Bidders are responsible for verifying receipt of any addenda issued by checking the City's website at www.mesaaz.aov/Durchasina prior to the bid opening (see i.2). Failure to acknowledge any addenda issued may result in a response being deemed non-responsive. Acknowledgement of Receipt of Addenda (initial for each addenda received, if applicable): Bidder Name Berge Ford Date. 10-1-2015 September 17, 2015 38 IFB #2016068 PRICING AND COMPENSATION Addenda #1 Addenda #2 Bidder Name Berge Ford Date: 10-^2015 September 17,2015 39 IFB #2016068 EXCEPTIONS, CONFIDENTIAL & ADDITIONAL MATERIALS Bidders shall indicate any and all exceptions taken to the provisions or specifications in this solicitation document. Other Forms or Documents: If the City is required by the awarded Respondent to complete arid execute any other forms or documents in relation to this Solicitation, ttTe terms, conditibhs, and requirements in this Solicitation shall take precedence to any and all conflicting or modifying terms, conditions or requirements of the Respondents forms or documents. Exceptions (mark one): "Special Note - Any material exceptions taken to the City's Specifications and/or Standard Terms and Conditions may render a Bid Non-responsive. No exceptions X Exceptions taken (describe-attach additional pages if needed) Pricing good only for the 2016 Model Year. Ford has a new Super Duty for 2017 Model Year. Ford will not price protect on the 2017. Confidential/Proprietary Submittals (mark one): x No confidential/proprietary materials have been included with this bid Confidential/Proprietary materials included. Bidders should identify below any portion of their bid deemed confidential or proprietary (see section S.12). Identification in this section does not guarantee that disclosure will be prevented but that the item will be subject to review by the Offeror and the City prior to any public disclosure. Requests to deem the entire bid as confidential will not be considered. Additional Materials submitted (mark one): No additional materials have been included with this bid X Additional Materials attached (describe-attach additional pages if needed) Warranty Pricing attached Bidder Name Berge Ford Date: 10-1-2016 September 17, 2015 40 IFB #2016068 VENDOR INFORMATION Company Legal/Corporate Name: Berqe Ford Doing Business As (if different than above):. Address: 460 E. Auto Center DR. City: Mesa State: AZ Zip: 85204-6500 Phone: 480-497-7527 E-Mail Address: rlewis@bergeford.com Taxpayer Identification Number: 86-0116457 Remit to Address (if different than above): Address: City: Fax: 480-497-7625 Website: www,bergefordfleet.com DUNS # 035873991 State: _Zip:. Order from Address (if different from above): Address: City: State: Zip: Contact for Questions about this bid: Name: Richard Lewis Phone: 480-497-7625 Fax:480-497-7625 E-Mail Address: rlewis@bergeford.com Dav-to-Dav Project Contact (if awarded): Name: S/A Phone: Fax: E-Mail Address: Sales/Use Tax Information (check one): Bidder is located outside Arizona and does NOT collect Arizona State Sales/Use Tax (The City will pay use tax directly to the AZ Dept of Revenue) Bidder is located outside Arizona is authorized to collect Arizona Sales/Use Taxes (The Bidder should invoice the applicable sales tax and remit to the appropriate taxing authorities) State Sales Tax Number: City Sales Tax Number: City of: , AZ Sales Tax Rate: X Bidder is located in Arizona (The Bidder should invoice the applicable sales tax and remit to the appropriate taxing authorities) State Sales Tax Number: 07-0333195-C City Sales Tax Number: M0000562 City of: Mesa , AZ Sales Tax Rate: .0805% Certified Small Business Certifying Agency: Certified Minority, Woman or Disadvantaged Business Enterprise Certifying Agency: September 17, 2015 41 IFB #2016068 APPENDIX A September 17, 2015 44 IFB #2016068 General List of Documents Incorporated by Reference in City of Mesa Vehicle and Equipment Specifications City of Mesa – Fleet Engineering Standards Manual: available through the City of Mesa – Fleet Services Department, PO Box 1466, Mesa, AZ 85211-1466 pete.scarafiotti@mesaaz.gov. Federal Motor Vehicle Safety Standards (FMVSS): standards found in Code of Federal Regulations (CFR), Title 49, available through the Government Printing Office (GPO), Superintendent of Documents, Washington, D.C. Society of Automotive Engineers (SAE): standards are available through the Society of Automotive Engineers, Inc. 400 Commonwealth Drive, Warrendale, PA Arizona Traffic Law Manual: is available through LEXIS Law Publishing, P.O. Box 7587, Charlottesville, VA. Environmental Protection Agency (EPA): publications are available through the National Service Center for Environm ental Publications, P.O. Box 42419, Cincinnati, OH. Occupational Safety and Health Administration (OSHA): standards are available through the Technical Data Center, U.S. Department of Labor, Washington, D.C., and through regional Offices of the Occupational Safety and Health Administration. National Truck Equipment Association (NTEA): standards are available through NTEA, 37400 Hills Tech Drive, Farmington Hills, MI 48331-3414 Ph. (248) 489-7090 . ==> ' vtHiuijJii UKUiiiK uuiNt iKLvJaTiuw uy/z^/io ±J:J±:ZD Dealer: F71175 2016 F-SERIES SD Page: 1 of 1 Priority: LI Ord FIN: QA356 Order Type: 5B Price Level: 620 Order No: 8585 Ord PEP: 600A Oust/Fit Name: CIYT OF MESA RETAIL DLR INV F250 4X2 SD R/C $32385 $29876.00 137" WHEELBASE PO Number: F2A Z1 1 S 600A 572 996 44P TBM X37 OXFORD WHITE' CLTH 40/20/40 100 85.00 STEEL PREF EQUIP PKG .XL TRIM .TRAILER TOW PKG .AIR CONDITIONER NO NO .6.2L EFI V8 ENG NO NC 6-SPD AUTOMATIC NC NC LT245 BSW AT 17 165 141.00 3.73 REG AXLE NC NC JOB #1 BUILD 10000# GVWR PKG Fl=Help F4=Submit 512 52B 585 RETAIL NC SPARE TIRE/WHL2 BRAKE CONTROLLR 270 AMFM/CD/CLK 275 JACK AUX AUDIO INPUT SP DLR ACCT ADJ SP FLT ACCT CR FUEL CHARGE B4A NET INV FLT OPT NC DEST AND DELIV 1195 TOTAL BASE AND OPTIONS 34390 TOTAL 34390 *THIS IS NOT AN INVOICE* DLR INV NC 230.00 234.00 (1329.00) (414.00) 16.38 7.00 1195.00 30041.38 30041.38 F2=Return to Order F5=Add to Library S099 - PRESS F4 TO SUBMIT F3/F12=Veh Ord Menu QC203052 22% Fleet Discount off Retail Price $100.00 Deductible Vehicle Index New, Used and Certified Pre-Owned Refer to complete listing of Ineligible Vehicles and Usage on page 8. If a vehicle make or model is not listed, the vehicle is ineligible for Ford ESP coverage. Extended Service Plan Retail FORD ^ ~ Model » » ^ New/Used/CPO Plans 'V:' 2Q(17MY - Present j 2006MY& Prior ^ C-MAX Enerqi A n/a C-MAX Hybrid C n/a Crown Victoria C E E-150 C E E-250/350 Gas E H E-250/350 DSL F I Edge 2WD C n/a Edge AWD D n/a Escape 2WD/Hvbrid C E Escape 4WD/Hvbrid D F Escort n/a D Excursion 2WD Gas n/a E Excursion 4WD Gas n/a F Excursion 2WD DSL n/a I Excursion 4WD DSL n/a I Expedition 2WD C E Expedition 4WD D F Explorer 2WD C E Explorer 4WD D F Explorer Sport Trac2WD C E Explorer Sport Trac4WD D F F-150 2WD C E F-150 4WD D F F-150 Raptor D n/a F-250/350/450 4x2 Gas E H F-250/350/450 4x4 Gas G H F-250/350/450 4x2 DSL F X F-250/350/450 4x4 DSL G x Fiesta B n/a Five Hundred 2WD C E Five Hundred AWD D F Flex 2WD C n/a Flex AWD D n/a Focus Electric A n/a Focus B B Freestar C E Freestyle 2WD C E Freestyle 4WD D F Fusion 2WD/Hybrid/Energi C E Fusion AWD D F Mustang C E Police Interceptor 2WD* B n/a Police Interceptor AWD* C n/a Ranger 2WD B C Ranger 4WD C E Shelby GT500 C E Taurus 2WD C E Taurus AWD D F Taurus SHO 2WD D n/a Taurus SHO AWD E n/a FORD (cont.) | < Model »' / j , t % hiv. 'UscdiCPO PUne •2G07MY -.Present i 2006MY& Prior.- Taurus X 2WD C E Taurus X AWD D F Thunderbird n/a E Transit Connect C n/a Transit Van/Wagon Gas D n/a Transit Van/Wagon DSL F n/a Windstar n/a E LINCOLN ' ^ "-Model _ *• ' Aviator n/a G Blackwood n/a i G Continental n/a F LS n/a F Mark LT E G MKC D n/a MKS D F MKT D n/a MKX D n/a MKZ/Hybrid D F Navigator E G Town Car D F Zeohvr n/a F MERCURY Model " •>-' < .i '-1-"-'V Kew/ilsed'CPO Pl.ins. •. - -1 : 2037MY - Present ! -200GMY S PtTor 1 Cougar n/a E Grand Marquis C E Mariner 2WD/Hvbrid C E Mariner 4WD/Hvbrid D F Marauder n/a E Milan 2WD/Hybrid C E Milan AWD/Hybrid D F Montego 2WD C E MonteqoAWD D F Monterey C E Mountaineer 2WD C E Mountaineer AWD D F Sable 2WD C E Sable AWD D F Villager n/a E 'Does not include Crown Victoria. Vehicle Index Ford ESP Retail Price Book, April 2015 New Plans - PremiumCARE Extended Service Plan Retail Prices based o n SI 00 deductible A B c D E F G H I J 3-Year Plan 48,000 Miles 710 775 845 910 . 980 1,045 1,135 1,205 1,330 • 2,170 3-Year Plan 60,000 Miles 845 925 1,025 1,115 1,205 1,285 1,395 1,495 1,655 2,460 3-Year Plan 75,000 Miles 1,105 1,205 1,360 1,510 1,655 1,780 1,970 2,115 2,300 3,015 3-Year Plan 100.000 Miles 1,630 1,790 2,070 2.280 2,390 2,490 2,635 2.755 2.950 4.150 3-Year Plan 125.000 Miles 2,185 2,315 2.485 2,635 2,780 2,915 3.115 3.275 3.540 5.155 4-Year Plan 48,000 Miles 745 810 900 970 1,045 1,115 1,215 1,295 1,430 2,305 4-Year Plan 60,000 Miles 890 970 1,060 1,180 1,285 1,375 1,510 1,620 1,790 2,575 4-Year Plan 75,000 Miles 1,170 1,285 1,465 1.620 1,790 1,925 2,140 2,275 1 2.405 3,195 4-Year Plan 100,000 Miles 1,675 1,835 2,140 2,315 2,430 2,535 2,685 2,810 3,015 4,270 4-Year Plan 125.000 Miles 2,250 2.345 2.525 2,680 2,835 2,980 3,180 3,350 3,625 5,320 S-Year Plan 36,000 Miles 565 620 675 720 765 810 865 925 i 1,015 1.665 S-Year Plan 48,000 Miles 765 845 945 1,025 1,115 1,195 1,305 1,395 1,540 2,390 S-Year Plan 60,000 Miles 935 1,025 1,150 1,260 1,375 1,475 1,620 1,745 1,935 2.690 S-Year Plan 75,000 Miles 1,240 1,360 1,565 1,745 1,925 2,080 2,280 2,365 2,505 3,380 S-Year Plan 100.000 Miles 1,690 1,855 2,230 2.365 2,490 2.600 2,765 2,900 3,115 4.445 S-Year Plan 125.000 Miles 2,255 2,355 2,580 2.750 2,915 3.065 3,290 3,470 3,760 5,555 6-Year Plan 36,000 Miles 595 655 720 775 835 890 970 1,025 1,125 1,880 6-Year Plan 48,000 Miles 845 925 1,035 1,135 1,240 1,330 1,465 1,575 1,755 2.560 6-Year Plan 60,000 Miles 1,015 1,115 1.270 1.405 1,540 1,655 1,835 1,980 2,215 2,910 6-Year Plan 75,000 Miles 1,385 1,520 1,755 1,980 2,195 2,310 2,435 2,535 2,705 3,745 6-Year Plan 100,000 Miles 1,890 2,070 2,325 2,465 2,605 2,730 2,910 3,060 3,305 4,790 6-Year Plan 125.000 Miles 2.375 2.485 2,695 2,885 3,075 3.240 3,485 3.685 4.020 6,020 7-Year Plan 36,000 Miles 710 775 865 955 '1,035 1,115 1,225 1,315 1,465 2.350 7-Year Plan 48.000 Miles 1,035 1,135 1,305 1,450 1,600 1.735 1.935 2.095 2.295 3,040 7-Year Plan 60,000 Miles 1,270 1,395 1,620 1,810 2,015 2,185 2,335 2,430 2,585 3,540 7-Year Plan 75,000 Miles 1,780 1,960 2,280 2,420 2,560 2.685 2,870 3,015 3,265 4,745 7-Year Plan 100,000 Miles 2,060 2,255 2,435 2,595 2,755 2,895 3,105 3,275 3,555 5,240 7-Year Plan 125,000 Miles 2,560 2.690 2,950 3,185 3,415 3,620 3,925 4,170 4,575 7,015 8-Year Plan 36,000 Miles 810 890 1,000 1,105 1,195 1,285 1,405 1,520 1,675 2,515 8-Year Plan 48,000 Miles 1,195 1,305 1,495 1,665 1,835 1,990 2,230 2,320 2,450 3,310 8-Year Plan 60,000 Miles 1,465 1,610 1,870 2,080 2,280 2,365 2,500 2.605 2,785 3,885 8-Year Plan 75,000 Miles 2,050 2,250 2.435 2,595 2,755 2,900 3,115 3,280 3,565 5,270 8-Year Plan 100,000 Miles 2,300 2,405 2,615 ! 2,795 2,980 3,140 3,385 3,580 3,900 5.840 8-Year Plan 125,000 Miles 2,755 2,905 3.205 1 3,475 3.740 3,975 4,325 4,610 5,075 7,880 36,000 Miles 48,000 Miles 60,000 Miles 75,000 Miles 100,000 Miles 125,000 Miles Disappearing Deductible (+) | 105 120 150 195 320 440 SO Deductible (+) 130 150 180 310 455 575 S50 Deductible (+) 20 30 50 120 150 195 S200 Deductible (-) • • • (130) (160) (200) First Day Rental Delete (-) (20) (30) (35) (40) (70) (90) Enhanced Rental Option (+) S60 per Day 40 50 55 60 95 125 Interior/Exterior Liqhtinq Delete (-) (20) (40) (60) (75) (95) (125) Key Services (4-) Not available in all SO slates. 3 Years 4 Years 5 Years 6 Years 7 Years 8 Years See www.fmcdealer.com for details. 55 65 75 90 110 125 Surcharqes - Add to Cost (+) > ~ ' $100 Plans sold bevond 12 months/12.000 miles, whichever comes first $150 1 Turbocbarqer/Sunercharqers for qasollne enqines (Comnetitive-make vehicles only.) $250 Commercial use (Includes Ford Police Interceptor.) $695 Snowplow (See Snowplow Ellqlbilitv Requirements in the Definition of Terms.) $755 SPECIALTY - Emerqency (fire, ambulance, police - except Interceptor), limo, liverv, shuttle, towtmck (Commercial use surcharpe included.) sEri^ibiiityRequirerhehts > Plans must be purchased within the time and mileage of the Bumper-to-Bumper New Vehicle Limited Warranty • Coverage begins at the warranty start date and aero miles and expires at the earlier of the number of months purchased or the number of miles purchased •Unique tfanExdlu^ • All Incomplete, cab & chassis and cutaway vehicles (See Incomplete Plans/see Definition of Terms for VIN and Body Code details.) • All trucks with the box removed or deleted (See Incomplete Plans.) . Key Services not available on Transit Van/Wagon or E- and F-350 or higher and eouivalent competitive-make vehicles New Plans Ford ESP Retail Price Book. April 2015 New Plans - ExtraCARE Extended Service Plan Retail A B c D E F G H I J 48.000 Miles 540 595 655 700 745 790 855 900 990 1.645 3-Year Plan 60,000 Miles 610 675 745 810 880 935 1,015 1.090 1,205 2.015 3-Year Plan 75,000 Miles 765 855 970 1,070 1,180 1,270 1,405 1,510 1,690 2,530 3-Year Plan 100,000 Miles 1,135 1,260 1,465 1,645 1,810 1,980 2,215 2,320 2,460 3,345 125,000 Miles 1.530 1,700 1.970 2,205 2.335 2,435 2,575 2.690 2.880 4,075 48,000 Miles 565 620 685 730 790 845 910 970 1,070 1,790 4-Year Plan 60,000 Miles 640 710 790 855 935 1,000 1,090 1.170 1.295 2.195 4-Year Plan 75,000 Miles 820 910 1,045 1,160 1,270 1,375 1,520 1.645 1,855 2.655 4-Year Plan 100,000 Miles 1,170 1.295 1,510 1,700 1,880 2,050 2,270 2.360 2,505 3,425 125,000 Miles 1,575 1,745 2,025 2,265 2,375 2,475 2,625 2.745 2,940 4.180 36,000 Miles 460 520 550 585 620 655 685 730 800 1,305 5-Year 48.000 Miles 585 655 720 775 845 900 980 1,045 1,150 1,925 5-Year 60,000 Miles 665 745 835 910 1,000 1,070 1,170 1,260 1,395 2,305 Plan 75,000 Miles 865 970 1,115 1,240 1,375 1,485 1,655 1,790 2,015 2,800 Plan 100,000 Miles 1,170 1,305 1,575 1,780 1,980 2,160 2,325 2,420 2,575 3,555 125,000 Miles 1,575 1,755 2,115 2,315 2,435 2,545 2,700 2,825 3,035 4.355 36,000 Miles 485 540 585 630 665 710 765 800 880 1.465 6-Year 48.000 Miles 640 710 790 855 935 990 1,090 1.170 1,305 2,205 6-Year 60,000 Miles 730 810 925 1,025 1,115 1,205 1,330 1,430 1.600 2,465 Plan 75,000 Miles 970 1,080 1,250 1,405 1,565 1,700 1,900 2,060 2,290 3,050 Plan 100,000 Miles 1,315 1,465 1,710 1,935 2,160 2,300 2,430 2,535 2,710 3,800 125,000 Miles 1,780 1,970 2,275 2,410 2,545 2,665 2,840 2,980 3,220 4.690 36,000 Miles 565 630 685 755 810 865 945 1,015 1,115 1.890 48.000 Miles 765 855 980 1.080 1,195 1,285 1,430 1.540 1,720 2,570 7-Year 60,000 Miles 910 1,015 1,170 1,315 1,450 1,575 1.765 1,915 2,160 2,920 Plan 75,000 Miles 1,260 . 1,395 1,655 1,880 2,105 2,275 2,405 2,510 2,690 3,770 Plan 100,000 Miles 1,440. 1,600 1,890 2,150 2,320 2,420 2,570 2,690 2,890 4,120 125,000 Miles 1.935 2,150 2.380 2.535 2.690 2,825 3,030 3,190 3,460 5.120 36,000 Miles 655 720 790 865 935 1,000 1,090 1,170 1,285 2.170 48,000 Miles 880 980 1,125 1,240 1,375 1,475 1,645 1.780 1,980 2,770 8-Year 60,000 Miles 1,045 1,170 1,350 1,520 1,665 1,810 2,035 2.195 2,355 3,170 Plan 75,000 Miles 1,450 1,610 1,900 2,160 2,325 2,430 2,580 2,700 2,905 4,150 Plan 100,000 Miles 1,655 1,835 2,170 2,350 2,480 2,595 2,770 2,905 3,135 4,550 125,000 Miles 2,230 2,350 2.550 2,730 2.905 3,060 3,295 3,480 3,790 5.700 IMldbiBbleS/ORtions ' 36,000 Miles 48,000 Miles 60,000 Miles 75,000 Miles 100,000 Miles 125,000 Miles Disappearing Deductible (+) 75 90 115 160 295 425 $0 Deductible (+) 95 110 140 200 370 495 $50 Deductible (+) 15 20 30 40 60 90 $200 Deductible (-) • * • (100) (140) (180) First Day Rental Delete (-) (20) (30) (35) (40) (70) (90) Enhanced Rental Option {+) $60 per Day 40 50 55 60 95 125 Key Services (+) Mrf available in all 50 slates. 3 Years 4 Years 5 Years 6 Years 7 Years 8 Years See wmMcdealer.com for details. 55 65 75 90 110 125 Surcharges-r Add to Cost (+) ' r V , n * i 5100 Plans sold beyond 12 months/I 2.000 miles, whichever comes first 5150 Turtocharoer/Superchargers for gasoline engines (Competitiye-make vehicles only.) $200 Commercial use (Includes Ford Palice Interceptor.) $695 $755 Snowplow (See Snowplow Elioibilitv Heauiremente In the Definition of Terms.) SPECIALTY - Emergency (tire, ambulance, police - except Interceptofl. llmo, livery, shuttle, tow tmck (Commercial use surcharge included.) »Plans must be purchased within the time and mileage ol the Bumper-to-Bumper New Vehicle Limited Warranty »Coverage begins at the warranty start date and zero miles and expires at the eariier of the number of months purchased or the number ot miles purchased JUnique^lan Exclusions;-Seepage • All Incomplete, cab & chassis and cutaway vehicles (See Incomplete Plans/see Definition of Terms for VIN and Body Code details.) • All trucks with the box removed or deleted (See Incomplete Plans.) • Key Services not available on Transit Van/Wagon or E- and F-350 or higher and equivalent competitive-make vehicles New Plans 10 Ford ESP Retail Price Book, April 2015 New Plans - BaseCARE Extended Service Plan Retail Prices based o n SI 00 deductible A B c D E F G H I J 48,000 Miles 505 565 595 640 675 720 765 810 880 1.440 3-Year Plan 60,000 Miles 565 620 685 730 790 835 900 955 1,045 1,745 3-Year Plan 75.000 Miles 685 765 865 945 1,035 1,105 1,215 1,295 1,440 2,340 3-Year Plan 100,000 Miles 1,000 1.115 1,270 1,420 1,565 1,690 1,880 2,035 2,270 3,000 125.000 Miles 1,350 1.495 1.710 1,900 2.105 2.260 2,375 2.470 2.625 3,605 48,000 Miles 520 575 630 675 720 755 810 855 935 1,565 4-Year Plan 60,000 Miles 585 655 710 775 835 880 955 1,025 1,125 1,890 4-Year Plan 75,000 Miles 745 820 925 1,015 1,115 1,195 1,315 1.405 1,575 2.440 4-Year Plan 100,000 Miles 1,025 1,135 1,315 1,465 1,610 1,755 1,945 2.115 2,305 3.070 125.000 Miles 1.375 1.530 1,765 1,970 2,160 2,300 2,415 2.515 2,670 3,700 36,000 Miles 440 485 520 540 575 595 630 665 710 1,170 5-Year 48,000 Miles 540 595 655 700 755 800 865 925 1,000 1.665 5-Year 60,000 Miles 620 685 755 820 880 945 1,025 1,105 1.205 2.060 Plan 75,000 Miles 775 865 980 1,080 1,195 1,285 1,420 1.530 1,710 2,550 Plan 100,000 Miles 1,035 1,150 1,360 1,530 1,690 1,835 2.050 2,230 2,365 3,175 125.000 Miles 1,385 1.540 1,835 2,060 2,260 2,345 2,475 2,585 2,750 3.845 36,000 Miles 460 505 540 575 610 640 685 720 775 1,285 6-Year 48,000 Miles 575 640 710 765 , 820 880 955 1,025 1,125 1.900 6-Year 60,000 Miles 665 730 820 900 980 1,045 1,150 1,240 1,375 2.290 Plan 75,000 Miles 865 955 1,090 1,215 1,350 1,450 1.620 1,745 1,970 2.765 Plan 100,000 Miles 1,150 1,270 1,475 1,665 1,845 ! 2,005 2,240 2.335 2,475 3,375 125,000 Miles 1,540 1,710 1,980 2,240 2.355 ! 2,450 2,590 2,710 2,900 4,115 36,000 Miles 520 575 630 675 720 775 835 890 980 1,630 7-Year 48,000 Miles ! 685 765 865 945 1,035 i 1,115 1,225 1,330 1,475 2.365 7-Year 60,000 Miles 810 900 1,025 1,135 1,260 1,350 1,510 1,630 1,835 2.650 Plan 75,000 Miles 1,080 1,205 1,420 1,600 1,780 1,945 2,185 2.305 2,450 3,340 Plan 100,000 Miles 1,250 1,385 1,620 1,835 2,035 2,215 2,360 2,460 2,620 3,630 125,000 Miles 1,675 1.855 2,185 2,345 2,470 2,575 2,745 2,880 3,095 4.465 36,000 Miles 595 665 720 775 835 890 955 1,025 1,125 1,880 48,000 Miles 790 880 1,000 1,090 1,195 1,285 1,405 1,530 1,700 2,530 8-Year 60,000 Miles 935 1,035 1,180 1,305 1,450 1,555 1,735 1,880 2,105 2.860 Plan 75,000 Miles 1,240 1,385 1,630 1,835 2,050 2,240 2,365 2,465 2,630 3.655 Plan 100,000 Miles 1,440 1,585 1,870 2,105 2,290 2,385 2,525 2.640 2,825 3,985 125.000 Miles 1.925 2.140 2.365 2.510 2,655 2.775 2.970 3.125 3,370 4,945 ^Deductibles/Options „" 36,000 Miles 48,00011/11168 60,000 Miles 75,000 Miles 100,000 Miles 125,000 Miles Disappearing Deductible (+) 65 70 85 135 195 260 SO Deductible (+) 80 85 105 170 i 245 325 S50 Deductible (+) 15 15 20 25 ! L 45 70 S200 Deductible (-) • • • (85) (125) (160) First Day Rental Delete (-) (20) (30) (35) (40) (70) (90) Enhanced Rental Option (+) 860 per Day 40 50 55 60 95 125 Key Services (+) Not available in all 50 states. 3 Years 4 Years 5 Years 6 Years 7 Years 8 Years See wvm.fmcOealer.com for details. 55 65 75 90 110 125 Surcharges ;4::AddttOrGost(+) < V ' V mmmmgvm •x ! #KfWipfp!S * Si 00 Plans sold beyond 12 months/I 2,000 miles, whichever comes first S150 Turbocharqer/Superctiargers for gasoline engines (Competitive-make vehicles only.) S150 Commercial use (Includes Ford Police Intercentor.l $695 Snowplow (See Snowplow Eligibility Requirements in tlie Definition of Terms.) $755 SPECIALTY - Emergency (lire, ambulance, police - except Interceptort. limo. livery, shuttle, tow truck (Commercial use surcharge included.) New Plans 11 Ford ESP Retail Price Book. April 2015 New Plans - PowertrainCARE Extended Service Plan Retail Prices based o SI 00 deductible A B c D E F G H I J 3-Year Plan 75,000 Miles 3,000 Hours 640 710 775 845 925 980 1,070 1,135 1.250 2.115 3-Year Plan 100.000 Miles 4,000 Hours 890 990 1,125 1,250 1,360 1,475 1,620 1,755 1,960 2.740 3-Year Plan 125,000 Miles 5,000 Hours 1,195 1,330 1,510 1,675 1,835 1,980 2,185 2,300 2,420 3,255 4-Year Plan 75,000 Miles 3,000 Hours 665 745 820 900 980 1,045 1,150 1,225 1,360 2,275 4-Year Plan 100,000 Miles 4,000 Hours 910 1,015 1,160 1,285 1,405 1,520 1,675 1,810 2,025 2,790 4-Year Plan 125,000 Miles 5,000 Hours 1,225 1,360 1,555 1,720 1,890 2,050 2,250 2,335 2,460 3,320 5-Year Plan 75,000 Miles 3,000 Hours 700 775 880 955 1,045 1,125 1,225 1.330 1,475 2,365 5-Year Plan 100,000 Miles 4.000 Hours 925 1.025 1,205 1,340 1,475 1.585 1,765 1,915 2,140 2.875 5-Year Plan 125,000 Miles 5,000 Hours 1,240 1,375 1,620 1,800 1,980 2.140 2,305 2,395 2.530 3,440 36,000 Miles 1,440 Hours 430 475 505 540 565 585 630 655 700 1.135 48,000 Miles 1,920 Hours 540 595 655 700 745 790 855 900 990 1,645 6-Year 60,000 Miles 2,400 Hours 610 675 745 810 880 925 1,015 1,080 1,195 2,015 Plan 75,000 Miles 3,000 Hours 765 855 970 1,070 1,170 1,260 1,395 1,510 1,690 2,530 100,000 Miles 4.000 Hours 1,015 1.125 1,295 1,440 1,600 1,720 i 1,915 2,080 2,290 3,040 125,000 Miles 5,000 Hours 1,360 1,510 1,745 1,935 2,150 2.280 ; 2,395 2,495 2,650 3,655 36,000 Miles 1,440 Hours 485 540 575 620 665 700 755 790 865 1.420 48,000 Miles 1,920 Hours 630 700 775 845 910 980 ! 1,080 1,150 1,270 2,150 7-Year 60,000 Miles 2,400 Hours 720 800 910 . 1,000 1,105 1,180 1,305 1,405 1,565 2.445 Plan 75,000 Miles 3,000 Hours 955 1,060 1,225 1,385 1,530 1,665 1,855 2,015 2,265 3.000 100,000 Miles 4,000 Hours 1,090 1,215 1,405 1,585 1,755 1,900 2,125 2,275 2,410 3,250 125,000 Miles 5,000 Hours 1,475 1,630 1,890 2,140 2,300 2,385 2,520 2,630 2,815 3.945 36.000 Miles 1,440 Hours 550 620 665 710 765 800 865 900 1,000 1.630 8-Year 48,000 Miles [1920 Hours 720 800 890 970 1,045 1,125 1,240 1.315 1,465 2,350 8-Year 60,000 Miles 2,400 Hours 835 925 1,045 1,150 1,270 1,360 1,495 1,620 1,800 2.625 Plan 75,000 Miles 3.000 Hours 1,105 1,215 1,405 1,585 1,755 1,915 2.140 2,280 2,415 3,260 Plan 100,000 Miles 4.000 Hours 1,260 1,395 1,620 1,825 2,015 2,185 2.335 2.430 2,585 3,550 125.000 Miles 5,000 Hours 1.700 1.880 2.170 2.345 2,460 2.555 2.710 2,835 3,050 4.350 DediicHblels/pptigns r; , ': ; 36,000 Miles 43,000 Miles 60,000 Miles 75,000 Miles 100,000 Miles 125,000 Miles Disappearing Deductible {+) 50 55 60 75 95 135 SO Deductible (+) 60 65 75 90 115 175 S50 Deductible (+) 15 15 15 20 25 55 S200 Deductible (-) • • • (50) (70) (110) First Day Rental Delete (-) (20) (30) (35) (40) (70) (90) Enhanced Rental Option (+) S60 per Day 40 50 55 60 95 125 Key Services (+) Not available in all 50 states. See mvw.fmcdealer.com for details. 3 Years 4 Years 5 Years 6 Years 7 Years 8 Years Key Services (+) Not available in all 50 states. See mvw.fmcdealer.com for details. 55 65 75 90 110 125 Si^f^argiMSAddlitoj.Cb!^ S100 Plans sold bevond 12 months/12,000 miles, whichever comes first S150 Turbocharqer/Supercharqers for qasoline enqlnes (Competitive-make vehicles only.) S100 Commercial use (Includes Ford Police Interceptor.) S695 Snowplow (See Snowplow Eliqibilitv Requirements in the Definition of Terms.) S755 SPECIALTY - Emerqency (fire, ambulance, police - except Interceptor), limo. livetv, shuttle, tow buck (Commercial use surcharge included) Eligibility Requirements • Plans must be purchased within the time and mileage ot the Bumper-to-Bumper New Vehicle Limited Warranty »Coverage begins at the warranty start date and zero miles and expires at the earlier of the number of months purchased or the number of miles purchased gjniqi^latflii^lt^ions - See Page 8 far Ineligible Vehicies and Usage • All Incomplete, cab & chassis and cutaway vehicles (See Incomplete Plans/see Definition of Terms forVlN and Body Code details.) • All bucks with the box removed or deleted (See Incomplete Plans.) »Key Services not available on Transit Van/Wagon or E- and F-350 or higher and equivalent competitive-make vehicles New Plans 12 Ford ESP Retail Price Book, April 2015 2784152.1 EXHIBIT B TO COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND BERGE FORD, INC. [Quote] See following pages. Contract No. C2017-053 2794549.1 COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND MIDWAY CHEVROLET COMPANY I, LLC d/b/a MIDWAY CHEVROLET THIS COOPERATIVE PURCHASING AGREEMENT (this “Agreement”) is entered into as of October 20, 2016, between the Town of Fountain Hills, an Arizona municipal corporation (the “Town”), and Midway Chevrolet Company I, LLC, a Delaware limited liability company, d/b/a Midway Chevrolet (the “Vendor”). RECITALS A. After a competitive procurement process, the State of Arizona (the “State”) entered into Contract No. ADSPO12-016669, dated January 17, 2012, as amended by Contract Amendment No. 1 (undated), Change Order No. 1, dated June 14, 2012, Change Order No. 2, dated September 25, 2012, Change Order No. 3, dated October 2, 2012, Change Order No. 4, dated August 6, 2013, Change Order No. 5, dated October 17, 2013, Change Order No. 6, dated October 24, 2013, Change Order No. 7, dated February 4, 2014, Change Order No. 8, dated February 19, 2014, Change Order No. 9, dated August 6, 2014, Change Order No. 10, dated July 21, 2015, Change Order No. 11, dated August 10, 2015, Change Order No. 12, dated February 2, 2016, Change Order No. 13, dated April 5, 2016, and Change Order No. 14, dated September 22, 2016 (collectively, the “State Contract”), with the Vendor for the purchase of new vehicles statewide. A copy of the State Contract is attached hereto as Exhibit A and incorporated herein by reference, to the extent not inconsistent with this Agreement. B. The Town is permitted, pursuant to Section 3-3-27 of the Town Code, to make purchases under the State Contract, at its discretion and with the agreement of the awarded Vendor, and the State Contract permits its cooperative use by other public entities, including the Town. C. The Town and the Vendor desire to enter into this Agreement for the purpose of (i) acknowledging their cooperative contractual relationship under the State Contract and this Agreement, (ii) establishing the terms and conditions by which the Vendor may provide the Town with one 2016 Impala, one 2016 Colorado Crew Cab and three 2016 Equinox vehicles, as more particularly set forth in Section 2 below (the “Vehicles”) and (iii) setting the maximum aggregate amount to be expended pursuant to this Agreement related to the Vehicles. AGREEMENT NOW, THEREFORE, in consideration of the foregoing introduction and recitals, which are incorporated herein by reference, the following mutual covenants and conditions, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Town and the Vendor hereby agree as follows: 2794549.1 2 1. Term of Agreement. This Agreement shall be effective as of the date first set forth above and shall remain in full force and effect until January 16, 2017, unless terminated as otherwise provided in the State Contract. 2. Scope of Work. Vendor shall provide to the Town the Vehicles under the terms and conditions of the State Contract and in the configurations as set forth in the Quotes attached hereto as Exhibit B and incorporated herein by reference. 3. Inspection; Acceptance. The Vehicles are subject to final inspection and acceptance by the Town. Vehicles failing to conform to the requirements of this Agreement and/or the State Contract will be held at the Vendor’s risk and may be returned to the Vendor. If so returned, all costs are the responsibility of the Vendor. Upon discovery of non-conforming Vehicles, the Town may elect to do either of the following by written notice to the Vendor: (i) waive the non-conformance or (ii) bring the Vehicles into compliance and withhold the cost of same from any payments due to the Vendor. 4. Compensation. The Town shall pay Vendor an aggregate amount not to exceed $130,772.41 for the Vehicles at the unit rates set forth in the State Contract and as more particularly set forth in the Quotes attached hereto as Exhibit B. 5. Payments. The Town shall pay the Vendor upon delivery and acceptance of the Vehicles and upon submission and approval of the invoice(s). The invoice(s) shall (i) contain a reference to this Agreement and the State Contract and (ii) document the Vehicles delivered and accepted to date. Additionally, invoices submitted without referencing this Agreement and the State Contract will be subject to rejection and may be returned. 6. Records and Audit Rights. To ensure that the Vendor and its subcontractors are complying with the warranty under Section 7 below, Vendor’s and its subcontractors’ books, records, correspondence, accounting procedures and practices, and any other supporting evidence relating to this Agreement, including the papers of any Vendor and its subcontractors’ employees who perform any work or services pursuant to this Agreement (all of the foregoing hereinafter referred to as “Records”), shall be open to inspection and subject to audit and/or reproduction during normal working hours by the Town, to the extent necessary to adequately permit evaluation of the Vendor’s and its subcontractors’ compliance with the Arizona employer sanctions laws referenced in Section 7 below. To the extent necessary for the Town to audit Records as set forth in this Section, Vendor and its subcontractors hereby waive any rights to keep such Records confidential. For the purpose of evaluating or verifying such actual or claimed costs or units expended, the Town shall have access to said Records, even if located at its subcontractors’ facilities, from the effective date of this Agreement for the duration of the work and until three years after the date of final payment by the Town to Vendor pursuant to this Agreement. Vendor and its subcontractors shall provide the Town with adequate and appropriate workspace so that the Town can conduct audits in compliance with the provisions of this Section. The Town shall give Vendor or its subcontractors reasonable advance notice of intended audits. Vendor shall require its subcontractors to comply with the provisions of this Section by insertion of the requirements hereof in any subcontract pursuant to this Agreement. 2794549.1 3 7. E-verify Requirements. To the extent applicable under ARIZ. REV. STAT. § 41- 4401, the Vendor and its subcontractors warrant compliance with all federal immigration laws and regulations that relate to their employees and their compliance with the E-verify requirements under ARIZ. REV. STAT. § 23-214(A). Vendor’s or its subcontractors’ failure to comply with such warranty shall be deemed a material breach of this Agreement and may result in the termination of this Agreement by the Town. 8. Israel. Vendor certifies that it is not currently engaged in, and agrees for the duration of this Agreement that it will not engage in, a “boycott” of Israel, as that term is defined in ARIZ. REV. STAT. § 35-393. 9. Conflict of Interest. This Agreement may be canceled by the Town pursuant to ARIZ. REV. STAT. § 38-511. 10. Applicable Law; Venue. This Agreement shall be governed by the laws of the State of Arizona and a suit pertaining to this Agreement may be brought only in courts in Maricopa County, Arizona. 11. Agreement Subject to Appropriation. The Town is obligated only to pay its obligations set forth in this Agreement as may lawfully be made from funds appropriated and budgeted for that purpose during the Town’s then current fiscal year. The Town’s obligations under this Agreement are current expenses subject to the “budget law” and the unfettered legislative discretion of the Town concerning budgeted purposes and appropriation of funds. Should the Town elect not to appropriate and budget funds to pay its Agreement obligations, this Agreement shall be deemed terminated at the end of the then-current fiscal year term for which such funds were appropriated and budgeted for such purpose and the Town shall be relieved of any subsequent obligation under this Agreement. The parties agree that the Town has no obligation or duty of good faith to budget or appropriate the payment of the Town’s obligations set forth in this Agreement in any budget in any fiscal year other than the fiscal year in which this Agreement is executed and delivered. The Town shall be the sole judge and authority in determining the availability of funds for its obligations under this Agreement. The Town shall keep Vendor informed as to the availability of funds for this Agreement. The obligation of the Town to make any payment pursuant to this Agreement is not a general obligation or indebtedness of the Town. Vendor hereby waives any and all rights to bring any claim against the Town from or relating in any way to the Town’s termination of this Agreement pursuant to this section. 12. Conflicting Terms. In the event of any inconsistency, conflict or ambiguity among the terms of this Agreement, the State Contract and invoices, the documents shall govern in the order listed herein. Notwithstanding the foregoing, and in conformity with Section 2 above, unauthorized exceptions, conditions, limitations or provisions in conflict with the terms of this Agreement or the State Contract (collectively, the “Unauthorized Conditions”), other than the Town’s project-specific requirements, are expressly declared void and shall be of no force and effect. Acceptance by the Town of any work order or invoice containing any such Unauthorized Conditions or failure to demand full compliance with the terms and conditions set forth in this Agreement or under the State Contract shall not alter such terms and conditions or 2794549.1 4 relieve Vendor from, nor be construed or deemed a waiver of, its requirements and obligations in the performance of this Agreement. 13. Rights and Privileges. To the extent provided under the State Contract, the Town shall be afforded all of the rights and privileges afforded to the State and shall be the “State” (as defined in the State Contract) for the purposes of the portions of the State Contract that are incorporated herein by reference. 14. Indemnification; Insurance. In addition to and in no way limiting the provisions set forth in Section 13 above, the Town shall be afforded all of the insurance coverage and indemnifications afforded to the State to the extent provided under the State Contract, and such insurance coverage and indemnifications shall inure and apply with equal effect to the Town under this Agreement including, but not limited to, the Vendor’s obligation to provide the indemnification and insurance. In any event, the Vendor shall indemnify, defend and hold harmless the Town and each council member, officer, employee or agent thereof (the Town and any such person being herein called an “Indemnified Party”), for, from and against any and all losses, claims, damages, liabilities, costs and expenses (including, but not limited to, reasonable attorneys’ fees, court costs and the costs of appellate proceedings) to which any such Indemnified Party may become subject, under any theory of liability whatsoever (“Claims”), insofar as such Claims (or actions in respect thereof) relate to, arise out of, or are caused by or based upon the negligent acts, intentional misconduct, errors, mistakes or omissions, in connection with the work or services of the Vendor, its officers, employees, agents, or any tier of subcontractor in the performance of this Agreement. 15. Notices and Requests. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if (i) delivered to the party at the address set forth below, (ii) deposited in the U.S. Mail, registered or certified, return receipt requested, to the address set forth below or (iii) given to a recognized and reputable overnight delivery service, to the address set forth below: If to the Town: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Attn: Grady E. Miller, Town Manager With copy to: GUST ROSENFELD P.L.C. One East Washington Street, Suite 1600 Phoenix, Arizona 85004-2553 Attn: Andrew J. McGuire If to Vendor: Midway Chevrolet Company I, LLC d/b/a Midway Chevrolet 2323 West Bell Road Phoenix, Arizona 85023 Attn: Gregg Ball 2794549.1 5 or at such other address, and to the attention of such other person or officer, as any party may designate in writing by notice duly given pursuant to this subsection. Notices shall be deemed received (i) when delivered to the party, (ii) three business days after being placed in the U.S. Mail, properly addressed, with sufficient postage or (iii) the following business day after being given to a recognized overnight delivery service, with the person giving the notice paying all required charges and instructing the delivery service to deliver on the following business day. If a copy of a notice is also given to a party’s counsel or other recipient, the provisions above governing the date on which a notice is deemed to have been received by a party shall mean and refer to the date on which the party, and not its counsel or other recipient to which a copy of the notice may be sent, is deemed to have received the notice. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first set forth above. “Town” TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation Grady E. Miller, Town Manager ATTEST: Bevelyn J. Bender, Town Clerk (ACKNOWLEDGMENT) STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) On ___________________, 2016, before me personally appeared Grady E. Miller, the Town Manager of the TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he claims to be, and acknowledged that he signed the above document, on behalf of the Town of Fountain Hills. Notary Public (Affix notary seal here) "Vendor" MIDWAY CHEVROLET COMPANY I,LLC, a Delaware limited liability company, d/b/a MIDWAY CHEVROLET Name:/Uy rUJI Title: (ACKNOWLEDGMENT) STATE OF ARIZONA ) ss. COUNTY OF MARICOPA ) On Qfr(foe* ^><X\\,the ^WjtA "t<Vc^vcx,c^^Y of MIDWAY CHEVROLET COMPANY I, LLC, a Delaware limited liability company, d/b/a MIDWAY CHEVROLET, whose identity was proven to me on the basis of satisfactory evidence to be the person who he/she claims to be, and acknowledged that he/she signed the above document on behalf of the limited liability company^^ (Affix notary seal here) 2794549.1 \0 "^p >m + m * a KELSIE FINKEN Notary Public -Arizona MaricopaCounty My Comm.Expires Aug9, 2019 ,2016,before me personally appeared \T\\fl ^°[ A>^v ^p 2794549.1 EXHIBIT A TO COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND MIDWAY CHEVROLET COMPANY I, LLC, d/b/a MIDWAY CHEVROLET [State Contract] See following pages. Contract Change Order Summary Arizona Department of Administration State Procurement Office 100 N. 15th Avenue, Suite 201 Phoenix, AZ 85007 Contract No.: ADSPO12-016669 Change Order No.: 14 Date: September 22, 2016 ACKNOWLEDGEMENT THIS CHANGE ORDER WAS PROCESSED AS A UNILATERAL CHANGE ORDER. ALL CONTRACT SPECIFICATIONS, TERMS AND CONDITIONS AND REQUIREMENTS REMAIN UNCHANGED. THIS DOCUMENT IS FOR INFORMATIONAL PURPOSES ONLY AND REQUIRES NO APPROVAL. RThis Change Order to the above mentioned contract was created to correct the control end date to match the maximum end date listed in ProcureAZ in aligned to the contract. This change order creates a technical change in ProcureAZ and did not change the specifications, terms and conditions, or requirements of the contract between the State and Contractor. Contract Change Order Summary Arizona Department of Administration State Procurement Office 100 N. 15th Avenue, Suite 201 Phoenix, AZ 85007 Contract No.: ADSPO12-016669 Change Order No.: 10 Date: July 21, 2015 ALL OTHER REQUIREMENTS, SPECIFICATIONS, TERMS AND CONDITIONS REMAIN UNCHANGED ACKNOWLEDGEMENT AND AUTHORIZATION This change order shall be fully executed upon the approval electronically in ProcureAZ by an authorized representative of the Contractor and applied to the contract in ProcureAZ by the Procurement Officer or delegate. Available online at Procure.AZ.gov Page | 1 Vehicles, New Purchases Statewide MIDWAY CHEVROLET 1. The above mentioned contract is hereby amended as follows: a. In accordance with Special Terms and Conditions, the term of the contract shall be extended an additional twelve (12) months through 10/1/2016. Contract Change Order Summary Arizona Department of Administration State Procurement Office 100 N. 15th Avenue, Suite 201 Phoenix, AZ 85007 Contract No.: ADSPO12-016669 Change Order No.: 9 Date: August 6, 2014 ALL OTHER REQUIREMENTS, SPECIFICATIONS, TERMS AND CONDITIONS REMAIN UNCHANGED ACKNOWLEDGEMENT AND AUTHORIZATION This change order shall be fully executed upon the approval electronically in ProcureAZ by an authorized representative of the Contractor and applied to the contract in ProcureAZ by the Procurement Officer or delegate. Available online at Procure.AZ.gov Page | 1 Vehicles, New Purchases Statewide MIDWAY CHEVROLET 1. The above mentioned contract is hereby amended as follows: a. In accordance with Special Terms and Conditions, the term of the contract shall be extended an additional twelve (12) months through 10/1/2015. Contract Change Order Summary State of Arizona State Procurement Office 100 N. 15TH Avenue, Suite 201 Phoenix, AZ 85007 Contract No.: ADSPO12-016669 Change Order No.: 06 Date: October 24, 2013 ALL OTHER REQUIREMENTS, SPECIFICATIONS, TERMS AND CONDITIONS REMAIN UNCHANGED ACKNOWLEDGEMENT AND AUTHORIZATION This change order shall be fully executed upon the approval electronically in ProcureAZ by an authorized representative of the Contractor and applied to the contract in ProcureAZ by the Procurement Officer or delegate. Available online at Procure.AZ.gov Page | 1 The above mentioned contract is hereby amended as follows; 1. In accordance with Special Terms and Conditions Paragraph 21, Price Increase, on Page 22 of 51, a fully documented price increase based on annual OEM model year has been accepted and shall be effective upon the date of this change order for the aforementioned contract and is hereby updated in ProcureAZ. 1.1. A current price schedule has been uploaded in ProcureAZ as “Midway Chevrolet 2014 Contract Prices” and may be opened for reference. Contract Change Order Summary State of Arizona State Procurement Office 100 N. 15TH Avenue, Suite 201 Phoenix, AZ 85007 Contract No.: ADSPO12-016669 Change Order No.: 05 Date: October 17, 2013 ACKNOWLEDGEMENT THIS CHANGE ORDER WAS PROCESSED AS A UNILATERAL CHANGE ORDER. ALL CONTRACT SPECIFICATIONS, TERMS AND CONDITIONS AND REQUIREMENTS REMAIN UNCHANGED. THIS DOCUMENT IS FOR INFORMATIONAL PURPOSES ONLY AND REQUIRES NO APPROVAL. This Change Order to the above mentioned contract was created to update the Procurement Officer information within the General Tab of ProcureAZ from Ryan Litner to Lori Sherill. This change order creates a technical change in ProcureAZ and did not change the specifications, terms and conditions, or requirements of the contract between the State and Contractor. Contract Change Order Summary State of Arizona State Procurement Office 100 N. 15TH Avenue, Suite 201 Phoenix, AZ 85007 Contract No.: ADSPO12-016669 Change Order No.: 04 Date: August 6, 2013 Available online at Procure.AZ.gov Page | 1 The above mentioned contract is hereby amended as follows; A. In accordance with Special Terms and Conditions Paragraph 8 Contract Renewal, the contract is hereby extended through October 1, 2014. B. Special Terms and Conditions Paragraph 21, PRICE INCREASE, is hereby modified and shall read as follows; 21. PRICE INCREASE 21.1 A fully documented request for a price increase shall be based on the annual OEM model year change. 21.2. The State reserves the right to review a request for price increase due to model year change at any time during the term of the contract. The written request from the contractor shall provide justification for the increase. If requested at any time other than contract renewal the request shall also written documentation from the manufacturer stating the availability dates of the new model year vehicles. 21.3 All written requests for price adjustments made by the contractor shall be initiated thirty (30) days in advance of any desired price increase to allow the State sufficient time to make a fair and equitable determination to any such requests. This may be waived upon proper documentation demonstrating the urgency of the request. 21.4 All price adjustments will be implemented by a formal contract change order. The State shall determine whether the requested price increase or an alternate option is in the best interest of the State. ALL OTHER REQUIREMENTS, SPECIFICATIONS, TERMS AND CONDITIONS REMAIN UNCHANGED ACKNOWLEDGEMENT AND AUTHORIZATION This change order shall be fully executed upon the approval electronically in ProcureAZ by an authorized representative of the Contractor and applied to the contract by the Procurement Officer or delegate. Contract Amendment State of Arizona State Procurement Office Contract No.: ADSPO12-016669 PAGE 100 N. 15TH Avenue, Suite 201 Amendment No.: 1 1 OF 1 Phoenix, AZ 85007 CONTRACTOR: Midway Chevrolet STATE AGENCY: AZ Department of Administration State Procurement Office 100 N. 15th Avenue, Suite 201 Phoenix, AZ 85007 CONTACT: Gregg Ball CONTACT: Ryan Litner PHONE: 602-760-3352 PHONE: 602-364-1087 EMAIL: gball@vtaig.com EMAIL: ryan.litner@azdoa.gov Vehicles, New Purchases Statewide 1. In accordance with Special Term and Condition Paragraph 8, Contract Renewal, on Page 20 of 51, the aforementioned contract is hereby extended for an additional one-year period. The term of the extended contract shall be from 10/01/12 to 10/01/13. 2. In accordance with Special Term and Condition Paragraph 21, Price Increase, on Page 22 of 51, the 2013 model year pricing for the aforementioned contract is hereby updated in ProcureAZ. 3. In accordance with Special Term and Condition Paragraph 23, Product Discontinuance, the 2012 Chevrolet Malibu has been replaced with the 2013 Chevrolet Malibu and the 2012 Chevrolet Colorado has been discontinued. 4. All other terms, conditions and provisions remain unchanged. Notice of Invitation for Bid State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 1 of 52 In accordance with A.R.S. § 41-2533, Invitation for Bids for the materials or services specified will be received by the State Procurement Office Online through the State’s e-Procurement system, ProcureAZ (https://procure.az.gov) at the date and time posted in ProcureAZ. Bids received by the correct time and date will be opened and the name of the bidder and amount of each bid will be publically available. Bids must be in the actual possession of the State on or prior to the time and date and at the location indicated in the Notice. LATE BIDS WILL NOT BE CONSIDERED. Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, by contacting the appropriate Procurement Agency. Requests should be made as early as possible to allow time to arrange the accommodation. A person requiring special accommodations may contact the solicitation contact person responsible for this procurement as identified above. OFFERORS ARE STRONGLY ENCOURAGED TO CAREFULLY READ THE ENTIRE SOLICITATION Table of Contents State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 3 of 52 SOLICITATION DOCUMENTS NOTICE OF NOTICE OF INVITATION FOR BID………………………………………………Cover Page OFFER AND ACCEPTANCE FORM……………………………………………………………………….. 2 TABLE OF CONTENTS……………………………………………………………………………………… 3 SPECIAL INSTRUCTIONS………………………………………………………………………………… 4 UNIFORM INSTRUCTIONS……………………………………………………………………………….. 8 SPECIFICATIONS……..……………………………………………………………………………………. 13 SPECIAL TERMS AND CONDITIONS……………………………………………………………………. 17 SUPPLEMENTAL VEHICLE TERMS AND CONDITIONS………………………………………………. 27 FEDERAL TERMS AND CONDITIONS…………………………………………………………………… 31 UNIFORM TERMS AND CONDITIONS…………………………………………………………………… 36 ATTACHMENT I: SUPPLEMENTAL PRICING…………………………………………………………… 43 ATTACHMENT II: WARANTIES / SERVICES & MAINTENANCE............................................. 44 ATTACHMENT III: BUY AMERICA……………………………..…………………………………… 45 ATTACHMENT IV: COMPLIANCE WITH (FTA) BUS TESTING REQUIREMENTS ……..……… 46 ATTACHMENT V: CERTIFICATION REGARDING LOBBYING ……………………...…................. 47 ATTACHMENT VI: GOVERNMENT DEBARMENT & SUSPENSION ……………………………..... 48 ATTACHMENT VII: SUBCONTRACTORS………………………………………………………………. 49 ATTACHMENT VIII: CONFIDENTIAL INFORMATION REQUEST……………………………………. 50 EXHIBIT I: QUOTATION EXAMPLE……………………………………………………………………….. 51 END OF SOLICITATION Special Instructions to Offerors State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: : Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 4 of 52 1 DEFINITIONS 1.1 ProcureAZ terms. ProcureAZ (https://procure.az.gov) is the State’s online eProcurement system. Although the system was configured for the State’s needs, the application is based on a commercial product known as BuySpeed Online, made by Periscope Holdings, Inc. As a result, some of the terms used in the BuySpeed Online application may be semantically different to similar terms used by the State. The following terms are as they appear in BuySpeed Online (and ProcureAZ), along with their corresponding meanings as they apply to the solicitation. “Allow Electronic Quote” means an indicator, signifying whether or not offers may be submitted in ProcureAZ. “Alternate Id” means a data field, in which may contain additional data in order to link a solicitation to a related project, activity or program. “Amendments” means solicitation amendments. “Attachments” means the section, as displayed in ProcureAZ, where the solicitation’s electronic documents may be attached. “Available Date” means a data field, in which may contain the date that the solicitation was published. “Bid”, depending on its use may mean solicitation or offer. For example, in the terms “Bid Solicitation” and “Bid Number”, the term “Bid” means solicitation. In the terms “Bid Opening Date” and “Pre Bid Conference”, “Bid” means offer. “Bid Method” means the type of solicitation process being conducted. “Bid Number” means the solicitation’s identification number. “Bid Opening Date” means the date and time that offers are due. “Bid Solicitation” means solicitation. “Bill-to Address” means the department address where invoices occurring under any resulting contract may be billed. “Bulletin Description” means a data field, in which may contain additional information regarding the scope of the solicitation. “Buyer” means procurement officer. “Department” means the customer for whom the solicitation is being done. “Description” means the solicitation’s title. “Fiscal Year” means the State Fiscal Year in which the solicitation was initiated. “Header Information” means the section of the solicitation, as displayed in ProcureAZ, containing solicitation information other than the line items. “Info Contact” means a data field, in which may contain the contact information of a person to whom inquires are to be directed. “Item information” means the section of the solicitation, as displayed in ProcureAZ, containing the solicitation’s line items. “Location” means the specific customer, within the department, for whom the solicitation is being done. “Organization” means the state agency under whose authority the solicitation is being conducted. “Pre Bid Conference” means pre-offer conference. “Print Format” means the format of the solicitation’s print output. “Quote” means offer. “Required Date” means a data field, in which may contain the date that the materials, services or construction are needed by the state. “Ship-to Address” means the department address where materials, services or construction purchased under any resulting contract may be billed. “Type Code” means the category of customers that may use any resulting contract(s). E.g., Single-Agency, Multi-Agency or Statewide. ”Purchaser” means procurement officer. Special Instructions to Offerors State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: : Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 5 of 52 2. PRE-OFFER CONFERENCE 2.1 A Pre-Offer Conference will be held on November 10, 2011 at 10:00 AM at the State Procurement Office. More information may be found on the State's e-Procurement system, ProcureAZ (https://procure.az.gov). 2.2 The purpose of the conference will be to clarify the contents of the solicitation in order to prevent any misunderstanding of the State of Arizona's position. Any doubt as to the requirements of the solicitation or any apparent omission or discrepancy should be presented to the State at the conference. The State of Arizona will then determine the appropriate action necessary, if any, and issue a written amendment to the solicitation if required. Oral statements or instructions will not constitute an amendment to the solicitation. 2.3 Persons with a disability may request a reasonable accommodation, such as receiving this document in an alternative format, by contacting the Procurement Officer of Record for this solicitation. Any requests should be made as early as possible to allow sufficient time to arrange for accommodation. Only official solicitation amendments issued by the State Procurement Office through ProcureAZ shall constitute a change to the solicitation. 3. INQUIRIES Any question related to this Invitation for Bids shall be directed to Brian D. Ball at brian.ball@azdoa.gov. The Offeror shall not contact or ask questions of the department for which the requirement is being procured. Questions should be submitted in writing when time permits. Any correspondence related to a solicitation should refer to the appropriate solicitation number, page and paragraph number. 4. OFFER PREPARATION 4.1 Offer and Acceptance. Offers shall include a signed Offer and Acceptance form, as described in section 3.3 of the Uniform Instructions. The Offer and Acceptance Form shall be signed with an original signature by the person signing the Offer, and shall be submitted electronically on ProcureAZ. Failure to return an Offer and Acceptance Form may result in rejection of the Offer. 4.2 Acknowledgement of Solicitation Amendments. All Solicitation Amendments shall be acknowledged electronically prior to the Offer due date and time. Failure to acknowledge all Solicitation Amendments may result in rejection of the Offer. 4.3 Offer Forms. All attachments are in Word format and are contained in an zip file entitled Solicitation Attachments. A responsive, responsible Offeror shall complete the following as part of the submitted offer: • Signed Offer and Acceptance • Attachment I – Supplemental Pricing Information • Attachment II – Vehicle Warranties / Service / Maintenance Information • Attachment III – Buy America Certification • Attachment IV – Certification of Compliance FTA Bus Testing • Attachment V – Certification Regarding Lobbying • Attachment VI – Government Debarment and Suspension • Attachment VII – Subcontractor Information • Attachment VIII – Confidential Information Request • Vehicle Specification (Attached as separate Excel Spreadsheet) • Pricing line items on ProcureAZ Special Instructions to Offerors State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: : Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 6 of 52 4.4 Confidential Information If a person believes that any portion of a proposal, bid, offer, specification, protest or correspondence contains information that should be withheld, then the Procurement Officer shall be so advised in writing (Price is not confidential and will not be withheld). Such material shall be identified as confidential wherever it appears within the offer. Attachment IX shall list the information that is marked confidential in the offer, the location within the solicitation and rationale for confidentiality . The State, pursuant to A.R.S. § 41-2533(D) or A.R.S. § 41-2534(D), shall review all requests for confidentiality and provide a written determination. If the confidential request is denied, such information shall be disclosed as public information, unless the person utilizes the 'Protest' provision as noted in § 41-2611 through § 41-2616. 5. PRICING 5.4 Line Items and Prices. Offerors shall submit base pricing for each vehicle offered in separate line items located on ProcureAZ. All items offered shall be completed as a line item in ProcureAZ and submitted as part of the bid. Failure to do so may result in considering the bid non responsive. ** Do not use the ‘Tax Rate’ field. 5.5 Vehicle Line Items Listed in ProcureAZ. The main description field will denote with a generic vehicle category: Sedans, Trucks, SUVs, Vans, Crossovers, and Full Electric. Bidders shall use the ‘Alternative Description’ field to describe the categories of each vehicle (and model variants). The naming convention in the ‘Alternative Description’ field shall be uniformed and as follows: **MAKE, MODEL, VEHICLE CODE, AND TRIM LEVEL** Twenty-Five (25) line items have been created for each vehicle category. Bidders shall use as many line items as needed to list each vehicle (and model variants) of a particular vehicle category. The ‘No Bid’ box shall be checked for unused/not needed line items. Failure to do this will result in the bid to be incomplete in ProcureAZ.. If additional line items are needed for a particular vehicle category, Offeror shall supply the information on a separate document. Bidders shall denote vehicle base cost in the ‘Unit Cost’ field as cost with discount applied 5.6 Extended Warranty Line Items. Use the ‘Alternative Description’ field of each line item to describe each Manufacturer extended warranty plan(s). The naming convention in the Alternative Description’ field shall be uniformed and as follows: BASE MANUFACTURER WARRANTY NAME, GRADUATING LEVEL PLAN NAME, TERM, AND VEHICLE(S) WHICH WARRANTY APPLIES. 5.6.1 There are twenty-five (25) extended warranty line items. 5.6.2 Offeror shall check the ‘No Bid’ box for unused/not needed line items. 5.7 Vehicle Specification Sheets. Bidders are required to submit a vehicle specification sheet for EACH vehicle offered. Bidders shall indicate MEETS or CONFORMS for the minimum vehicle equipment requirements identified in the Specifications, Paragraph 7. Failure to submit the vehicle specification sheet may result in bid rejection. 5.8 Supplemental Pricing Information. Bidder shall complete Attachment I and provide all requested information according to the instructions. 6. SUBMISSION OF OFFER 6.1 Electronic Documents. The Solicitation document is provided in an electronic format. Any unidentified alteration or modification to any Solicitation documents, to any attachments, exhibits, forms, charts or illustrations contained herein shall be null and void. In those instances where modifications are identified, the original document published by the State shall take precedence. As provided in the Solicitation Instructions, Offerors are responsible for clearly identifying any and all changes or modifications to any Solicitation documents upon submission to the State. 6.2 Acceptable Formats. Offer electronic files shall be submitted in a format acceptable to the State. Acceptable formats include .DOC and .DOCX (Microsoft Word), .XLS and .XLSX (Microsoft Excel), .PPT and .PPTX (Microsoft PowerPoint) and .PDF (Adobe Acrobat). Other file formats may also be acceptable, including .ZIP, .MDB, .MDBX, .MPP, MPPX, .VSD, .JPG, .GIF, and .BMP. Offerors wishing to submit files in these or other formats shall submit an inquiry to the Procurement Officer. 6.3 ProcureAZ. Offers shall be submitted in an acceptable format, as described herein, using the State's online eProcurement application ProcureAZ (www.procure.az.gov). Submission of offers by means other than the ProcureAZ system will not be accepted. Prospective Offerors with questions in this regard shall contact the Procurement Officer prior to the Solicitations due date and time. Special Instructions to Offerors State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: : Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 7 of 52 7. EVALUATION Price Evaluation. Prices evaluated shall be limited to unit prices and/or extended unit prices (i.e.: options) and shall not include any corresponding taxes that may be associated. Responses will be evaluated on the line items contained in ProcureAZ and the Vehicle Specification and Pricing Sheet (attached as separate Excel spreadsheet in ProcureAZ). 8. AWARD 8.1 Contract Document Consolidation. At its sole option, following any contract award(s) the State may consolidate the resulting contract documents. Examples of such consolidation would include (i) reorganizing solicitation documents and those components of the Contractor’s Offer not pertaining to the Contract’s operation; or (ii) excluding any components of the Contractor’s Offer that were not awarded. Contract document consolidation shall not materially change the Contract. 8.2 Notice to Proceed. Contractors shall commence with the performance of the Contract upon receipt of a Notice to Proceed issued by the Procurement Officer or other authorized representatives as set forth in the Contract. Prior to receiving this notice, Contractors shall not commence any billable activities in the performance of the Contract. Uniform Instructions to Offerors State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 8 of 52 1. Definition of Terms. As used in these Instructions, the terms listed below are defined as follows: “Attachment” means any item the Solicitation requires an Offeror to submit as part of the Offer. “Contract” means the combination of the Solicitation, including the Uniform and Special Instructions to Offerors, the Uniform and Special Terms and Conditions, and the Specifications and Statement or Scope of Work; the Offer and any Best and Final Offers; and any Solicitation Amendments or Contract Amendments. "Contract Amendment" means a written document signed by the Procurement Officer that is issued for the purpose of making changes in the Contract. “Contractor” means any person who has a Contract with the State. “Days” means calendar days unless otherwise specified. “Exhibit” means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the Solicitation. “Offer” means bid, proposal or quotation. “Offeror” means a vendor who responds to a Solicitation. “Procurement Officer” means the person, or his or her designee, duly authorized by the State to enter into and administer Contracts and make written determinations with respect to the Contract. ”Solicitation” means an Invitation for Bids (“IFB”), a Request for Proposals (“RFP”), or a Request for Quotations (“RFQ”). "Solicitation Amendment" means a written document that is signed by the Procurement Officer and issued for the purpose of making changes to the Solicitation. “Subcontract” means any Contract, express or implied, between the Contractor and another party or between a subcontractor and another party delegating or assigning, in whole or in part, the making or furnishing of any material or any service required for the performance of the Contract. “State” means the State of Arizona and Department or Agency of the State that executes the Contract. 2. Inquiries 2.1. Duty to Examine. It is the responsibility of each Offeror to examine the entire Solicitation, seek clarification in writing (inquiries), and examine its Offer for accuracy before submitting the Offer. Lack of care in preparing an Offer shall not be grounds for modifying or withdrawing the Offer after the Offer due date and time, nor shall it give rise to any Contract claim. 2.2. Solicitation Contact Person. Any inquiry related to a Solicitation, including any requests for or inquiries regarding standards referenced in the Solicitation shall be directed solely to the Solicitation contact person. The Offeror shall not contact or direct inquiries concerning this Solicitation to any other State employee unless the Solicitation specifically identifies a person other than the Solicitation contact person as a contact. 2.3. Submission of Inquiries. The Procurement Officer or the person identified in the Solicitation as the contact for inquiries except at the Pre-Offer Conference, require that an inquiry be submitted in writing. Any inquiry related to a Solicitation shall refer to the appropriate Solicitation number, page and paragraph. Do not place the Solicitation number on the outside of the envelope containing that inquiry, since it may then be identified as an Offer and not be opened until after the Offer due date and time. The State shall consider the relevancy of the inquiry but is not required to respond in writing. 2.4. Timeliness. Any inquiry or exception to the solicitation shall be submitted as soon as possible and should be submitted at least seven days before the Offer due date and time for review and determination by the State. Failure to do so may result in the inquiry not being considered for a Solicitation Amendment. Uniform Instructions to Offerors State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 9 of 52 2.5. No Right to Rely on Verbal Responses. An Offeror shall not rely on verbal responses to inquiries. A verbal reply to an inquiry does not constitute a modification of the solicitation. 2.6. Solicitation Amendments. The Solicitation shall only be modified by a Solicitation Amendment. 2.7. Pre-Offer Conference. If a pre-Offer conference has been scheduled under this Solicitation, the date, time and location shall appear on the Solicitation cover sheet or elsewhere in the Solicitation. Offerors should raise any questions about the Solicitation or the procurement at that time. An Offeror may not rely on any verbal responses to questions at the conference. Material issues raised at the conference that result in changes to the Solicitation shall be answered solely through a written Solicitation Amendment. 2.8. Persons With Disabilities. Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, by contacting the Solicitation contact person. Requests shall be made as early as possible to allow time to arrange the accommodation. 3. Offer Preparation 3.1. Forms: No Facsimile, Telegraphic or Electronic Mail Offers. An Offer shall be submitted either on the forms provided in this Solicitation or their substantial equivalent. Any substitute document for the forms provided in this Solicitation must be legible and contain the same information requested on the forms, unless the solicitation indicates otherwise. A facsimile, telegraphic, mailgram or electronic mail Offer shall be rejected if submitted in response to requests for proposals or invitations for bids. 3.2. Typed or Ink; Corrections. The Offer shall be typed or in ink. Erasures, interlineations or other modifications in the Offer shall be initialed in ink by the person signing the Offer. Modifications shall not be permitted after Offers have been opened except as otherwise provided under applicable law. 3.3. Evidence of Intent to be Bound. The Offer and Acceptance form within the Solicitation shall be submitted with the Offer and shall include a signature (or acknowledgement for electronic submissions, when authorized) by a person authorized to sign the Offer. The signature shall signify the Offer or’s intent to be bound by the Offer and the terms of the Solicitation and that the information provided is true, accurate and complete. Failure to submit verifiable evidence of intent to be bound, such as an original signature, shall result in rejection of the Offer. 3.4. Exceptions to Terms and Conditions. All exceptions included with the Offer shall be submitted in a clearly identified separate section of the Offer in which the Offeror clearly identifies the specific paragraphs of the Solicitation where the exceptions occur. Any exceptions not included in such a section shall be without force and effect in any resulting Contract unless such exception is specifically accepted by the Procurement Officer in a written statement. The Offeror’s preprinted or standard terms will not be considered by the State as a part of any resulting Contract. 3.4.1. Invitation for Bids. An Offer that takes exception to a material requirement of any part of the Solicitation, including terms and conditions, shall be rejected. 3.4.2. Request for Proposals. All exceptions that are contained in the Offer may negatively affect the State’s proposal evaluation based on the evaluation criteria stated in the Solicitation or result in rejection of the Offer. An offer that takes exception to any material requirement of the solicitation may be rejected. 3.5. Subcontracts. Offeror shall clearly list any proposed subcontractors and the subcontractor’s proposed responsibilities in the Offer. 3.6. Cost of Offer Preparation. The State will not reimburse any Offeror the cost of responding to a Solicitation. 3.7. Solicitation Amendments. Each Solicitation Amendment shall be signed with an original signature by the person signing the Offer, and shall be submitted no later than the Offer due date and time. Failure to return a signed (or acknowledgement for electronic submission, when authorized) copy of a Solicitation Amendment may result in rejection of the Offer. 3.8. Federal Excise Tax. The State of Arizona is exempt from certain Federal Excise Tax on manufactured goods. Exemption Certificates will be provided by the State. Uniform Instructions to Offerors State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 10 of 52 3.9. Provision of Tax Identification Numbers. 3.9.1. Offerors are required to provide their Arizona Transaction Privilege Tax Number and/or Federal Tax Identification number in the space provided on the Offer and Acceptance Form. 3.9.1 Employee Identification. Offeror agrees to provide an employee identification number or social security number to the Department for the purposes of reporting to appropriate taxing authorities, monies paid by the Department under this contract. If the federal identifier of the Offeror is a social security number, this number is being requested solely for tax reporting purposes and will be shared only with appropriate state and federal officials. This submission is mandatory under 26 U.S.C. § 6041A. 3.10. Identification of Taxes in Offer. The State of Arizona is subject to all applicable state and local transaction privilege taxes. All applicable taxes shall be identified as a separate item offered in the solicitation. When applicable, the tax rate and amount shall be identified on the price sheet. At all times, payment of taxes and the determination of applicable taxes are the sole responsibility of the contractor. 3.11. Disclosure. If the firm, business or person submitting this Offer has been debarred, suspended or otherwise lawfully precluded from participating in any public procurement activity, including being disapproved as a subcontractor with any Federal, state or local government, or if any such preclusion from participation from any public procurement activity is currently pending, the Offeror shall fully explain the circumstances relating to the preclusion or proposed preclusion in the Offer. The Offeror shall include a letter with its Offer setting forth the name and address of the governmental unit, the effective date of this suspension or debarment, the duration of the suspension or debarment, and the relevant circumstances relating to the suspension or debarment. If suspension or debarment is currently pending, a detailed description of all relevant circumstances including the details enumerated above shall be provided. 3.12. Solicitation Order of Precedence. In the event of a conflict in the provisions of this Solicitation, the following shall prevail in the order set forth below: 3.12.1 Special Terms and Conditions; 3.12.2 Uniform Terms and Conditions; 3.12.3 Statement or Scope of Work; 3.12.4 Specifications; 3.12.5 Attachments; 3.12.6 Exhibits; 3.12.7 Special Instructions to Offerors; 3.12.8 Uniform Instructions to Offerors; and 3.12.9 Other documents referenced or included in the Solicitation. 3.13. Delivery. Unless stated otherwise in the Solicitation, all prices shall be F.O.B. Destination and shall include all freight, delivery and unloading at the destination(s). 3.14. Federal Immigration and Nationality Act. By signing of the Offer, the Offeror warrants that both it and all proposed subcontractors are in compliance with federal immigration laws and regulations (FINA) relating to the immigration status of their employees. The State may, at its sole discretion require evidence of compliance during the evaluation process. Should the State request evidence of compliance, the Offeror shall have 5 days from receipt of the request to supply adequate information. Failure to comply with this instruction or failure to supply requested information within the timeframe specified shall result in the offer not being considered for contract award. Uniform Instructions to Offerors State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 11 of 52 3.15. Offshore Performance of Work Prohibited Any services that are described in the specifications or scope of work that directly serve the State of Arizona or its clients and involve access to secure or sensitive data or personal client data shall be performed within the defined territories of the United States. Unless specifically stated otherwise in the specifications, this paragraph does not apply to indirect or 'overhead' services, redundant back-up services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers. Offerors shall declare all anticipated offshore services in the proposal. 4. Submission of Offer 4.1. Sealed Envelope or Package. Each Offer shall be submitted to the submittal location identified in this Solicitation. Offers should be submitted in a sealed envelope or container. The envelope or container should be clearly identified with name of the Offeror and Solicitation number. The State may open envelopes or containers to identify contents if the envelope or container is not clearly identified. 4.2. ProcureAZ Offer Submission, Due Date and Time. Offerors responding to a solicitation in ProcureAZ must submit their offers electronically through ProcureAZ. Offers shall be received before the due date and time stated in the solicitation. Offers submitted outside of ProcureAZ or those that are received after the due date and time shall be rejected. 4.3. Offer Amendment or Withdrawal. An Offer may not be amended or withdrawn after the Offer due date and time except as otherwise provided under applicable law. 4.4. Public Record. All Offers submitted and opened are public records and must be retained by the State. Offers shall be open to public inspection after Contract award, except for such Offers deemed to be confidential by the State. If an Offeror believes that information in its Offer should remain confidential, it shall indicate as confidential the specific information 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. The State shall determine whether the identified information is confidential pursuant to the Arizona Procurement Code. 4.5. Non-collusion, Employment, and Services. By signing the Offer and Acceptance Form or other official contract form, the Offeror certifies that: 4.5.1. The Offeror did not engage in collusion or other anti-competitive practices in connection with the preparation or submission of its Offer; and 4.5.2. The Offeror does not discriminate against any employee or applicant for employment or person to whom it provides services because of race, color, religion, sex, national origin, or disability, and that it complies with an applicable Federal, state and local laws and executive orders regarding employment. 5. Evaluation 5.1. Unit Price Prevails. In the case of discrepancy between the unit price or rate and the extension o that unit price or rate, the unit price or rate shall govern. 5.2. Taxes. If the products and/or services specified require transaction privilege or use taxes, they shall be described and itemized separately on the offer. Arizona transaction privilege and use taxes shall not be considered for evaluation. 5.3. Prompt Payment Discount. Prompt payment discounts of thirty (30) days or more set forth in an Offer shall be deducted from the offer for the purpose of evaluating that price. 5.4. Late Offers. An Offer submitted after the exact Offer due date and time shall be rejected. 5.5. Disqualifications. An Offeror (including each of its principals) who is currently debarred, suspended or otherwise lawfully prohibited from any public procurement activity shall have its offer rejected. Uniform Instructions to Offerors State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 12 of 52 5.6. Offer Acceptance Period. An Offeror submitting an Offer under this Solicitation shall hold its Offer open for the number of days from the Offer due dates that is stated in the Solicitation. If the Solicitation does not specifically state a number of days for Offer acceptance, the number of days shall be one hundred twenty (120). If a Best and Final Offer is requested pursuant to a Request for proposals, an Offeror shall hold its Offer open for one hundred twenty (120) days from the Best and Final Offer due date. 5.7. Waiver and Rejection Rights. Notwithstanding any other provision of the Solicitation, the State reserves the right to: 5.7.1 Waive any minor informality; 5.7.2. Reject any and all Offers or portions thereof; or 5.7.3 Cancel the Solicitation. 6. Award 6.1. Number of Types of Awards. The State reserves the right to make multiple awards or to award a Contract by individual line items or alternatives, by group of line items or alternatives, or to make an aggregate award, or regional awards, whichever is most advantageous to the State. If the Procurement Officer determines that an aggregate award to one Offeror is not in the State’s best interest, “all or none” Offers shall be rejected. 6.2. Contract Inception. An Offer does not constitute a Contract nor does it confer any rights on the Offeror to the award of a Contract. A Contract is not created until the Offer is accepted in writing by the Procurement Officer’s signature on the offer and Acceptance Form. A notice of award or of the intent to award shall not constitute acceptance of the offer. 6.3. Effective Date. The effective date of this Contract shall be the date that the Procurement Officer signs the Offer and Acceptance form or other official contract form, unless another date is specifically stated in the Contract. 7. Protests A protest shall comply with and be resolved according to Arizona Revised Statutes Title 41, Chapter 23, Article 9 and rules adopted there under. Protests shall be in writing and be filed with both the Procurement Officer of the purchasing agency and with the State Procurement Administrator. A protest of a Solicitation shall be received by the Procurement Officer before the Offer due date. A protest of a proposed award or of an award shall be filed within ten (10) days after the protester knows or should have known the basis of the protest. A protest shall include: 7.1. The name, address and telephone number of the protester; 7.2. The signature of the protester or its representative; 7.3. Identification of the purchasing agency and the Solicitation or Contract number; 7.4. A detailed statement of the legal and factual grounds of the protest including copies of relevant documents; and 7.5. The form of relief requested. 8. Comments Welcome The State Procurement Office periodically reviews the Uniform Instructions to Offerors and welcomes any comments you may have. Please submit your comments to: State Procurement Administrator, State Procurement Office, 100 North 15th Avenue, Suite 201, Phoenix, Arizona, 85007. Specifications State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 13 of 52 1 SCOPE 1.1 The Arizona Department of Administration; State Procurement Office, (The State) is seeking to contract with a qualified vendor(s) who can provide new vehicles; including but not limited to: Sedans (gasoline, hybrid, full electric), Trucks, Vans, Sport Utility Vehicles (SUVs), and Crossovers for the State of Arizona and participating cooperative members of the State. These vehicles will be used to support official organizational goals. 2 GENERAL CONDITIONS AND REQUIREMENTS 2.1 All vehicles shall be Manufacturer's current year models in production throughout the term of this contract and shall be serviced completely by vendor before delivery and ready in all respects for use. For the initial contract period; vehicles shall be new model year 2012 or greater. 2.2 All vehicles bid and furnished shall meet requirements of applicable Arizona Motor Vehicle laws and all other applicable Federal Motor Vehicle laws (including the Federal Bridge Formula), whether or not such requirements are specified in detail. 2.3 The Contractor shall supply a quote sheet within seven (7) calendar days after receiving request from the using agency. See Exhibit 1 for quote sheet example. The quotation shall include but not be limited to the following information: State contract number, vehicle availability and delivery lead-time, Vehicle Identification Number (VIN), dealer stock number, vehicle base bid price, itemized options (including line item cost), applicable tax, delivery cost, total price, and point of contact. For vehicles requiring upfit/modifications, all applicable cost shall be included in quotation or as a separate quotation. 2.4 Within fourteen (14) calendar days after receipt of a purchase order, Contractor shall provide the using agency copies of the manufacturer's factory order numbers, to confirm vehicles have been ordered. If confirmation of manufacturer’s factory order numbers is not received with in this timeframe the ordering agency has the option to award to the second lowest bidder meeting specifications. The ordering agency may charge the extra cost of procuring the vehicles to the original vendor. This shall be considered a mandatory requirement. Failure to provide this document for each vehicle ordered may be cause for determination of default of contract. 3. VEHICLE MODELS 3.1 The Contractors are encouraged to provide a full line of new vehicles manufactured; including but not limited to the following categories: Sedans (gasoline, hybrid, full electric), Trucks, Vans (cargo, passenger, transit i.e. Ford Transit Connect, Dodge Sprinter, etc, etc.), Sport Utility Vehicles (SUVs), and Crossovers. Using Agencies throughout the State will have varying vehicles needs. Bidders are to provide a full line of manufactured new vehicles and all subsequent variants of each vehicle; including but not be limited to: models and manufacturer options to meet each need of an ordering entity. 3.2 For clarification purposes the State has pre-determined the following classifications: MID SIZE TRUCKS: GMC Canyon, Chevrolet Colorado, Dodge Dakota, Nissan Frontier, Ford Ranger, Toyota Tacoma FULL SIZE TRUCKS: Ford F-Series, Dodge Ram, GMC Sierra, Chevrolet Silverado, Nissan Titan, Toyota Tundra Specifications State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 14 of 52 4. WARRANTY At a minimum all equipment supplied under these specifications shall be fully warranted by the vehicle manufacturer against mechanical and electrical defects for a minimum period of 36 months from the date of acceptance. This warranty shall cover such items as actual repair labor, parts, and shipping charges to and from the nearest service facility or other designated repair depot. Any defects of design, workmanship or material, shall be fully corrected by the vendor without cost to the state agency or political subdivision. The written warranty shall be included with the delivered vehicles to the using agency. The warranty terms shall be stated on Attachment II, where indicated. Failure to provide this general information may result in the bid being rejected. Contractors are encouraged to provide the State additional warranty packages that would exceed the minimum requirements as a separate document. Additional warranty information shall be included on Attachment II. 5. HYBRID / ELECTRIC WARRANTY Hybrid-related components including catalytic convertor, electronic control unit, onboard emissions diagnostic device, high voltage battery, transmission, DC/DC convertor for hybrid vehicles shall be covered for 8 years/100,000 miles, battery for electric vehicles shall be 8/years/100,000 miles and bidder shall indicate limitation of warranty due to voltage and ampage. The warranty terms shall be stated where indicated on ATTACHMENT II. Failure to provide this general information may result in the bid being rejected. 6. VEHICLE UPFIT/MODIFICATIONS The using agency may request the awarded Offeror(s) to upfit/modifications any vehicle for specific organizational needs. For example, the cab and chassis of ½ ton, ¾ ton, and/or an 1 ton truck may require a specialized body (i.e.: dump body, landscape body, etc.). Other vehicles may require interior and/or exterior modifications per the individual using agency. The using agency will supply all upfit/modifications requests to the Contractor. The Contractor shall identify any conditions that apply to the upfit/modifications on a quotation to the using agency for review before any work commences. Specifications State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 15 of 52 7. VEHICLE EQUIPMENT REQUIREMENTS All contract prices shall include the following minimum equipment: SEDANS (all types), SUV’S, CROSSOVERS, AND VANS 7.1 All standard factory equipment 7.2 Automatic transmission 7.3 Cruise Control 7.4 Power Door Locks/Power Windows/Power Mirrors 7.5 Four (4) keys and if equipped two (2) keyless entry remotes per vehicle. Including proximity sensors, push button start 7.6 Air conditioning (plus rear air conditioning on all passenger vans, if available, and full size SUV’s). Including controls for rear air conditioning. 7.7 Cloth seats – all seats 7.8 Rear view mirrors on driver and passenger doors 7.9 Spare tire for compact, mid and full size sedans and station wagons 7.10 Full size standard steel wheel with matching Original Equipment Manufacturer spare tire for SUV’s and Vans, identical to those installed on the delivered vehicle. 7.11 Floor Mats for vehicles with carpeted interior 7.12 Standard tint glass if available – maximum factory tint TRUCKS 7.13 All standard factory equipment 7.14 Automatic transmission [maximum towing/payload packages must be offered] 7.15 Cruise Control 7.16 Power Door Locks/Power Windows/Power Mirrors 7.17 Four (4) keys; and if equipped, two (2) keyless entry remotes per vehicle. 7.18 Air conditioning (plus rear air vents for all crew cabs) 7.19 Cloth seats – all seats 7.20 Rear view mirrors on driver front and passenger front doors, largest available without upgrading to vehicle options package. 7.21 Anti slip differential for ½, ¾ and, 1 ton two wheel drive pickup trucks 7.22 Skid plate package and anti slip differential (four wheel drive vehicles), front tow hooks 7.23 Full size spare tire and standard steel wheel to match O.E.M. on all trucks identical to those installed on the delivered vehicle 7.24 Floor mats for vehicles with carpeted interior. 7.25 Standard tint glass if available – maximum factory tint Specifications State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 16 of 52 8 EXECUTIVE ORDER 2006-13 8.1 Executive Order 2006-13 shall apply to all state agencies, boards and commissions. 8.2 Offerors shall indicate on the Vehicle Specification Sheets if the vehicles offered are a fuel type identified in the Executive Order page 3, paragraph E or submit an alternate form identifying the requested information. Bidders shall also indicate on the Vehicle Specification Sheets those vehicles that meet low GHG emission standards. Responsiveness to this requirement shall be subject to evaluation and will be a factor in award. 8.3 Vehicles that "meet low-GHG emission standards" are vehicles from the EPA Green Vehicle Guide at http://www.epa.gov/greenvehicles/Index.do;jsessionid=8230dfdfdadb59257e15 that have a Greenhouse Gas Score of 8 or higher, or vehicles that operate on propane, liquefied natural gas (LNG), or compressed natural gas (CNG)." Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 17 of 52 1 DEFINITIONS ProcureAZ terms. ProcureAZ (https://procure.az.gov) is the State’s online eProcurement system. Although the system was configured for the State’s needs, the application is based on a commercial product known as BuySpeed Online, made by Periscope Holdings, Inc. As a result, some of the terms used in the BuySpeed Online application may be semantically different to similar terms used by the State. The following terms are as they appear in BuySpeed Online (and ProcureAZ), along with their corresponding meanings as they apply to the solicitation. “Actual Cost” means the total value of all items and their extended quantities. “Alternate Id / Alternate ID” is an optional field and means any additional data in order to link a solicitation or project to a related project, activity or program. “Attachments” means the section, as displayed in ProcureAZ, where the solicitation’s electronic documents may be attached. Attachments as defined in the Uniform Instructions may include Solicitation Attachments, and/or as defined in the Uniform Terms and Conditions may include Contract Attachments. “Buyer” means procurement officer. “Catalog ID” is an optional data field and means an identification number to signify a group of related contracts. “Contact Instructions” means the contact information for the procurement officer. “Control Code” is an optional field and means an identification characteristic of the contract. “Days ARO” means the number of days ‘After Receipt of Order’ in which the customer will receive the ordered materials and/or services. “Department” means the customer for whom the solicitation or contract was conducted for. “Discount %” is an optional field and means the standard discount applied to all items. “Entered Date” means the date that the contract was awarded, not necessarily the date the contract starts, e.g., Master Blanket/Contract Begin Date. “Fiscal Year” means the State Fiscal Year in which the solicitation was initiated. In the event of contract(s) resulting from the solicitation, the Fiscal Year shall remain unchanged. “Freight Terms” means how freight will be charged under the contract. “Header Information” means the section of the solicitation or contract, as displayed in ProcureAZ, containing solicitation or contract information other than the line items. “Item information” means the section of the solicitation or contract, as displayed in ProcureAZ, containing the solicitation or contract line items. “Location” means the specific customer, within the department, for whom the solicitation or contract was done. “Master Blanket/Contract Begin Date” means the date that the contract starts. “Master Blanket/Contract End Date” means the date that the contract ends. “Master Blanket/Contract End Date (Maximum)” means the date that the contract may be extended through if all allowable term extensions are exercised. “Master Blanket/Contract Vendor Distributor List” means the list of companies authorized to distribute the materials and/or services on behalf of the contractor under the contract. Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 18 of 52 “Master Blanket Purchase Order” means the contract, indicating that the contract will be in effect over a stated period of time. “Minor Status” is an optional data field and means a type of status indicator of the contract in ProcureAZ. “Organization” means the state agency under whose authority the solicitation or contract was conducted. “Payment Terms” means the period of time that payment is due after receipt of an accurate invoice. “Pcard Enabled” is an optional data field and means that customers are allowed to use their purchasing card (P-Card or Pcard) to order from the contract within the ProcureAZ system. “PO Acknowledgement” means the list the notifications to the contractor and their acknowledgements of these notices. “PO Type” means the period of time that the contract is in place, either a one-time transaction, Open Market, or for a stated period of time, Blanket. “Print Dest Detail” is an optional data field and means a print format applicable to orders under the contract. “Print Format” means the format of the solicitation or contract print output. “Project No.” is an optional field and means an identification characteristic of the contract. “Purchase Order” means contract. “Purchase Order Number” means the contract’s identification number. ”Purchaser” means procurement officer. “Receipt Method” means the method by which materials and/or services under the contract are received, either by amount spent, Dollar, or by item units, Quantity. “Release Number” means the order number of each order under the contract. The Master Blanket/Contract will always reflect a zero “0” release number. “Release Type” means the process that orders under the contract are subject to within ProcureAZ, requiring approval on an order-by-order basis, e.g., Standard Releases or not requiring approval, e.g., Direct Release. “Retainage %” is an optional field and means the amount of the contract’s value that is retained. “Shipping Method” means the method of shipping to be used under the contract. “Shipping Terms” means the point where the contractor will ship the materials and/or services to, and if accepted, the point when responsibility and title passes from the contractor to the state. “Short Description” means the contract’ title. “Status” means the availability of the contract within ProcureAZ for ordering, e.g., Sent status. “Tax Code”, if applicable, means the amount of taxes, expressed as a percentage, to be added to all items purchased under the contract. As items may be subject to differing tax rates, this field may be blank. “Type Code” means the category of customers that may use any resulting contract(s). E.g., Single-Agency, Multi-Agency or Statewide. “Vendor” means contractor. Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 19 of 52 2. Contract. 2.1 The contract between the State of Arizona and the Contractor shall consist of the solicitation as amended, any requests for clarifications and/or best and final offers, the proposal submitted by the Contractor, their responses to any requests for clarifications and/or their best and final offer. In the event of a conflict in language between the documents referenced above, the provisions and requirements set forth and/or referenced in the solicitation as amended shall govern. However, the State reserves the right to clarify any contractual requirement in writing, and such written clarification shall govern in case of conflict with the applicable requirements stated in the solicitation as amended or the Contractor's proposal. In all other matters not affected by the written clarification, if any, the solicitation shall govern. Only the Procurement Officer or his/hers authorized designee is authorized to change or amend the specific terms, conditions or provisions of the agreement. 2.2 The State’s primary contact for this solicitation and result contracts shall be: Brian D. Ball, Sr. Procurement Specialist State of Arizona, State Procurement Office 100 N 15th Ave, Suite 201 Phoenix, AZ 85007 Phone: (602) 542-2090 Fax: (602) 542-5508 Email: brian.ball@azdoa.gov 2.3. Contract Restructure. The State may clarify any Contract following award. This clarification shall not substantially alter the contents of the Contract, but shall only edit and reformat the Contract in a manner that will facilitate ease of use, contract administration, and concurrence of the Parties. 3. Eligible Agencies. This contract shall be for the use of all State of Arizona departments, agencies, commissions and boards. In addition, eligible universities, political subdivisions and nonprofit educational or public health institutions may participate at their discretion. In order to participate in this contract, a university, political subdivision, or nonprofit educational or public health institution shall have entered into a Cooperative Purchasing Agreement with the Department of Administration, State Procurement Office as required by Arizona Revised Statutes 41-2632. 4. Administrative Fee / Usage. 4.1. Contractor shall assess an administrative fee in the amount of one (1%) against all contract sales to members of the State Purchasing Cooperative – including cities, counties, school districts and other qualified members. The administrative fee is calculated against all sales under this contract minus any taxes or regulatory fees, minus any returns or credits, and minus any shipping charges not already included in the unit prices. An updated list of State Purchasing Cooperative members may be found at http://spo.az.gov/Cooperative_Procurement/SPC/default.asp. At its option, the State may expand the applicability of this fee. The State shall provide thirty (30) written notice prior to exercising or changing this option. 4.2. Contractors shall submit a Quarterly Usage Report documenting all contract sales. For more information on the Quarterly Usage Report or the Administrative Fee, its calculation, submission or use, and the proper Usage Report Forms see the State Procurement Office’s web site at http://spo.az.gov/Contractor_Resources/Admin_Fee/default.asp. Any alternate Quarterly Usage Report format shall be approved by the Procurement Officer. Any usage report that is submitted to the State for the purpose of satisfying this requirement shall be deemed public record and all information contained in such report shall not be considered confidential, including any supplemental information contained in the submitted report beyond that which is requested in the Sample Forms located at the State Procurement Office Web Site. 4.3. The Administrative Fee shall be submitted, along with a Quarterly Usage Report to the State Procurement Office within thirty (30) days following the end of each calendar quarter. Administrative Fees shall be submitted to the following address: Arizona Department of Administration State Procurement Office Attention: 'Statewide Contract Administrative Fee' 100 N. 15th Avenue, Suite 201 Phoenix, AZ 85007 Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 20 of 52 4.4. The submission schedule for Administrative Fees and Usage reports shall be as follows: July through September (FY Q1) – Due October 31 October through December (FY Q2) – Due January 31 January through March (FY Q3) – Due by April 30 April through June (FY Q4) – Due by July 31 4.5. The Administrative Fee shall be a part of the Contractor’s unit prices and is not to be charged directly to the customer in the form of a separate line item. Statewide contracts shall not have separate prices for State Agency customers and State Purchasing Cooperative customers. 4.6. Contractor's failure to remit administrative fees in a timely manner consistent with the contract’s requirements may result in the State exercising any recourse available under the contract or as provided for by law 5. Inventory. The State of Arizona has an ongoing requirement for the material indicated in this solicitation. It is an express condition of any award that a Contractor shall maintain a reasonable stock on hand for delivery to the requesting agency. Failure to maintain such a stock may result in contract cancellation. 6. Contract Type. The Contract shall be Firm Fixed Price. 7. Contract Term. The contract shall begin upon the date of Contract award and shall continue for a term of one (1) year, unless terminated or extended in accordance to the terms of this contract. 8. Contract Renewal (Sole Option). The contract shall not bind nor purport to bind, the State for any contractual commitment in excess of the original contract period. The State shall have the right, at its sole option, to renew the contract for four (4) one- year periods or a portion thereof. If the State exercises such rights, all terms, conditions and provisions of the original contract shall remain the same and apply during the renewal period. 9. Estimated Usage. The Contract shall be on an as needed, if needed basis. The State makes no guarantee as to the amount of usage that may occur under a resultant contract. 10. Current Models. All vehicles shall be the manufacturer's current models in production at the time of delivery. All vehicles shall be new and unused and equivalent in style and quality to those offered to the general public and meet or exceed all specifications and requirements set forth in this solicitation. 11. Dealership, Participating Service and Delivery Locations. The contractor may submit, at any time during the contract period, new dealership, participating service and delivery locations that will be used as subcontractors for both product deliveries and drive in service centers under the contract. Request are to be submitted electronically and shall contain: • The dealer or outlet name • Location (physical address) • Telephone/fax numbers and email information • Key personnel at that location Approval shall be in the form of a contract amendment, and shall become effective on the date specified in the amendment. 12. Delivery (Minimum) 12.1 Delivery location shall be identified on the issuing agency purchase order. Deliveries shall be made within 120 days of receipt of purchase orders, unless factory delays make this impossible. Dealer shall notify the ordering agency of such delays along with revised delivery estimate from factory immediately after it becomes known. If manufacturer has a website available to check order status, this information will be shown in space provided on Questionnaire #1. 12.2 All deliveries shall be made Monday through Friday from 8:00 A.M. to 2:00 P.M. The Contractor shall be required to give the using agency a minimum of 24 hour notification prior to delivery with the anticipated time of delivery and number of units to be delivered. 12.3 All vehicles shall be delivered with four (4) keys and if applicable two (2) keyless entry remotes, and a full tank(s) of fuel, less delivery fuel for sedans, SUVs, station wagons, vans, trucks. Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 21 of 52 12.4 The following documents shall be provided upon delivery of the vehicle(s): • M.S.O. (Manufacturer Statement of Origin) that includes the odometer statement • Warranty Document • Manufacturers unaltered invoice • The retail price label must be affixed to the window of all vehicles delivered • Delayed warranty / in service start request form (if requested by ordering entity). 13. Appropriation of Funds. Every payment obligation of the Agency under this Contract is conditioned upon the availability of funds appropriated or allocated for the payment of such obligation. If funds are not allocated and available for the continuance of this Contract, this Contract may be terminated by the Agency at the end of the period for which funds are available. No liability shall accrue to the Agency or the State of Arizona in the event this provision is exercised, and neither the Agency nor the State shall be obligated or liable for any future payments or for any damages as a result of termination under this paragraph. 14. Pandemic Contractual Performance. The State shall require a written plan that illustrates how the contractor shall perform up to contractual standards in the event of a pandemic. The state may require a copy of the plan at anytime prior or post award of a contract. At a minimum, the pandemic performance plan shall include: (i) Key succession and performance planning if there is a sudden significant decrease in contractor's workforce; (ii) Alternative methods to ensure there are products in the supply chain; and (iii) An up to date list of company contacts and organizational chart. In the event of a pandemic, as declared by the Governor of Arizona, U.S. Government or the World Health Organization, which makes performance of any term under this contract impossible or impracticable, the State shall have the following rights: (i) After the official declaration of a pandemic, the State may temporarily void the contract(s) in whole or specific sections if the contractor cannot perform to the standards agreed upon in the initial terms; (ii) The State shall not incur any liability if a pandemic is declared and emergency procurements are authorized by the director as per § 41-2537 of the Arizona Procurement Code; and (iii) Once the pandemic is officially declared over and/or the contractor can demonstrate the ability to perform, the State, at its sole discretion may reinstate the temporarily voided contract(s). The State, at any time, may request to see a copy of the written plan from the contractor. The contactor shall produce the written plan within 72 hours of the request. 15. Licenses. Contractor shall maintain in current status all Federal, State and Local licenses and permits required for the operation of a business conducted by the contractor. 16.. Non-Exclusive Contract. This contract has been awarded with the understanding and agreement that it is for the sole convenience of the State of Arizona. The State reserves the right to obtain like goods or services from another source when necessary. Off-contract purchase authorization(s) may be approved by either the agency (within an agencies delegated authority) or by the State Procurement Office. Approvals shall be at the exclusive discretion of the State and shall be final. Off-contract procurement shall be consistent with the Arizona Procurement Code. 17. Order Acknowledgement Contractor shall acknowledge receipt of all Orders. See Specifications Section 2 of this document for specific contract requirements.. 18. Ordering Any commodities to be furnished under this contract shall be ordered by issuance of purchase orders by the Agency. Such orders may be issued from effective date of contract award. All purchase orders are subject to the terms and conditions of this contract. In the event of conflict between a purchase order and this contract, the contract shall control. All purchase orders shall cite this contact number. Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 22 of 52 19. Online Catalog and Electronic Ordering System (Punch-Out):(Optional) 19.1 The Contractor shall make available an online catalog to allow authorized users to make purchase from this contract through the State’s eProcurement System (ProcureAZ). The contractor shall have a secured website for placing online orders. The features and functions of any online ordering catalog that is created for use by the State under this contract shall include but shall not be limited to the following: • Access by standard web browsers • Product information such as unit of measure, item status, price description and photos • Item status inquiry functionality that provides stock availability • Order tracking • Help functionality • Reflect current catalog / price list and contract pricing • Restricted to only those items that may be purchased under this contract by being identified as core items or are within the general product categories establish by this contract • Shall not include any items that are specifically excluded from this contract. 19.2 Access. The Contractor shall provide access to and interconnectivity with ProcureAZ for the purpose of allowing authorized State system users to “Punch-Out” of the State’s eProcurement system, and select contract products and services directly from the Contractor’s website, and return to the State’s system with pre-populated order details. Contractor shall cooperate with the State’s system provider in the establishment and ongoing operations of their Punch- Out connection. 19.3 Timeframe. The “Punch-Out” capability shall be functional within the first six months of the contract begin date. 19.4 The cost associated with the Contractor’s Punch-Out set-up, maintenance and support shall be borne by the Contractor. 20. Pricing 20.1 The contract price shall be firm for the contract period, subject to the provisions in Phase II/Purchases from Stock listed in the Special Terms and Conditions. 20.2 Contract prices shown for each vehicle include delivery cost within a sixty (60) mile radius of Phoenix, Arizona, plus four (4) keys and if applicable two (2) keyless entry remotes and full tank of fuel less delivery fuel. 20.3 Delivery costs for each county outside of the Phoenix area shall be indicated on the attached Price Sheet (WORD document). This will be an added cost to the contract price. 21. Price Increase 21.1 The State may review a fully documented request for a price increase based on annual OEM model year change only at the time of contract extension. 21.2 All written requests for price adjustments made by the contractor shall be initiated thirty (30) days in advance of any desired price increase to allow the State sufficient time to make a fair and equitable determination to any such requests). 21.3 All price adjustments will be implemented by a formal contract amendment. The State shall determine whether the requested price increase or an alternate option is in the best interest of the State. 22. Price Reductions Price reductions may be submitted in writing to the state for consideration at any time during the contract period. The contractor shall offer the state a price reduction on the contract product(s) concurrent with a published price reduction made to other customers. The state at its own discretion may accept a price reduction. Price reductions shall include the following: • A formal announcement from the manufacturer that the cost of the contract product has been reduced. • Documentation, i.e., published cost lists, from the manufacturer showing, to the satisfaction of the state, the actual cost reduction. • Documentation showing that the published cost reductions have been offered to other distributors. Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 23 of 52 23. Product Discontinuance The State may award contracts for particular products, models and/or product lines of parts as a result of this solicitation. In the event that the manufacturer discontinues a product, model or product line, the State at its sole discretion may allow the contractor to provide a substitute for the discontinued item. The contractor shall request permission to substitute a new product, model or product line and provide the following: • A formal announcement from the manufacturer that the product, model or product line has been discontinued. • Documentation from the manufacturer that names the replacement product, model or product line. 24. Sales Promotions 24.1 In addition to decreasing contract pricing in accordance with the provision entitled price reductions, the contractor may conduct sales promotions involving specific products or groups of products specified herein for specified time periods. If electing to exercise this provision the contractor shall submit: • A formal request that identifies the affected contract product or product groups • The promotional price vs. the existing contract price • The start and end date of the sales promotion; 24.2 Approval shall be in the form of a contract amendment. Pricing shall be available to all eligible agencies through the dates specified in the request. Upon approval the contractor shall provide conspicuous notice of the promotion. 25. Safety Standards All vehicles supplied on this contract must comply with the current 49CFR571, Federal Motor Vehicle Safety Standards (FMVSS) and 49CFR393, Parts and Accessories Necessary for Safe Operation. 26. Serial Numbers The contract is for equipment on which the original manufacturers' serial number has not been altered in any way. Throughout the contract term, the state reserves the right to reject any altered equipment. 27. Telephone Ordering Support Contractor(s) shall accept collect telephone calls and/or provide and maintain a toll free number for eligible agency use. Failure to maintain this service may be cause for cancellation of the contract. 28. Warranty (Vehicles) All equipment supplied under these specifications shall be fully warranted by the vehicle manufacturer against mechanical and electrical defects for a minimum period of 36 months from the date of acceptance. This warranty shall cover such items as actual repair labor, parts, and shipping charges to and from the nearest service facility or other designated repair depot. Any defects of design, workmanship or material, shall be fully corrected by the vendor without cost to the state agency or political subdivision. The written warranty shall be included with the delivered vehicles to the using agency. 29. Cancellation 29.1 The State reserves the right to cancel the whole or any part of the contract due to failure of the Contractor to carry out any term, promise, or condition of the contract. The State will issue a written ten (10) day notice of default to the Contractor if any of the following occur: • The contractor provides material that does not meet the specifications of the contract • The contractor fails to adequately perform the services set forth in the specifications of the contract • The contractor fails to complete the work required or furnish the materials required with in the time stipulated by the contract • The contractor fails to make progress in the performance of the contract and/or gives the state reason to believe that the contractor will not or cannot perform to the requirements of the contract. 29.2 Upon receipt of the written notice of concern, the contractor shall have ten (10) days to provide a satisfactory response to the state. Failure on the part of the contractor to adequately address all issues of concern may result in the state resorting to any single or combinations of the following remedies. • Cancellation of Contract • Reserve all rights or claims to damage for breach of any covenant of the contract • Perform any test or analysis on materials for compliance with the specifications of the contract. If the result of any test confirms a material non compliance with the specifications, any reasonable expense of testing shall be borne by the contractor Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 24 of 52 29.3 In case of default, the state reserves the right to purchase materials, or to complete the required work in accordance with the Arizona Procurement Code. The state may recover reasonable excess costs from the contractor by; • Deduction form an unpaid balance • Collection against the bid and/or performance bond; or • Any combination of the above or any other remedies as provided by law. 30. Cancellation For Possession Of Weapons On State Property This contract may be cancelled if contractor or any subcontractors or others in the employ or under the supervision of the contractor or subcontractors is found to be in possession of weapons. Possession of weapons (firearms, explosive device, knife or blade of more than three inches, or any other instrument designed for lethal or disabling use) is prohibited on State property pursuant to A.R.S. §13 3102. Such property includes State owned or leased office building, yards, parking lots, construction sites or state owned vehicles. Further, if the contractor or any subcontractors or others in the employ or under the supervision of the contractors or subcontractors are asked by an State official to leave the State property and fail to comply with such a request shall result in cancellation of the contract and anyone who refuses, whether armed or not, is subject to prosecution under A.R.S. § 13 1502, 'Criminal trespass in the third degree; classification.' 31. Confidentiality of Records The contractor shall establish and maintain procedures and controls acceptable to the State for the purpose of assuring that information or data in its possession is not mishandled, misused, released, disclosed, or used in an inappropriate manner by it, its agents, officers, or employees. This includes information contained in its records obtained from the State or others, necessary for contract performance. The contractor shall take all reasonable steps and precautions to safeguard this information and data and shall not divulge the information or data to parties other than those needed for the performance of duties under the contract. 32. Contraband Any person who takes into or out of, or attempts to take into or out of a correctional facility or the grounds belonging to or adjacent to a correctional facility, any item not specifically authorized by the correctional facility shall be prosecuted under the provisions of the Arizona Revised Statutes. All persons, including employees and visitors, entering upon these confines are subject to routine searches of their person, vehicles, property of packages. 32.1 DEFINITION − A.R.S. ¦ 13−2501 Contraband means any dangerous drug, narcotic drug, intoxication liquor of any kind, deadly weapon, dangerous instrument, explosive or any other article whose use or possession would endanger the safety, security, or preservation of order in a correctional institution or any person therein. (Any other article includes any substance which could cause abnormal behavior, i.e. marijuana, nonprescription medication, etc.) 32.2 PROMOTING PRISON CONTRABAND − A.R.S. ¦ 13−2505 1. A person, not otherwise authorized by law, commits promoting prison contraband: A. By knowingly taking contraband into a correctional facility or the grounds of such a facility; or B. By knowingly conveying contraband to any person confined in a correctional facility; or C. By knowingly making, obtaining or possessing contraband while being confined in a correctional facility. 2. Promoting prison contraband is a Class 5 felony. 33. RISK AND LIABILITY 33.1 INDEMNIFICATION: Contractor agrees to indemnify, defend, save and hold harmless the State of Arizona, and their respective directors, officers, officials, agents and employees (hereinafter referred to as "Indemnitee") from and against any and all claims, actions, liabilities, costs, losses, or expenses, including reasonable attorney's fees, (hereinafter collectively referred to as "Claims") arising out of actual or alleged bodily injury or personal injury of any person (including death) or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of Contractor's directors, officers, agents, employees, volunteers or subcontractors. This indemnity includes any claim or amount arising or recovered under the Workers' Compensation Law or arising out of the failure of Contractor to conform to any federal, state or local law, statute, ordinance, rule, regulation or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all Claims. It is agreed that Contractor will be responsible for primary loss investigation, defense and judgment costs where this indemnification is applicable. Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 25 of 52 This indemnity shall not apply if the contractor or sub-contractor(s) is/are an agency, board, commission or university of the State of Arizona. 33.2 INSURANCE REQUIREMENTS: Vendor shall procure and maintain, until all of their obligations, including any warranty periods under this Contract, are satisfied, insurance against claims for injury to persons or damage to property which may arise from or in connection with the purchase and or use of the commodity. The insurance requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The State of Arizona in no way warrants that the minimum limits contained herein are sufficient to protect the Vendor from liabilities that might arise out of the purchase and use of the commodities sold under this Contract by the Vendor, his agents, representatives, employees or subcontractors and Vendor is free to purchase such additional insurance as may be determined necessary. A. MINIMUM SCOPE AND LIMITS OF INSURANCE: Contractor shall provide coverage at least as broad and with limits of liability not less than those stated below. 1. Commercial General Liability – Occurrence Form Policy shall include bodily injury, property damage, personal injury and broad form contractual liability. • General Aggregate $2,000,000 • Products – Completed Operations Aggregate $1,000,000 • Personal and Advertising Injury $1,000,000 • Fire Legal Liability $ 50,000 • Blanket Contractual Liability – Written and Oral $1,000,000 • Each Occurrence $1,000,000 2. Business Automobile Liability Bodily Injury and Property Damage for any owned, hired, and/or non-owned vehicles used in the performance of this Contract. Combined Single Limit (CSL) $1,000,000 a. The policy shall be endorsed to include the following additional insured language: “The State of Arizona, its departments, agencies, boards, commissions, universities and its officers, officials, agents, and employees shall be named as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Contractor, involving automobiles owned, leased, hired or borrowed by the Contractor." b. Policy shall contain a waiver of subrogation against the State of Arizona, its departments, agencies, boards, commissions, universities and its officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor. 3. Worker's Compensation and Employers' Liability Workers' Compensation Statutory Employers' Liability Each Accident $ 500,000 Disease – Each Employee $ 500,000 Disease – Policy Limit $1,000,000 a. Policy shall contain a waiver of subrogation against the State of Arizona, its departments, agencies, boards, commissions, universities and its officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor. b. This requirement shall not apply to: Separately, EACH contractor or subcontractor exempt under A.R.S. 23-901, AND when such contractor or subcontractor executes the appropriate waiver (Sole Proprietor/Independent Contractor) form. Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 26 of 52 B. ADDITIONAL INSURANCE REQUIREMENTS: The policies are to contain, or be endorsed to contain, the following provisions: 1. The State of Arizona, its departments, agencies, boards, commissions, universities and its officers, officials, agents, and employees wherever additional insured status is required. Such additional insured shall be covered to the full limits of liability purchased by the Contractor, even if those limits of liability are in excess of those required by this Contract. 2. The Contractor's insurance coverage shall be primary insurance with respect to all other available sources. 3. Coverage provided by the Contractor shall not be limited to the liability assumed under the indemnification provisions of this Contract. C. NOTICE OF CANCELLATION: With the exception of (10) day notice of cancellation for non-payment of premium, any changes material to compliance with this contract in the insurance policies above shall require (30) days written notice to the State of Arizona. Such notice shall be sent directly to (State of Arizona Department Representative's Name & Address) and shall be sent by certified mail, return receipt requested. D. ACCEPTABILITY OF INSURERS: Insurance is to be placed with duly licensed or approved non-admitted insurers in the State of Arizona with an “A.M. Best” rating of not less that A- VII. The State of Arizona in no way warrants that the above- required minimum insurer rating is sufficient to protect the Vendor from potential insurer insolvency. E. VERIFICATION OF COVERAGE: Contractor shall furnish the State of Arizona with certificates of insurance (ACORD form or equivalent approved by the State of Arizona) as required by this Contract. The certificates for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. All certificates and endorsements are to be received and approved by the State of Arizona before work commences. Each insurance policy required by this Contract must be in effect at or prior to commencement of work under this Contract and remain in effect for the duration of the project. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal, is a material breach of contract. All certificates required by this Contract shall be sent directly to (State of Arizona Department Representative's Name and Address). The State of Arizona project/contract number and project description are to be noted on the certificate of insurance. The State of Arizona reserves the right to require complete, certified copies of all insurance policies required by this Contract at any time. DO NOT SEND CERTIFICATES OF INSURANCE TO THE STATE OF ARIZONA'S RISK MANAGEMENT DIVISION. F. APPROVAL: Any modification or variation from the insurance requirements in this Contract must have prior approval from the State of Arizona Department of Administration, Risk Management Division, whose decision shall be final. Such action will not require a formal contract amendment, but may be made by administrative action. G. EXCEPTIONS: In the event the Contractor or sub-contractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a Certificate of Self-Insurance. If the contractor or sub-contractor(s) is/are a State of Arizona agency, board, commission, or university then none of the above shall apply. Supplemental Vehicle Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 27 of 52 1. Changes. The State reserves the right to revise the delivery and schedule and make other changes within the general Scope of Work as may be deemed necessary to best serve the interest of the State. All changes shall be documented by formal amendments to the contract. 2. Outright Purchase. The Contractor shall be authorized to sell vehicles on an outright purchase basis only. No financing or installment payments are a part of this agreement. Title shall transfer to the ordering entity at the time of acceptance, or when the vehicle(s) is accepted at the user's site. 3. Order Guides. Contractor shall be responsible for furnishing a copy of the manufacturers order guide, at no charge, upon request by any State agency or eligible political subdivision 4. Special Paint Requirement 4.1. There may be a requirement for special paint for some fleet vehicles, i.e., special highway yellow and special agency fleet colors. An increase of no more than thirty (30) days over the required delivery time shall be allowed for this requirement. 4.2. Contractors shall indicate on Questionnaire #1 if there are quantity requirements or an additional cost for special fleet colors. If no information is entered on the Questionnaire, it shall be understood that there is no quantity requirement or additional cost. 5. Special Title Requirement. There may be a requirement for the title on some vehicles purchased to be titled to other than the ordering agency. The State has programs that require equipment purchased from special funds be returned to the State's communities. These purchases shall be made for authorized political subdivisions. 6. Tires 6.1. All spare tires and wheels shall be factory supplied, or if dealer installed, match the OEM tires and wheels contained on the vehicle. Temperature rating for tires shall be specified on the factory invoice. Note: Spare tires for trucks must be full size tire and wheel identical to factory OEM. 6.2. Waste tire fee - As referenced under A.R.S. 44-1302, the waste tire fee shall not exceed $1.00 for each new tire contained on or in new vehicles for any GVW. 7. Vehicle Contracts Phase I and Phase II (Including Purchases From Stock) 7.1. The State of Arizona shall continue to have two-phase contracts for vehicles. The intent of the two-phase contract is to allow state agencies and political sub-divisions vehicle contract coverage for a full 12-month period. 7.2. Phase I shall take effect upon award of this Invitation for Bid and shall expire on the factory cut-off date. 7.3. Additional manufacturer options or upgrades which may be purchased during the term of the contract shall be priced from the "Invoice" column of the Kelley Blue Book, New Price Manual for current models. The prices used shall be from the current publication of the Kelley Blue Book that includes the vehicle in question. Contractor shall also offer all option package discounts or additional factory incentives that may be available to contract users at the time purchase order is placed. All prices, which are stated in the Kelley Blue Book New Price Manual, shall be considered correct unless otherwise documented in writing to ordering entity for review and approval. If pricing is not available for the Kelley Blue Book for options at the time of order, then dealer invoice shall prevail and shall be submitted to the ordering agency. The dealers’ invoice shall be unaltered to include original pricing from the manufacturer. Options shall be added or deleted accordingly. Failure to price in this manner may be cause for contract cancellation. 7.4. Additional non-manufacturer accessories, options or upgrades to be purchased from the Contractor for installation on a vehicle purchased under this contract shall be priced at documented dealer’s cost with no additional profit. The justification for these costs is at the discretion of the ordering agency 8. Vehicle Pricing-Phase II (Purchases From Stock) 8.1. Purchases from dealer’s stock may occur at any time during the contract, including during Phase II, which shall be effective upon the expiration date of Phase I and shall expire upon the award of the succeeding year vehicle contract. 8.2. State agencies and political subdivisions have historically purchased many vehicles during the Phase II portion of the contract. It is imperative that bidders/contractors view this portion of the contract as a Contractual Requirement. 8.3. Vehicles in the Phase II/purchase from stock portion of the contract shall be priced as follows: Supplemental Vehicle Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 28 of 52 8.4. The Phase II, or purchase from stock, contract price for the vehicles shall be the dealers cost as shown on the manufacturer’s invoice for the vehicle in question, less the manufacturer’s bid assistance available for that model/power- train combination plus dealer margin for the applicable contract item number. Contractor shall provide a copy of manufacturer’s invoice to the ordering agency. The manufacturer’s invoice shall be unaltered to include original pricing from the manufacturer. Failure to price in this manner may be cause for contract cancellation. Transportation costs to transfer a vehicle from another dealer for a Phase II or purchase from stock may be added to the cost of the vehicle. The justification for this cost is at the discretion of the ordering agency. 9. Cloth Seats. Dealer installed cloth inserts shall be acceptable in place of manufacturer-installed cloth seats provided the fabric used is of automotive grade, and installation is performed at a standard equal to or exceeding that performed at a standard equal to or exceeding that performed by the manufacturer. Fabric types and colors used shall coordinate with original OEM standard for the vehicle specified. 10. Vehicle Decals. Decals or markings of any type pertaining to advertisement other than the manufacturer's name or model designation normally installed by the manufacturer on equipment shall not be attached to any vehicle. 11. Vehicle Deficiency Response. Each item delivered shall be subject to a complete inspection by the ordering agency prior to acceptance. Inspection criteria shall include, but not be limited to, conformity to the specifications, mechanical integrity, quality, workmanship and materials. Ten (10) calendar days shall be allowed for this process. If delivered equipment is returned to the contractor prior to acceptance for any reason, additional periods of thirty (30) calendar days shall be allowed for inspection when subsequent deliveries occur. All corrections shall be made within seven (7) calendar days of reported deficiency. All corrections shall be made without any inconvenience to the State. 12. Vehicle Documentation. The Contractor shall include in each vehicle an owner, operator and maintenance manual. This shall include all standard manufacturer literature normally furnished with the purchase of a new vehicle at the time of delivery. 13. Vehicle Existing Warranties. 13.1. Warranties and service contracts may be offered as optional items where indicated on the Price Sheets. These items are optional and justification for these costs is at the discretion of the ordering agency. The warranty contract shall pay for the repair or replacement of any covered parts that are defective in materials or workmanship, except for the first stated deductible per eligible repair visit. Covered repairs shall not be charged more than one deductible per visit, even if more than one component is repaired. 13.2. Characteristics: Major components that shall be covered by the extended warranty contract: 13.2.1. Engine - Cylinder block, heads, all internal lubricated parts, manifolds, timing gear and chain or belt, flywheel, valve covers, oil pan, timing chain cover, oil pump, seals and gaskets, water pump, fuel pump, tank, line and radiator. Not included are the carburetion and gasoline or diesel fuel injection components. 13.2.2. Transmission - Transmission case and all internal parts, including torque converter, transfer case, seals and gaskets. 13.2.3. Rear wheel drive - Drive axle housing, including all internal parts, universal joints, axle shafts, wheel bearings and retainers, seals, gaskets, drive shaft, and constant velocity joints. 13.2.4. Steering - Power steering pump, cooler and lines. Manual and power steering gear housing (and all internal parts), linkages, control valve and cylinder, main and intermediate steering shafts and couplings. 13.2.5. Front suspension - struts, upper and lower control arms, control arm shafts and bushings, upper and lower ball joints, king pins and bushings, spindle and spindle supports, stabilizer shaft, linkage and bushings. Not included are front-end alignment, wheel balance, and the replacement of shock absorbers. 13.2.6. Brakes - Master cylinder, power booster, calipers and wheel cylinders, combination valve, all lines and fittings, backing plates, springs, clips and retainers, self adjusters, parker brake linkage, cables and anti-lock brake components. Excludes linings, pads, drums, and rotors (except when required in conjunction with a repair to a covered part). 13.2.7. Air conditioning - Compressor and compressor seals, condenser evaporator, clutch, pulley and heater blower. Supplemental Vehicle Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 29 of 52 13.2.8. Electrical - Alternator, starter motor, voltage regulator, wiper motors, electronic ignition module, manually operated switches, heated back glass and wiring harnesses. 13.2.9. Other - Power windows, components and cruise control. 13.2.10. Towing expenses. 13.3. The above referenced extended warranty package of 60 or 72 month and/or 100,000 miles may be offered as an "option." Contractors may also offer 36 month and/or 36,000 miles and 48 month and/or 48,000 miles Service Agreements in the areas provided on the Price Sheets. 14. Excise Tax Exemption. The State of Arizona and its political subdivisions are exempt from federal excise tax in the case of sales of articles to state agencies or political subdivision for use in the exercise of essential government functions. It is agreed that where articles purchased tax-free under the exemption are used for purposes other than in the exercise of essential functions, or are sold to employees or others, the user shall report such facts to the vendor. 15. Fluid Requirements. Contractor shall be responsible for notification of special fluid requirements that are necessary to maintain standard and extended warranties and service agreements. i.e. transmission fluid, anti-freeze, oils and lubricants that must be OEM only. 16. Equipment Inspection. 16.1. Contractor shall retain title and control of all goods until they are delivered, inspected and accepted. All risk of transportation and related charges shall be the responsibility of the contractor. The contractor shall file all claims for visible and concealed damage. The State shall notify the contractor promptly of any damaged goods and shall assist the contractor in arranging for inspection. 16.2. Each vehicle delivered shall be subject to a complete inspection by the ordering agency prior to acceptance. Inspection criteria shall include, but not be limited to, conformity to the specifications, mechanical integrity, quality, workmanship and materials. Ten (10) calendar days shall be allowed for this process if delivery is for 10 vehicles or less. When delivery exceeds 10 vehicles per day, there shall be an allowance of 30 days. If delivered equipment is returned to the contractor prior to acceptance for any reason, additional periods of thirty (30) calendar days shall be allowed for inspection when subsequent deliveries occur. All corrections shall be made within seven (7) calendar days of reported deficiency. All corrections shall be made without any inconvenience to the State. 17. In-Service Notification. Vehicles not placed in service immediately upon receipt shall be warranted from the date the vehicle is placed in service. The receiving agency shall notify the vendor or manufacturer in writing of the actual in-service date, on forms to be provided for such purpose upon request by agency. 18. Optional Equipment. All optional equipment and accessories shall be original equipment from the manufacturer and installed at the factory unless otherwise specified. 19. Safety Enhancements. All vehicles purchased under any resultant contract shall be equipped with the latest OEM safety enhancements available at the time of delivery. Option packages which include ABS brakes, side curtain air bags, daytime running lamps, reverse sensing systems, etc., shall be listed on the Vehicle Specification Sheet. 20. Recall Notices. In the event of any recall notice, technical service bulletin, or other important notification affecting a vehicle purchased from any resultant contract, a notice shall be sent to the purchasing agency listed on each applicable purchase order. Each notice shall reference the affected purchase order and vehicle identification number. The Contractor shall provide and retrofit at no cost to the State all vehicles purchased under this contract with vehicle safety enhancements as a result of the recall. 21. Service Requirements. 21.1. All vehicles shall be completely assembled, serviced, adjusted and all equipment including standard and optional equipment shall be installed and the units made ready for continuous operation. Supplemental Vehicle Special Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 30 of 52 21.2. Servicing shall include: • Complete Lubrication • Checking of all fluid levels to insure that they are filled to the manufacturer's recommended capacity. • Full tank(s) of fuel, less delivery fuel. • Engine adjustment to proper operation condition. • Tire inflation to correct pressure. • Checking of all mechanical and electrical operations. • Checking for any appearance defects. • Cleaning, removal of all unnecessary tags and stickers, washing if necessary. 22. Shop Manuals. The successful Bidder shall provide order forms for shop manuals to requesting agencies. Each individual agency shall be responsible for all standard costs. 23. New Products. 23.1. The State; at its sole discretion, may allow new products announced by manufactures represented on the contract to be incorporated. The request may be submitted at any time during the contract period and shall be supplemented with the following information. Failure to supply any of the following information with the request shall result in the State not considering the request. 23.1.1. A formal announcement from the manufacturer stating that the product(s) are new and were not available at the time of contract award. 23.1.2. Documentation from the manufacturer that cites the effected products by item number and description. 23.1.3. Documentation that provides clear evidence that the new products are those that are within an established contract group. NO OTHER PRODUCTS SHALL BE ALLOWED. 23.1.4. That states prices at which sales are currently or were last made to a significant number of any categories of buyers or buyers constituting the general buying public for the materials or services involved and that will be sold at the existing discount (percents %) from list price as existing products. 23.2. Approval shall be in the form of a contract amendment and shall become effective on the date specified in the amendment. Upon approval by the State, the contractor shall make available all electronic and hard catalog/price list updates to all eligible agencies at no additional cost to the State. 23.3. The State; at its sole discretion, may allow needed vehicle upfit/modifications requirements of new products incorporated to the resulting contract(s). Federal Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 31 of 52 THE FOLLOWING SPECIAL TERMS AND CONDITIONS SHALL APPLY TO PURCHASES OF ANY VEHICLES PROCURED WITH FEDERAL FUNDS 1. BUS TESTING The Contractor (Manufacturer) agrees to comply with 49 U.S.C. §5323 (C) and FTA ‘s implementing regulation at 49CFR Part 665 and shall perform the following: 1.1 Manufacturer of a new bus model or a bus produced with a major change in components or configuration shall provide a copy of the final test report to the recipient at a point in the procurement process specified by the recipient which shall be prior to the recipient’s final acceptance of the first vehicle. 1.2 A manufacturer who releases a report under paragraph 1 above shall provide notice to the operator of the testing facility that the report is available to the public. 1.3 If the manufacturer represents that the vehicle was previously tested, the vehicle being sold should have the identical configuration and major components as the vehicle in the test report, which must be provided to the recipient prior to the recipient’s final acceptance of the first vehicle. If the configuration or components are not identical, the manufacturer shall provide a description of the change and the manufacturer’s basis for concluding that it is not a major change requiring additional testing. 1.4 If the manufacturer represents that the vehicle is “grandfathered” (has been used in mass transit service in the United States before October 1, 1988, and is currently being produced without a major change in configuration or components), the manufacturer shall provide the name and address of the recipient of such vehicle and the details of that vehicle’s configuration and major components. 1.5 ATTACHMENT IV Certification of Compliance with FTA’S Bus Testing Requirements (sign and return with offer). 2. BUY AMERICA The Contractor agrees to comply with 49 U.S.C. 5323 (j) and 49 CFR Part 661, which provide that federal funds may not be obligated unless steel, iron, and manufactured products used in FTA-funded projects are produced in the United States, unless a waiver has been granted by FTA or the product is subject to a general waiver. General waivers are listed in 49 CFR 661.7 and include final assembly in the United States for 15 passenger vans and 15 passenger wagons produced by Chrysler Corporation, microcomputer equipment, software, and small purchases (currently less than $100,000) made with capital, operating, or planning funds. Separate requirements for rolling stock are set out at 5323(j)(2)(C) and 49 CFR 661.11. RoIling stock not subject to a general waiver must be manufactured in the United States and have a 60 percent domestic content. A bidder or Offeror must submit to the FIA recipient and appropriate Buy America certification ATTACHMENT III with all bids or offers on FTA-funded contracts, except those subject to a general waiver. Bids or offers that are not accompanied by a completed Buy America certification must be rejected as non-responsive. This requirement does not apply to lower tier subcontractors. 3. CARGO PREFEREENCE REQUIREMENTS The contractor agrees: 3.1 To use privately owned United States-Flag commercial vessels to ship at least 50 percent of the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers) involved, whenever shipping any equipment, material, or commodities pursuant to the underlying contract to the extent such vessels are available at fair and reasonable rates for United States-Flag commercial vessels. 3.2 To furnish within 20 working days following the date of loading for shipments originating within the United States or within 30 days following the date of leading for shipments originating outside the United States, a legible copy of a rated, “on-board” commercial ocean bill-of-lading in English for each shipment of cargo described in the Preceding Paragraph to the Division of National Cargo, Office of Market Development, Maritime Administration, Washington, DC 20590 and to the FTA recipient (through the contractor in the case of a subcontractor’s bill-of-lading.) Federal Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 32 of 52 3.3 To include these requirements in all subcontracts issued Pursuant to this contract when the subcontract may involve the transport of equipment, material, or commodities by ocean vessel. 4. CIVIL RIGHTS 4.1 The Contractor is required to comply with Executive Order 99-4 “Non-Discrimination in Employment by Government Contractors and Subcontractors,” which is hereby included in its entirety by reference and considered a part of this Contract. 4.2 The Contractor is required to comply with Title VI of the Civil Rights Act of 1964, as amended. Accordingly, Title 49, Code of Federal Regulations, Part 21 through Appendix H and Title 23 CFR 710.405 (b) are made applicable by reference and are hereinafter considered part of this Contract. 4.3 The Contractor is required to comply with the provisions of Executive Order 11246, entitled “ Equal Employment Opportunity,” as amended by Executive Order 11375, and as supplemented in Department of Labor Regulations (41 CFR Part 60). Said provisions are made applicable by reference and are hereinafter considered a part of this Contract. 5. CLEAN AIR The Contractor agrees to: 5.1 Comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §~ 7401 et.seq. The Contractor agrees to report each violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. 5.2 Include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. 6. CLEAN WATER The contractor agrees to: 6.1 Comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et ~g. 6.2 To report each violation to the Purchaser and understands and agrees that the Purchaser shall, In turn, report each violation as required to assure notification to the FTA and the appropriate EPA Regional Office. 6.3 To include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. 7. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT 7.1 Overtime Requirements: No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. 7.2 Violation; liability for unpaid wages; liquidated damages: In the event of any violation of the clause set forth in paragraph (a) of this section the contractor and any subcontractor responsible therefore shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (a) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (a) of this section. Federal Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 33 of 52 7.3 Withholding for unpaid wages and liquidated damages: The grantee or recipient shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b) of this section. 7.4 Subcontractors: The contractor or subcontractor shall insert in any subcontracts the clauses set forth in this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in this section. 7.5 Payrolls and basic records: Relating thereto shall be maintained by the contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work (or under the United States Housing Act of 1937, or under the Housing Act of 1949, in the construction or development of the project). Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or cost anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b)(2)(B) of the Davis-Bacon Act), daily and weekly number of hours worked, deductions made and actual wages paid. Whenever the Secretary of Labor has found under 29CFR 5.5(a)(1 )(iv) that the wages of any laborer or mechanic include the amount of any cost reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. 8. ENERGY CONSERVATION The contractor agrees to comply with mandatory 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. 9. FEDERAL CHANGES Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Agreement (Form FTA MA (2) dated October, 1995) between Purchaser and FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor’s failure to so comply shall constitute a material breach of this contract. 10. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1 C, dated May 1, 1995, are hereby incorporated by reference. Anything, to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any (name of grantee) requests, which would cause (name of grantee) to be in violation of the FTA terms and conditions. Federal Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 34 of 52 11. LOBBYING RESTRICTIONS Contractors who apply or bid for an award of $100,000.00 or more shall file the certification required (ATTACHMENT ASSIGN NUMBER) by 49CFR part 20, “New Restrictions of Lobbying”. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contracts on its behalf with non-Federal funds with respect to the Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the recipient. 12. NO GOVERNMENT OBLIGATION TO THIRD PARTIES 12.1 The Purchaser and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. 12.2 The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. 13. PRE-AWARD AND POST- DELIVERY AUDIT REQUIREMENTS The contractor agrees to comply with 49 U.S.C. § 5323 (1) and FTA’s implementing regulation at 49 C.F.R. Part 663 and to submit the following certifications: 13.1 Buy America Requirements: The Contractor shall complete and submit a declaration certifying either compliance or noncompliance with Buy America ATTACHMENT III. If the bidder/offeror certifies compliance with Buy America, it shall submit documentation, which lists: 13.1.1 Component and sub-component parts of the rolling stock to be purchased identified by manufacturer of the parts, their country of origin and costs. 13.1.2 The location of the final assembly point for the rolling stock, including a description of the activities that will take place at the final assembly point and the cost of final assembly. 13.2 Solicitation Specification Requirements: The contractor shall submit evidence that it will be capable of meeting the bid specifications. 13.3 Federal Motor Vehicle Safety Standards (FMVSS): The Contractor shall submit: 13.3.1 Manufacturer’s FMVSS self-certification sticker information that the vehicle complies with relevant FMVSS or; 13.3.2 Manufacturer’s certified statement that the contracted buses will not be subject to FMVSS regulations. 14. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENT OR RELATED ACTS 14.1 The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. §~ 3801 et seq. And U.S. DOT regulations, “Program Fraud Civil Remedies, “49 C.F.R. Part 31, apply to its actions pertaining to this project. Upon execution of the underlying contract, the Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may be applicable, the Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the contractor to the extent the Federal Government deems appropriate. Federal Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 35 of 52 14.2 The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under authority of 49 U.S.C. ~ 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. §5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate. 14.3 The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. 15. PRIVACY ACT 15.1 The Contractor agrees to comply with, and assures the compliance of its employees with, the information restrictions and other applicable requirements of the Privacy Act of 1974, 5U.S.C. § 552a. Among other things, the contractor agrees to obtain the express consent of the Federal Government before the Contractor or its employees operate a system of records on behalf of the Federal Government. The Contractor understands that the requirements of the Privacy Act, including the civil and criminal penalties for violation of that Act, apply to those individuals involved, and that failure to comply with the terms of the Privacy Act may result in termination of the underlying contract. 15.2 The Contractor also agrees to include these requirements in each subcontract to administer any system of records on behalf of the Federal Government financed in whole or in part with Federal assistance provided by FTA. 16. STATE AND LOCAL LAW DISCLAIMER The use of many of the suggested clauses are not governed by Federal Law, but are significantly affected by State Law. The language of the suggested clauses may need to be modified depending on state law, and that before the suggested clauses are used in the grantees procurement documents, the grantees should consult with their local attorney. Uniform Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 36 of 52 1. Definition of Terms As used in this Solicitation and any resulting Contract, the terms listed below are defined as follows: 1.1. “Attachment” means any item the Solicitation requires the Offeror to submit as part of the Offer. 1.2. “Contract” means the combination of the Solicitation, including the Uniform and Special Instructions to Offerors, the Uniform and Special Terms and Conditions, and the Specifications and Statement or Scope of Work; the Offer and any Best and Final Offers; and any Solicitation Amendments or Contract Amendments. 1.3. "Contract Amendment" means a written document signed by the Procurement Officer that is issued for the purpose of making changes in the Contract. 1.4. “Contractor” means any person who has a Contract with the State. 1.5. “Days” means calendar days unless otherwise specified. 1.6. “Exhibit” means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the Solicitation. 1.7. “Gratuity” means a payment, loan, subscription, advance, deposit of money, services, or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value is received. 1.8. “Materials” means all property, including equipment, supplies, printing, insurance and leases of property but does not include land, a permanent interest in land or real property or leasing space. 1.9. “Procurement Officer” means the person, or his or her designee, duly authorized by the State to enter into and administer Contracts and make written determinations with respect to the Contract. 1.10. “Services” means the furnishing of labor, time or effort by a contractor or subcontractor which does not involve the delivery of a specific end product other than required reports and performance, but does not include employment agreements or collective bargaining agreements. 1.11. “Subcontract” means any Contract, express or implied, between the Contractor and another party or between a subcontractor and another party delegating or assigning, in whole or in part, the making or furnishing of any material or any service required for the performance of the Contract. 1.12. “State” means the State of Arizona and Department or Agency of the State that executes the Contract. 1.13. “State Fiscal Year” means the period beginning with July 1 and ending June 30. 2. Contract Interpretation 2.1. Arizona Law. The Arizona law applies to this Contract including, where applicable, the Uniform Commercial Code as adopted by the State of Arizona and the Arizona Procurement Code, Arizona Revised Statutes (A.R.S.) Title 41, Chapter 23, and its implementing rules, Arizona Administrative Code (A.A.C.) Title 2, Chapter 7. 2.2. Implied Contract Terms. Each provision of law and any terms required by law to be in this Contract are a part of this Contract as if fully stated in it. 2.3. Contract Order of Precedence. In the event of a conflict in the provisions of the Contract, as accepted by the State and as they may be amended, the following shall prevail in the order set forth below: 2.3.1. Special Terms and Conditions; 2.3.2. Uniform Terms and Conditions; 2.3.3. Statement or Scope of Work; 2.3.4. Specifications; 2.3.5. Attachments; 2.3.6. Exhibits; 2.3.7. Documents referenced or included in the Solicitation. 2.4. Relationship of Parties. The Contractor under this Contract is an independent Contractor. Neither party to this Contract shall be deemed to be the employee or agent of the other party to the Contract. 2.5. Severability. The provisions of this Contract are severable. Any term or condition deemed illegal or invalid shall not affect any other term or condition of the Contract. Uniform Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 37 of 52 2.6. No Parole Evidence. This Contract is intended by the parties as a final and complete expression of their agreement. No course of prior dealings between the parties and no usage of the trade shall supplement or explain any terms used in this document and no other understanding either oral or in writing shall be binding. 2.7. No Waiver. Either party’s failure to insist on strict performance of any term or condition of the Contract shall not be deemed a waiver of that term or condition even if the party accepting or acquiescing in the nonconforming performance knows of the nature of the performance and fails to object to it. 3. Contract Administration and Operation 3.1. Records. Under A.R.S. § 35-214 and § 35-215, the Contractor shall retain and shall contractually require each subcontractor to retain all data and other “records” relating to the acquisition and performance of the Contract for a period of five years after the completion of the Contract. All records shall be subject to inspection and audit by the State at reasonable times. Upon request, the Contractor shall produce a legible copy of any or all such records. 3.2. Non-Discrimination. The Contractor shall comply with State Executive Order No. 2009-09 and all other applicable Federal and State laws, rules and regulations, including the Americans with Disabilities Act. 3.3. Audit. Pursuant to ARS § 35-214, at any time during the term of this Contract and five (5) years thereafter, the Contractor’s or any subcontractor’s books and records shall be subject to audit by the State and, where applicable, the Federal Government, to the extent that the books and records relate to the performance of the Contract or Subcontract. 3.4. Facilities Inspection and Materials Testing. The Contractor agrees to permit access to its facilities, subcontractor facilities and the Contractor’s processes or services, at reasonable times for inspection of the facilities or materials covered under this Contract. The State shall also have the right to test, at its own cost, the materials to be supplied under this Contract. Neither inspection of the Contractor’s facilities nor materials testing shall constitute final acceptance of the materials or services. If the State determines non-compliance of the materials, the Contractor shall be responsible for the payment of all costs incurred by the State for testing and inspection. 3.5. Notices. Notices to the Contractor required by this Contract shall be made by the State to the person indicated on the Offer and Acceptance form submitted by the Contractor unless otherwise stated in the Contract. Notices to the State required by the Contract shall be made by the Contractor to the Solicitation Contact Person indicated on the Solicitation cover sheet, unless otherwise stated in the Contract. An authorized Procurement Officer and an authorized Contractor representative may change their respective person to whom notice shall be given by written notice to the other and an amendment to the Contract shall not be necessary. 3.6. Advertising, Publishing and Promotion of Contract. The Contractor shall not use, advertise or promote information for commercial benefit concerning this Contract without the prior written approval of the Procurement Officer. 3.7. Property of the State. Any materials, including reports, computer programs and other deliverables, created under this Contract are the sole property of the State. The Contractor is not entitled to a patent or copyright on those materials and may not transfer the patent or copyright to anyone else. The Contractor shall not use or release these materials without the prior written consent of the State. 3.8. Ownership of Intellectual Property. Any and all intellectual property, including but not limited to copyright, invention, trademark, trade name, service mark, and/or trade secrets created or conceived pursuant to or as a result of this contract and any related subcontract (“Intellectual Property”), shall be work made for hire and the State shall be considered the creator of such Intellectual Property. The agency, department, division, board or commission of the State of Arizona requesting the issuance of this contract shall own (for and on behalf of the State) the entire right, title and interest to the Intellectual Property throughout the world. Contractor shall notify the State, within thirty (30) days, of the creation of any Intellectual Property by it or its subcontractor(s). Contractor, on behalf of itself and any subcontractor(s), agrees to execute any and all document(s) necessary to assure ownership of the Intellectual Property vests in the State and shall take no affirmative actions that might have the effect of vesting all or part of the Intellectual Property in any entity other than the State. The Intellectual Property shall not be disclosed by contractor or its subcontractor(s) to any entity not the State without the express written authorization of the agency, department, division, board or commission of the State of Arizona requesting the issuance of this contract. Uniform Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 38 of 52 3.9. Federal Immigration and Nationality Act. The contractor shall comply with all federal, state and local immigration laws and regulations relating to the immigration status of their employees during the term of the contract. Further, the contractor shall flow down this requirement to all subcontractors utilized during the term of the contract. The State shall retain the right to perform random audits of contractor and subcontractor records or to inspect papers of any employee thereof to ensure compliance. Should the State determine that the contractor and/or any subcontractors be found noncompliant, the State may pursue 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. 3.10 E-Verify Requirements. In accordance with A.R.S. § 41-4401, Contractor warrants compliance with all Federal immigration laws and regulations relating to employees and warrants its compliance with Section A.R.S. § 23-214, Subsection A. 3.11 Scrutinized Businesses. In accordance with A.R.S. § 35-391 and A.R.S. § 35-393, Contractor certifies that the Contractor does not have scrutinized business operations in Sudan or Iran. 3.12 Offshore Performance of Work Prohibited. Any services that are described in the specifications or scope of work that directly serve the State of Arizona or its clients and involve access to secure or sensitive data or personal client data shall be performed within the defined territories of the United States. Unless specifically stated otherwise in the specifications, this paragraph does not apply to indirect or 'overhead' services, redundant back-up services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers. 4. Costs and Payments 4.1. Payments. Payments shall comply with the requirements of A.R.S. Titles 35 and 41, Net 30 days. Upon receipt and acceptance of goods or services, the Contractor shall submit a complete and accurate invoice for payment from the State within thirty (30) days. 4.2. Delivery. Unless stated otherwise in the Contract, all prices shall be F.O.B. Destination and shall include all freight delivery and unloading at the destination. 4.3. Applicable Taxes. 4.3.1. Payment of Taxes. The Contractor shall be responsible for paying all applicable taxes. 4.3.2. State and Local Transaction Privilege Taxes. The State of Arizona is subject to all applicable state and local transaction privilege taxes. Transaction privilege taxes apply to the sale and are the responsibility of the seller to remit. Failure to collect such taxes from the buyer does not relieve the seller from its obligation to remit taxes. 4.3.3. Tax Indemnification. Contractor and all subcontractors shall pay all Federal, state and local taxes applicable to its operation and any persons employed by the Contractor. Contractor shall, and require all subcontractors to hold the State 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. 4.3.4. IRS W9 Form. In order to receive payment the Contractor shall have a current I.R.S. W9 Form on file with the State of Arizona, unless not required by law. 4.4. Availability of Funds for the Next State fiscal year. Funds may not presently be available for performance under this Contract beyond the current state fiscal year. No legal liability on the part of the State for any payment may arise under this Contract beyond the current state fiscal year until funds are made available for performance of this Contract. 4.5. Availability of Funds for the current State fiscal year. Should the State Legislature enter back into session and reduce the appropriations or for any reason and these goods or services are not funded, the State may take any of the following actions: 4.5.1. Accept a decrease in price offered by the contractor; 4.5.2. Cancel the Contract; or 4.5.3. Cancel the contract and re-solicit the requirements. Uniform Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 39 of 52 5. Contract Changes 5.1. Amendments. This Contract is issued under the authority of the Procurement Officer who signed this Contract. The Contract may be modified only through a Contract Amendment within the scope of the Contract. Changes to the Contract, including the addition of work or materials, the revision of payment terms, or the substitution of work or materials, directed by a person who is not specifically authorized by the procurement officer in writing or made unilaterally by the Contractor are violations of the Contract and of applicable law. Such changes, including unauthorized written Contract Amendments shall be void and without effect, and the Contractor shall not be entitled to any claim under this Contract based on those changes. 5.2. Subcontracts. The Contractor shall not enter into any Subcontract under this Contract for the performance of this contract without the advance written approval of the Procurement Officer. The Contractor shall clearly list any proposed subcontractors and the subcontractor’s proposed responsibilities. The Subcontract shall incorporate by reference the terms and conditions of this Contract. 5.3. Assignment and Delegation. The Contractor shall not assign any right nor delegate any duty under this Contract without the prior written approval of the Procurement Officer. The State shall not unreasonably withhold approval. 6. Risk and Liability 6.1. Risk of Loss: The Contractor shall bear all loss of conforming material covered under this Contract until received by authorized personnel at the location designated in the purchase order or Contract. Mere receipt does not constitute final acceptance. The risk of loss for nonconforming materials shall remain with the Contractor regardless of receipt. 6.2. Indemnification 6.2.1. Contractor/Vendor Indemnification (Not Public Agency) The parties to this contract agree that the State of Arizona, its departments, agencies, boards and commissions shall be indemnified and held harmless by the contractor for the vicarious liability of the State as a result of entering into this contract. However, the parties further agree that the State of Arizona, its departments, agencies, boards and commissions shall be responsible for its own negligence. Each party to this contract is responsible for its own negligence. 6.2.2. Public Agency Language Only Each party (as 'Indemnitor') agrees to indemnify, defend, and hold harmless the other party (as 'Indemnitee') from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in vicarious/derivative liability to the Indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the Indemnitor, its officers, officials, agents, employees, or volunteers." 6.3. Indemnification - Patent and Copyright. The Contractor shall indemnify and hold harmless the State against any liability, including costs and expenses, for infringement of any patent, trademark or copyright arising out of Contract performance or use by the State of materials furnished or work performed under this Contract. The State shall reasonably notify the Contractor of any claim for which it may be liable under this paragraph. If the contractor is insured pursuant to A.R.S. § 41-621 and § 35-154, this section shall not apply. 6.4. Force Majeure. 6.4.1 Except for payment of sums due, neither party shall be liable to the other nor deemed in default under this Contract if and to the extent that such party’s performance of this Contract is prevented by reason of force majeure. The term “force majeure” means an occurrence that is beyond the control of the party affected and occurs without its fault or negligence. Without limiting the foregoing, force majeure includes acts of God; acts of the public enemy; war; riots; strikes; mobilization; labor disputes; civil disorders; fire; flood; lockouts; injunctions-intervention-acts; or failures or refusals to act by government authority; and other similar occurrences beyond the control of the party declaring force majeure which such party is unable to prevent by exercising reasonable diligence. 6.4.2. Force Majeure shall not include the following occurrences: 6.4.2.1. Late delivery of equipment or materials caused by congestion at a manufacturer’s plant or elsewhere, or an oversold condition of the market; 6.4.2.2. Late performance by a subcontractor unless the delay arises out of a force majeure occurrence in accordance with this force majeure term and condition; or 6.4.2.3. Inability of either the Contractor or any subcontractor to acquire or maintain any required insurance, bonds, licenses or permits. Uniform Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 40 of 52 6.4.3. If either party is delayed at any time in the progress of the work by force majeure, the delayed party shall notify the other party in writing of such delay, as soon as is practicable and no later than the following working day, of the commencement thereof and shall specify the causes of such delay in such notice. Such notice shall be delivered or mailed certified-return receipt and shall make a specific reference to this article, thereby invoking its provisions. The delayed party shall cause such delay to cease as soon as practicable and shall notify the other party in writing when it has done so. The time of completion shall be extended by Contract Amendment for a period of time equal to the time that results or effects of such delay prevent the delayed party from performing in accordance with this Contract. 6.4.4. Any delay or failure in performance by either party hereto shall not constitute default hereunder or give rise to any claim for damages or loss of anticipated profits if, and to the extent that such delay or failure is caused by force majeure. 6.5. Third Party Antitrust Violations. The Contractor assigns to the State any claim for overcharges resulting from antitrust violations to the extent that those violations concern materials or services supplied by third parties to the Contractor, toward fulfillment of this Contract. 7. Warranties 7.1. Liens. The Contractor warrants that the materials supplied under this Contract are free of liens and shall remain free of liens. 7.2. Quality. Unless otherwise modified elsewhere in these terms and conditions, the Contractor warrants that, for one year after acceptance by the State of the materials, they shall be: 7.2.1. Of a quality to pass without objection in the trade under the Contract description; 7.2.2. Fit for the intended purposes for which the materials are used; 7.2.3. Within the variations permitted by the Contract and are of even kind, quantity, and quality within each unit and among all units; 7.2.4. Adequately contained, packaged and marked as the Contract may require; and 7.2.5. Conform to the written promises or affirmations of fact made by the Contractor. 7.3. Fitness. The Contractor warrants that any material supplied to the State shall fully conform to all requirements of the Contract and all representations of the Contractor, and shall be fit for all purposes and uses required by the Contract. 7.4. Inspection/Testing. The warranties set forth in subparagraphs 7.1 through 7.3 of this paragraph are not affected by inspection or testing of or payment for the materials by the State. 7.5. Compliance With Applicable Laws. The materials and services supplied under this Contract shall comply with all applicable Federal, state and local laws, and the Contractor shall maintain all applicable license and permit requirements. 7.6. Survival of Rights and Obligations after Contract Expiration or Termination. 7.6.1. Contractor's Representations and Warranties. All representations and warranties made by the Contractor under this Contract shall survive the expiration or termination hereof. In addition, the parties hereto acknowledge that pursuant to A.R.S. § 12-510, except as provided in A.R.S. § 12-529, the State is not subject to or barred by any limitations of actions prescribed in A.R.S., Title 12, Chapter 5. 7.6.2. Purchase Orders. The Contractor shall, in accordance with all terms and conditions of the Contract, fully perform and shall be obligated to comply with all purchase orders received by the Contractor prior to the expiration or termination hereof, unless otherwise directed in writing by the Procurement Officer, including, without limitation, all purchase orders received prior to but not fully performed and satisfied at the expiration or termination of this Contract. 8. State's Contractual Remedies 8.1. Right to Assurance. If the State in good faith has reason to believe that the Contractor does not intend to, or is unable to perform or continue performing under this Contract, the Procurement Officer may demand in writing that the Contractor give a written assurance of intent to perform. Failure by the Contractor to provide written assurance within the number of Days specified in the demand may, at the State’s option, be the basis for terminating the Contract under the Uniform Terms and Conditions or other rights and remedies available by law or provided by the contract. Uniform Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 41 of 52 8.2. Stop Work Order. 8.2.1. The State 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 period(s) of days indicated by the State after the order is delivered to the Contractor. 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. 8.2.2. If a stop work order issued under this clause is canceled or the period of the order or any extension expires, the Contractor shall resume work. The Procurement Officer shall make an equitable adjustment in the delivery schedule or Contract price, or both, and the Contract shall be amended in writing accordingly. 8.3. Non-exclusive Remedies. The rights and the remedies of the State under this Contract are not exclusive. 8.4. Nonconforming Tender. Materials or services supplied under this Contract shall fully comply with the Contract. The delivery of materials or services or a portion of the materials or services that do not fully comply constitutes a breach of contract. On delivery of nonconforming materials or services, the State may terminate the Contract for default under applicable termination clauses in the Contract, exercise any of its rights and remedies under the Uniform Commercial Code, or pursue any other right or remedy available to it. 8.5. Right of Offset. The State shall be entitled to offset against any sums due the Contractor, any expenses or costs incurred by the State, or damages assessed by the State concerning the Contractor’s non-conforming performance or failure to perform the Contract, including expenses, costs and damages described in the Uniform Terms and Conditions. 9. Contract Termination 9.1. Cancellation for Conflict of Interest. Pursuant to A.R.S. § 38-511, the State may cancel this Contract within three (3) years after Contract execution without penalty or further obligation if any person significantly involved in initiating, negotiating, securing, drafting or creating the Contract on behalf of the State is or becomes at any time while the Contract or an extension of the Contract is in effect an employee of or a consultant to any other party to this Contract with respect to the subject matter of the Contract. The cancellation shall be effective when the Contractor receives written notice of the cancellation unless the notice specifies a later time. If the Contractor is a political subdivision of the State, it may also cancel this Contract as provided in A.R.S. § 38-511. 9.2. Gratuities. The State may, by written notice, terminate this Contract, in whole or in part, if the State determines that employment or a Gratuity was offered or made by the Contractor or a representative of the Contractor to any officer or employee of the State for the purpose of influencing the outcome of the procurement or securing the Contract, an amendment to the Contract, or favorable treatment concerning the Contract, including the making of any determination or decision about contract performance. The State, in addition to any other rights or remedies, shall be entitled to recover exemplary damages in the amount of three times the value of the Gratuity offered by the Contractor. 9.3. Suspension or Debarment. The State may, by written notice to the Contractor, immediately terminate this Contract if the State determines that the Contractor has been debarred, suspended or otherwise lawfully prohibited from participating in any public procurement activity, including but not limited to, being disapproved as a subcontractor of any public procurement unit or other governmental body. Submittal of an offer or execution of a contract shall attest that the contractor is not currently suspended or debarred. If the contractor becomes suspended or debarred, the contractor shall immediately notify the State. 9.4. Termination for Convenience. The State reserves the right to terminate the Contract, in whole or in part at any time when in the best interest of the State, without penalty or recourse. Upon receipt of the written notice, the Contractor shall stop all work, as directed in the notice, notify all subcontractors of the effective date of the termination and minimize all further costs to the State. In the event of termination under this paragraph, all documents, data and reports prepared by the Contractor under the Contract shall become the property of and be delivered to the State upon demand. The Contractor shall be entitled to receive just and equitable compensation for work in progress, work completed and materials accepted before the effective date of the termination. The cost principles and procedures provided in A.A.C. R2-7-701 shall apply. Uniform Terms and Conditions State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 42 of 52 9.5. Termination for Default. 9.5.1. In addition to the rights reserved in the contract, the State may terminate the Contract in whole or in part due to the failure of the Contractor to comply with any term or condition of the Contract, to acquire and maintain all required insurance policies, bonds, licenses and permits, or to make satisfactory progress in performing the Contract. The Procurement Officer shall provide written notice of the termination and the reasons for it to the Contractor. 9.5.2. Upon termination under this paragraph, all goods, materials, documents, data and reports prepared by the Contractor under the Contract shall become the property of and be delivered to the State on demand. 9.5.3. The State may, upon termination of this Contract, procure, on terms and in the manner that it deems appropriate, materials or services to replace those under this Contract. The Contractor shall be liable to the State for any excess costs incurred by the State in procuring materials or services in substitution for those due from the Contractor. 9.6. Continuation of Performance Through Termination. The Contractor shall continue to perform, in accordance with the requirements of the Contract, up to the date of termination, as directed in the termination notice. 10. Contract Claims All contract claims or controversies under this Contract shall be resolved according to A.R.S. Title 41, Chapter 23, Article 9, and rules adopted thereunder. 11. Arbitration The parties to this Contract agree to resolve all disputes arising out of or relating to this contract through arbitration, after exhausting applicable administrative review, to the extent required by A.R.S. § 12-1518, except as may be required by other applicable statutes (Title 41). 12. Comments Welcome The State Procurement Office periodically reviews the Uniform Terms and Conditions and welcomes any comments you may have. Please submit your comments to: State Procurement Administrator, State Procurement Office, 100 North 15th Avenue, Suite 201, Phoenix, Arizona, 85007. Attachment III State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 45 of 52 BUY AMERICA CERTIFICATION REQUIREMENT FOR PROCUREMENT OF STEEL, IRON, OR MANUFACTURED PRODUCTS Certificate of Compliance with 49 U.S.C. 5323(j))(I) The bidder or Offeror hereby certifies that it shall meet the requirements of 49 U.S.C. 5323(j)(l) and the applicable regulations in 49 CFR Part 661. Signature: Date Printed Name: Company: Title: Certificate of Non-Compliance with 49 US.C. 5323(j)(I) The bidder or Offeror hereby certifies that it cannot comply with the requirements of 49 U.S.C. 5323(j)(l), but it may qualify for an exception pursuant to 49 U.S.C. 5323(j)(2)(B) or (j)(2)(D) and the regulations in 49 CFR 661.7. Signature: Date Printed Name: Company: Title: CERTIFICATION REQUIREMENT FOR PROCUREMENT OF BUSES, OTHER ROLLING STOCK AND ASSOCIATED EQUIPMENT Certificate of Compliance with 49 U.S.C. 5323(j) (2) (C) The bidder or Offeror hereby certifies that it shall comply with the requirements of 49 U.S.C. 5323(j)(2)(C) and the regulations at 49 CFR Part 661. Signature: Date Printed Name: Company: Title: Certificate of Non-Compliance with 49 US. C. 5323(j) (2) (C) The bidder or Offeror hereby certifies that it cannot comply with the requirements of 49 U.S.C. 5323(j)(2)(C), but may qualify for an exception pursuant to’ 49 U.S.C. 5323(j)(2)(B) or (j)(2)(D) and the regulations in 49 CFR 661.7. : Signature: Date Printed Name: Company: Title: Attachment IV State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 46 of 52 CERTIFICATION OF COMPLIANCE WITH THE U.S. DEPARTMENT OF TRANSPORTATION: FEDERAL TRANSPORTATION ADMINISTRATION (FTA) BUS TESTING REQUIREMENTS The undersigned [Contractor/Manufacturer] certifies that the vehicle offered in this procurement complies with 49 U.S.C. § 5323(c) and FTA implementing regulation at 49 CFR Part 665: The undersigned understands that misrepresenting the testing status of a vehicle acquired with Federal financial assistance may subject the undersigned to civil penalties as outlined in the Department of Transportation’s regulation on Program Fraud Civil Remedies, 49 CFR Part 31. In addition, the undersigned understands that FTA may suspend or debar a manufacturer under the procedures in 49 CFR Part 29. Signature: Date Printed Name: Company: Title: Attachment V State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 47 of 52 APPENDIX A, 49 CFR PART 20—CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements (To be submitted with each bid or offer exceeding $100,000) The undersigned [Contractor] certifies, to the best of his or her knowledge and belief, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, 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. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for making lobbying contacts to an officer or employee of any agency, a 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 [as amended by “Government wide Guidance for New Restrictions on Lobbying,” 61 Fed. Reg. 1413 (1/19/96). Note: Language in paragraph (2) herein has been modified in accordance with Section 10 of the Lobbying Disclosure Act of 1995 (P.L. 104-65, to be codified at 2 U.S.C. 1601, et seq.) 3. The undersigned shall require that the language of this certification be included in the award documents for all sub-awards at all tier (including subcontracts, sub-grants, and contracts under grants, loans, and cooperative agreements) and that all sub-recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31, U.S.C. § 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. [Note: Pursuant to 31 U.S.C. § 1352(c)(1)-(2)(A), any person who makes a prohibited expenditure or fails to file or amend a required certification or disclosure form shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such expenditure or failure.] The Contractor, , certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Contractor understands and agrees that the provisions of 31 U.S.C. § 3801, et seq., apply to this certification and disclosure, if any. Signature of Contractor’s Authorized Official Name and Title of Contractor’s Authorized Official Date Attachment VI State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 48 of 52 GOVERNMENT DEBARMENT & SUSPENSION, 49CFR PART 29 Executive Order 12549 (1) The Offeror and/or any of its Principals (a) Are [ ] are not [ ] presently debarred, suspended, proposed for debarment, or declared ineligible for the award of contracts by any Federal agency or its recipients; (b) Have [ ] have not [ ] within a three year period preceding this offer, have been convicted or had a civil judgment rendered against them for: commission of fraud or a criminal offense in connection with obtaining or, attempting to obtain, or performing a public (Federal, state, or local) contract or subcontract; violation of Federal or state antitrust statues relating to the submission of offers; or commission of embezzlement, theft, forgery, falsification or destruction of records, making false statements, or receiving stolen property; and (c) Are [ ] are not [ ] presently indicted for, or otherwise criminally or civilly charged by a government entity with, commission of any of the offenses enumerated in subdivision 1 (a) (b) if this provision. “Principals” for the purpose of this certification, means Offerors; Owners; Partners; and, Persons having primary management or supervisory responsibilities within a business entity (e.g., general manager; plant manager; head of a subsidiary, division or business segment, and similar positions). This certification concerns a matter within the jurisdiction of an agency of the United States and the making of a false fictitious or fraudulent certification may render the maker subject to prosecution under Section 1001, Title 18, United States Code. (2) The Offeror shall provide immediate written notice to the Contracting Officer if, at any time prior to contract award, the Offeror learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. (3) A Certification that any of the items in paragraph (1) of this provision exists will not necessarily result in withholding of an award under this solicitation. However, the certification will be considered in connection with a determination of the Offerors responsibility. Failure of the Offeror to furnish a certification or provide such additional information as requested by the Contracting Officer may render the Offeror non-responsible. (4) Nothing contained in the forgoing shall be construed to require establishment of a system of records in order to render, in good faith, the certification required by paragraph (1) of this provision. The knowledge and information of an Offeror is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. (5) The certification in paragraph (1) of this provision is a material representation of fact upon which reliance was placed when making award. If it is later determined that the Offeror knowingly rendered an erroneous certification, in addition to other remedies available to the Government, the Contracting Officer may terminate the contract resulting from this solicitation for default. Signature: Date Printed Name: Company: Title: Attachment VIII State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 50 of 52 CONFIDENTIAL INFORMATION REQUEST Proposals shall be open to public inspection after Contract award, except for such information within the proposal deemed to be confidential by the State. If an Offeror believes that any information in its proposal should remain confidential, it shall: • Mark the specific information within the proposal document as confidential and • List the confidential information below including location within the proposal and a statement detailing the reasons that the information should not be disclosed. Such reasons shall include trade secret and proprietary information. (Note: Pricing and information generally available to the public shall not be considered confidential.) • Any information not included within this document shall not be reviewed by the State and shall be considered public record upon award. Upon receipt of the request the State shall determine whether the identified information is confidential pursuant to the Arizona Procurement Code and shall notify the Offeror in writing. PLEASE LIST ALL INFORMATION TO REVIEW FOR CONFIDENTIALITY. Location (page #, Paragraph #) Description of Information Rationale 1. 2. 3. 4. 5. 6. EXHIBIT I State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 51 of 52 Quote Sheet State of Arizona Contract Vehicles, New Purchases Statewide DATE: CUSTOMER: State Contract Number: ProcureAZ Line Item Number: Vehicle Description: Make, Model, Vehicle Code, And Trim Level Base Vehicle Price $ Manufacturer Options Upgrades or Upfit/Modifications Requirements 1. $ 2. $ 3. $ 4. $ 5. $ 6. $ 7. $ 8. $ 9. $ 10. $ $ Subtotal (Including Destination and Options) $ Upfit/Modification Requirements $ SALES TAX $ TIRE TAX $ DELIVERY FEE $ TOTAL DELIVERED PRICE END OF SOLICITATION State of Arizona State Procurement Office 100 N 15th Ave., Suite 201 Phoenix, AZ 85007 Description: Vehicles, New Purchases Statewide Solicitation No: ADSPO12-00001167 Available online at Procure.AZ.gov Page 52 of 52 This Page Intentionally Left Blank 2794549.1 EXHIBIT B TO COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND MIDWAY CHEVROLET COMPANY I, LLC, d/b/a MIDWAY CHEVROLET [Quotes] See following pages. ARIZONA STATE CONTRACT VEHICLE QUOTE VRHURF FLEET Replaces #140 STATE CONTRACT #ADSPO12-016669 QUOTE SENT TO:Fountain Hiills CONTRACT VEHICLE 2016 chevrolet Implala 1FL 1WF19 QUOTE DATE:7/27/2016 CONTRACT PRICE PER ATTACHED SPECS 19,648.00$ Additional Options Solar Tint Glass GM Dealer 195.00$ R9Y Fleet Maintenance Credit (61.67)$ Sub Total 19,781.33$ Sales Tax ( 8 . 3 %)1,641.85$ City of Phx 2016 Tax 30.00$ Tire Tax 5.00$ Extended Warranty Capital Total Each Unit 21,458.18$ Quoted By: Gregg Ball Approximate Lead Time Midway Chevrolet Nissan Isuzu Truck In Stock 2323 W. Bell Rd. Phoenix, Az. 85023 gball@vtaig.com Cell 602-733-2251 Stock quotes subject to prior sale Quotes good through Manufactures current year build dates. Please call with any questions or concerns. Thanks for the opportunity! ARIZONA STATE CONTRACT VEHICLE QUOTE PWAD New Vehicle STATE CONTRACT #ADSPO12-016669 QUOTE SENT TO:Fountain Hills CONTRACT VEHICLE 2016 Chevrolet Colorado Crew Cab 2WT 12M43 QUOTE DATE:7/27/2016 CONTRACT PRICE PER ATTACHED SPECS 24,985.00$ Additional Options PCN WT Conv Pwr Pkg 445.90$ Solar Tint Glass GM Dealer 195.00$ R9Y Fleet Maint. Credit (61.67)$ Sub Total 25,564.23$ Sales Tax ( 8 . 3 %)2,121.83$ City of Phx 2016 Tax 30.00$ Tire Tax 5.00$ Extended Warranty Capital Total Each Unit 27,721.06$ Quoted By: Gregg Ball Approximate Lead Time Midway Chevrolet Nissan Isuzu Truck 8-12 weeks 2323 W. Bell Rd. Phoenix, Az. 85023 gball@vtaig.com Cell 602-733-2251 Stock quotes subject to prior sale Quotes good through Manufactures current year build dates. Please call with any questions or concerns. Thanks for the opportunity! ARIZONA STATE CONTRACT VEHICLE QUOTE 1. PZSAFE, Replaces #148. 1 VRHURF Fleet Repleces #144. 1. PRAD Replaces #143 STATE CONTRACT #ADSPO12-016669 QUOTE SENT TO:Fountain Hills CONTRACT VEHICLE 2016 Chevrolet Equinox 1LF26 QUOTE DATE:7/27/2016 CONTRACT PRICE PER ATTACHED SPECS 21,832.00$ Additional Options Solar Tint Glass GM dealer 195.00$ 2017 Model Adjustment GM Fleet 674.00$ R9Y Fleet Maint. Credit (61.67)$ Strobes Front and rear 525.00$ Sub Total 23,164.33$ Sales Tax ( 8 . 3 %)1,922.64$ City of Phx 2016 Tax 30.00$ Tire Tax 5.00$ Extended Warranty Capital Total Each Unit 25,121.97$ Quoted By: Gregg Ball Approximate Lead Time Midway Chevrolet Nissan Isuzu Truck 8-12 weeks 2323 W. Bell Rd. Phoenix, Az. 85023 gball@vtaig.com Cell 602-733-2251 Stock quotes subject to prior sale Quotes good through Manufactures current year build dates. Please call with any questions or concerns. Thanks for the opportunity! TOWN OF FOUNTAIN HILLS TOWN COUNCIL AGENDA ACTION FORM Meeting Date:10/20/2016 Meeting Type:Regular Session Agenda Type:Consent Submitting Department:Community Services Staff Contact Information:Mark Mayer,Community Services Director,480 816-5190,mmayer@fh.az.gov Strategic Planning Goal:Not Applicable (NA)Operational Priority:Not Applicable (NA) REQUEST TO COUNCIL (Agenda Language):Consideration of approving an AMENDENT TO CONTRACT #C2017- 013,with Precision Electric Company,from $29,999 to $75,000,for pump repairs and system testing for the Fountain at Fountain Park and a BUDGET TRANSFER,in the amount of $50,000. Applicant: Applicant Contact Information: Owner: Owner Contact Information: Property Location: Related Ordinance,Policy or Guiding Principle: Staff Summary (background):Pump #1 at Fountain Park has ceased operating.Precision Electric was contacted to provide an estimate for the repairs.The repairs include servicing both the motor and the pump. The work had been anticipated to be completed next fiscal year,FY 17-18,but the pump has now ceased operating.The pump and motor were last repaired in 2012.The repairs will be under warranty for two years. Risk Analysis (options or alternatives with implications):Without repair of the pump, the Fountain will only have 2 operable pumps and could be subject to outages if the two remaining pumps require maintenance. Fiscal Impact (initial and ongoing costs;budget status): Budget Reference (page number): Funding Source:Multiple Funds if Multiple Funds utilized,list here:Capital Improvement Fund,General Fund Budgeted;if No,attach Budget Adjustment Form:Yes Recommendation(s)by Board(s)or Commission(s): Staff Recommendation(s):Approve List Attachment(s):Budget Transfer and First Amendment to Contract #C2017-013 with Precision Electric Company. Page 1 of 2 Contract No. 2017-013.1 2794227.1 FIRST AMENDMENT TO CONTRACT NO. 2017-013 BETWEEN THE TOWN OF FOUNTAIN HILLS AND PRECISION ELECTRIC CO., INC. THIS FIRST AMENDMENT TO CONTRACT NO. 2017-013 (this “First Amendment”) is made as of October 20, 2016, between the Town of Fountain Hills, an Arizona municipal corporation (the “Town”), and Precision Electric Co., Inc., an Arizona corporation (the “Contractor”). RECITALS A. The Town issued Request for Quotation 2017-013 (the “QSP”) seeking bids from contractors to perform repairs and system testing for the fountain at Fountain Park (the “Services”). The Contractor responded to the QSP and the Town and Contractor entered into Contract No. 2017-013, dated June 14, 2016, for the provision of the Services (the “Contract”), a true and correct copy of which is on file with the Town Clerk. All of the capitalized terms not otherwise defined in this First Amendment have the same meanings as defined in the Contract. B. The Town has determined that it is necessary for the Contractor to perform additional repair services (the “Additional Services”). C. The Town and the Contractor desire to enter into this First Amendment to provide for the increase in compensation to the Contractor for the Additional Services. AGREEMENT NOW, THEREFORE, in consideration of the foregoing introduction and recitals, which are incorporated herein by reference, the following mutual covenants and conditions, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Town and the Contractor hereby agree to amend the Contract as follows: 1. Compensation. The Town shall increase the compensation to Contractor by not more than $45,001.00, for the Additional Services at the rates set forth in the Quotation attached hereto as Exhibit 1 and incorporated herein by reference, resulting in an increase of the aggregate not-to-exceed compensation from $29,999.00 to $75,000.00. 2. Effect of Amendment. In all other respects, the Contract is affirmed and ratified and, except as expressly modified herein, all terms and conditions of the Contract shall remain in full force and effect. 3. Non-Default. By executing this First Amendment, the Contractor affirmatively asserts that (i) the Town is not currently in default, nor has been in default at any time prior to 2794227.1 2 this First Amendment, under any of the terms or conditions of the Contract and (ii) any and all claims, known and unknown, relating to the Contract and existing on or before the date of this First Amendment are forever waived. 4. Israel. Contractor certifies that it is not currently engaged in, and agrees for the duration of this Agreement that it will not engage in, a “boycott” of Israel, as that term is defined in ARIZ. REV. STAT. § 35-393. 5. Conflict of Interest. This First Amendment and the Contract may be cancelled pursuant to ARIZ. REV. STAT. § 38-511. IN WITNESS WHEREOF, the parties hereto have executed this instrument as of the date and year set forth above. “Town” TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation Grady E. Miller, Town Manager ATTEST: Bevelyn J. Bender, Town Clerk (ACKNOWLEDGMENT) STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) On ___________________, 2016, before me personally appeared Grady E. Miller, the Town Manager of the TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he claims to be, and acknowledged that he signed the above document, on behalf of the Town of Fountain Hills. Notary Public (Affix notary seal here) "Contractor" PRECISION ELECTRIC CO.,INC. an Arizona corporation Bv:Precision Electric Co.Inc. Name:Steven C.Belt Title: Division Manager/Field Service (ACKNOWLEDGMENT) STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) (I.fotilF »n OOJWfaX-*^7 2016,before me personally appeared O^-1.the<Woas^^r^Alhy( tion,whose identity was proveii tc bf PRECISION ELECTRIC CO., to me on the basis of satisfactoryINC., an Arizona corporation. evidenceto be the person who he/she claims to be, and acknowledged that he/she signed the above document on behalf ofthe corporation. ««».^ ^-^-T tf>ififc ,iaii mil iirn igi JILLA.ERICKSON Notary Public -Arizona Maricopa County My Comm.Expires Feb 20, 2019 (Affix notary seal here) 2794227.1 riJ^j£X_^ N 2794227.1 EXHIBIT 1 TO FIRST AMENDMENT TO CONTRACT NO. 2017-013 BETWEEN THE TOWN OF FOUNTAIN HILLS AND PRECISION ELECTRIC CO., INC. [Contractor’s Quotation] Description Unit Price U/M Extension Order 4-Q00092 Terms NET 30 Quotation Date 10/05/2016 **Reprint** Sold To:Ship To: TOWN OF FOUNTAIN HILLS TOWN HALL 16705 E. AVE OF FOUNTAINS FOUNTAIN HILLS, AZ 85268 TOWN OF FOUNTAIN HILLS 16705 E. AVE OF FOUNTAINS FOUNTAIN HILLS, AZ 85268 2Page1Of Cust #Salesman P.O.Ship Via FOBExpires T5 STEVE BELT PREC ELEC TRUCK ORIGIN11/30/16 SeqRTE Line Quantity W/HU/M PRECISION ELECTRIC CO INC FIELD SERVICE 1822 E JACKSON ST PHOENIX, AZ 85034-2489 Phone 602-252-2821 Fax 602-257-1497 1 1 9420.00 EA 9,420.00REPAIREA1 PARTS AND MATERIAL TO REPAIR 600HP VERTICAL MOTOR DISASSEMBLE AND INSPECT ALL MECHANICAL FITS, VPI AND BAKE2 STATOR, CHECK AND BALANCE ROTOR, ADD NEW SPHERICAL BEARING, NEW GUIDE BEARING, REPLACE LOWER SNAP RING, MACHINE POLISH CARRIER AND SPLASH PLATE, SURGE AND MEGGER TEST WINDINGS, CLEAN ALL PARTS, ASSEMBLE AND PAINT, ADD NEW MOTOR OIL AND TEST RUN. 3 1 21998.80 EA 21,998.80NATIONAL BOWLSEA1 NEW 600HP NATIONAL TURBINE PUMP ASSEMBLY 1) DISASSEMBLE AND INSPECT ALL MECHANICAL FITS4 2) RECONDITION STUFFING BOX 3) ADD NEW PREMIUM PACKING MATERIALS 4) ADD NEW STUFFING BOX BEARING 5) REPLACE 10 INCH COLUMN PIPING 6) REPLACE 10 INCH COLUMN SHAFTING 7) MAKE AND WELD NEW 10 INCH HIGH PRESSURE FLANGES 8) WELD NEW FLANGES ON TO NEW 10 INCH COLUMN PIPE 9) MACHINE HIGH PRESSURE O-RING GROOVE TO FLANGES 10)ADD NEW NATIONAL BOWL ASSEMBLY 11)NATIONAL PUMP MANUFACTURES 1 YEAR WARRANTY 12)ASSEMBLE COMPLETE PUMP AND PAINT WITH STANDARD ENAMEL PAINT 5 1 2150.00 EA 2,150.00ADDER:EA 1 SANDBLAST AND COAT ENTIRE PUMP WITH NSF EPOXY PAINT SANDBLAST ENTIRE PUMP INSIDE AND OUT,PAINT COMPLETE PUMP INSIDE6 QUOTE ALL NEW PRODUCTS ARE SUBJECT TO THE MANUFACTURE'S WARRANTY, TERMS AND CONDITIONS. RECONDITIONED EQUIPMENT WILL BE REPAIRED TO ELECTRICAL APPARATUS SERVICE ASSOCIATION'S (E.A.S.A.) GUIDELINES AND SUBJECT TO PRECISION ELECTRIC CO., INC. WARRANTY, TERMS AND CONDITIONS. PRECISION ELECTRIC CO., INC. WARRANTS PRODUCTS AGAINST DEFECTS IN MATERIALS AND WORKMANSHIP FROM THE DATE OF PURCHASE. QUOTE IS ONLY VALID FOR 30 DAYS Description Unit Price U/M Extension Order 4-Q00092 Terms NET 30 Quotation Date 10/05/2016 **Reprint** Sold To:Ship To: TOWN OF FOUNTAIN HILLS TOWN HALL 16705 E. AVE OF FOUNTAINS FOUNTAIN HILLS, AZ 85268 TOWN OF FOUNTAIN HILLS 16705 E. AVE OF FOUNTAINS FOUNTAIN HILLS, AZ 85268 2Page2Of Cust #Salesman P.O.Ship Via FOBExpires T5 STEVE BELT PREC ELEC TRUCK ORIGIN11/30/16 SeqRTE Line Quantity W/HU/M PRECISION ELECTRIC CO INC FIELD SERVICE 1822 E JACKSON ST PHOENIX, AZ 85034-2489 Phone 602-252-2821 Fax 602-257-1497 AND OUT WITH EPOXY PAINT. 7 1 6895.00 EA 6,895.00OLABOREA1 OUTSIDE LABOR SERVICES TO PULL AND RESET PUMP 1) CRANE SERVICE TO PULL AND RESET PUMP AND MOTOR8 2) LABOR TO PULL AND SET 600HP VERTICAL PUMP AND MOTOR 3) TRANSPORT PUMP AND MOTOR TO PRECISION ELECTRIC'S SHOP SUBTOTAL 40,463.80 SALES TAX 2,886.92 TOTAL 43,350.72 QUOTE ALL NEW PRODUCTS ARE SUBJECT TO THE MANUFACTURE'S WARRANTY, TERMS AND CONDITIONS. RECONDITIONED EQUIPMENT WILL BE REPAIRED TO ELECTRICAL APPARATUS SERVICE ASSOCIATION'S (E.A.S.A.) GUIDELINES AND SUBJECT TO PRECISION ELECTRIC CO., INC. WARRANTY, TERMS AND CONDITIONS. PRECISION ELECTRIC CO., INC. WARRANTS PRODUCTS AGAINST DEFECTS IN MATERIALS AND WORKMANSHIP FROM THE DATE OF PURCHASE. QUOTE IS ONLY VALID FOR 30 DAYS TOWNOFFOUNTAINHILLSBUDGETAMENDMENTSJOURNALENTRYPROOFLNORGmOBJECTPROJORGDESCRIPTIONACCOUNTDESCRIPTIONPREVBUDGETEFFDATEBUDGETYEAR-PERJOURNALEFF-DATEREF 1 REF 2 SRCJNL-DESCENTITYAMEND2017 03 128 09/28/2016 FP REBUILD BUA FTN PUMP 11CIPAD7010CAPITAL PROJECTS ADMIN600-10-10-105-000-0106-7010-2 FPFTN 6230FOUNTPK-FOUNTAIN100-50-50-502-500-0620-6230-APPROVED:MAYORReport generated:09/28/201607:51user:BBogdanProgram ID:bgamdentCONTINGENCYREPAIRFTNPUMP#1EQUIPMENTMAINT/REPAIRREPAIRFTNPUMP#1JOURNALTOTALDATE:92,200.0009/28/201625,500.0009/28/2016-50,000.0050,000.000.00AMENDEDBUDGETERR42,200.0075,500.00Page TOWN OF FOUNTAIN HILLS TOWN COUNCIL AGENDA ACTION FORM Meeting Date:10/20/2016 Meeting Type:Regular Session Agenda Type:Regular Submitting Department:Community Services Staff Contact Information:Mark Mayer -mmayer@fh.az.gov Strategic Planning Goal:Not Applicable (NA)Operational Priority:Not Applicable (NA) REQUEST TO COUNCIL (Agenda Language):Discussion with Possible Direction to Staff regarding the Fountain Park Bollard Lighting Applicant:N/A Applicant Contact Information:N/A Owner:N/A Owner Contact Information:N/A Property Location:Fountain Park Related Ordinance,Policy or Guiding Principle:N/A Staff Summary (background): On February 19, 2015 the Town Council approved $697,280 to Nickle Contracting for the construction of Phase VI Improvements to Fountain Park.Included in these improvements were the installation of 287 bollards at a cost of $212,380.The lights as part of the previously approved Master Plan for the park were intended to provide the necessary light for people to be able to walk in the park after dark safely.Construction was concluded in the late summer of 2015.The grey color was chosen for the bollards so that the residue from the effluent water used for irrigating the park would not show up on the bollards.The bollards were spaced so that the minimum amount of light from each bollard to the next one was sufficient for public safety. Afterthe project was completed several members of the community contacted the Town regarding their concerns withthe lights.Mr.Ted Blank and Ms. Donna Brinkmeyer served as spokespersons for the group. Mr.Blank raised primarilytwo concerns.The first was that the lights that were installed did not match the specifications upon which the bollards were purchased and installed.Secondly,that the bollards were not "zero uplight"but allowed lightto shine above the fixture.Ms. Brinkmeyer provided an unsigned petitionto the Town dated December 3,2015,which expressed concern over both the bollards and the park's three new memorial signs. Acopy ofthe petition is attached.Senior Planning and Zoning Administrator,Robert Rodgers responded ina memo dated December 15,2015 that in his analysis both the bollard lighting and the memorial signs were in compliance with the Town's lighting ordinance. Acopy of Mr.Rodger's memo is also attached. In addition,the Town has received a number of unsolicited comments and at least one letter in support of the lights.That support letter is also attached. Page 1 of 2 Highlights of Timeline Events Regarding Fountain Park Phase VI Improvements / Bollards Late 1990's -Current Master Plan for Fountain Park approved - included bollard lighting in plan February 19,2015 -Contract for Fountain Park Improvements -Phase VI approved to Nickle Contracting -including bollards March 17,2015 -Construction of the project began May 4,2015 -Request from Mr. Blank for the bid documents for the project August 4,2015 -Completion of the construction of Fountain Park Phase VI Nov. 6,2015 -Request from Mr. Blank requesting specifications on the lights Dec. 3,2015 - E-mail from Mr.Blank expressing concerns over the bollards January 11,2016 -Meeting with Mr. Blank regarding the concerns he had over the bollards March 14,2016 -Meeting with Mr. Blank and Ms.Brinkmeyer concerning the bollards June 2,2016 - Electrical Consultant hired to field test bollards and to provide a report Fountain Park Bollard Lighting •287 Bollards were purchased at a cost of $212,380 in summer of 2015, so that people would be able to walk in the park safely after dark. •The grey color was selected because the residue from the effluent water used for irrigating the park would not show up on the bollards. •The bollards are spaced so that the minimum amount of light from one bollard to the next is sufficient for public safety. Residents Support of the Bollard Lights •The ability to walk safely at night, thus increasing the usage of the park at night. •Adds beauty and vibrancy to the park and the Town. Residents Concerns of the Bollard Lights •The lights that were installed did not match the specifications on which the bollards were purchased and installed. •The bollards were not “zero uplight ” but allowed light to shine above the fixture. Town Lighting Ordinance and Lighting Analysis •The bollard lighting is in compliance with the Town’s lighting ordinance, in the analysis of Bob Rogers, who at the time was Senior Planning and Zoning Administrator and is currently the Development Services Director. •Michael Columbo, P.E., an electrical engineer with Kimley-Horn conducted field testing on both black and grey bollards. In his report he stated the fixtures are zero uplight as the light is not directly above the fixture and there was not a substantial difference between the readings taken in the field and those provided by the supplier. Options •Replace the grey bollards with black ones at a cost of $840.13 per bollard, for a total of $235,235 plus tax and freight. •Replace the grey cap with a black one at a cost of $1,441 per bollard for a total of $403,480 plus tax and freight. •Relamp all of the grey bollards with a lower level light at a cost of $277.75 per bollard for a total of $77,770 plus tax and freight. •Leave the bollards as they are incurring no additional cost to the Town. redact redact redac t redact redact BOLLARD LIGHTING Bollard Lighting •Kimley-Horn was contracted by the Town to perform independent lighting evaluation of the bollard lights around Fountain Hills Lake •Lithonia Bollard – Model DXSB with 700mA Driver, 4000K CCT Field Testing •July, 6th, 2016 at 9:00pm •Tested two bollards •New 700mA drivers installed by the Town on 7/5/2016 •Anodized Aluminum Bollard •Black Bollard Field Testing •Took measurements at ground level, 3 feet AFG, 5 feet AFG and 10 feet AFG •Measurements taken 1 foot, 3 feet, 5 feet and 10 feet away from the center of the bollard •Radial pattern around bollard at 0, 45, 90, 135, 180, 225, 270, 315 degrees •Measured both horizontal and vertical illumination •Total of 256 points per bollard Photometric Model •Built photometric model of bollard •Utilized published IES file from Lithonia website Results – Black Vs. Aluminum •In total, black bollard is 27% darker than the aluminum bollard. •Black bollard is 36% darker at 5’ and 10’ above the bollard Results – Field Vs. Model •Comparison of field measurements to calculated measurements •On average, field measurements were 73% less than modeled levels •Out of 128 data points taken above the bollard, every single one was less than the modeled value. Summary •Lithonia IES file was developed on a black bollard •Town chose a custom finish on the bollard. A request for deviation was submitted and approved by Lithonia for a Anodized Aluminum finish •A specific photometric file (IES) for this custom finish is not available Summary •IES Standard TM-15-11: Luminaire Classification System for Outdoor Luminaires •Defines BUG (Backlight, Uplight, Glare) ratings for luminaires. •Lithonia classifies the DXSB as B1-U0-G1 •Per IES, “The uplight solid angle does not account for the directional impact on sky glow nor does it quantify the impact from light reflected from ground surfaces and adjacent structures” •The modeled luminaire IES file is representative of the measured field values of the black bollard Cover Letter for package submitted to Fountain Hills Town Council meeting of October 20,2016 in support of a request to direct Staff to purchase and install two identical Hydrel 3110C LED louvered bollards (with certain specified options)for evaluation purposes on the path around Fountain Lake. October 20,2016 Dear Mayor Kavanagh,Council Members and Town Staff, Louvered lighting bollards are extremely common around Fountain Hills and in cities all across Arizona. You will find them along Avenue of the Fountains,around the shops and restaurants at the park and in many other places.Louvered bollards allow downward-directed lighting of sidewalks and paths without subjecting walkers to annoying and dangerous glare.They also minimize light pollution of the night sky. In fact,all of the bollards that have already been installed over the years in Fountain Park have louvers on them. I have not been able to find another example of un-louvered bollards anywhere in Town except the 287 unshielded units recently installed along the path around Fountain Lake. One of the options submitted to you by the Staff tonight (option 2)identifies the option of replacing the unshielded heads of the bollards along the path with a louvered head made by Hydrel Corp. Hydrel is a sister company of Lithonia Lighting which manufactured and sold us the unshielded bollards now installed in the park.Both companies are owned by the same parent company,Acuity Brands. This is to our advantage.There may be other bollards whose "head"will fit the "posts"of ours,but Kimley-Horn has confirmed that these will fit so it appears they are worth a look. In the spirit of taking small steps,we request the Council to direct Staff to order two complete Hydrel louvered bollards (with certain important options,specified below) and install them at adjacent locations in the park in order that their performance may be evaluated under true nighttime conditions.This request comes not just from myself but from the hundreds of people walking in the park who have signed our petitions asking the Town to fix the bollards so they light the path but not the people or the homes around the lake. For this test I specifically recommend ordering the complete bollard unit (head and post)rather than just the bollard head. The reason is that it may be possible to adapt the 3-bolt mounting system used by the Hydrel bollard to the 4-bolt system used by the existingbollards, but we won't know this until we have a full unit on hand to try. Ifnot, the alternative,confirmed to work by the Kimley-Horn analysis, is to swap the heads and leave the existing post in place on its concrete base. What about the other options identified by Staff?