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HomeMy WebLinkAboutC2019-046 - AGTS, Inc. Contract No.2019-046 COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND AGTS,INC. THIS COOPERATIVE PURCHASING AGREEMENT(this"Agreement")is entered into as of January 1,2019,between the Town of Fountain Hills,an Arizona municipal corporation(the "Town"), and AGTS, Inc.,an Arizona corporation(the"Contractor"). RECITALS A. After a competitive procurement process,the State of Arizona(the"State")entered into Master Agreement No.ADSP018-210226,dated July 30,2018(the"State Contract"),for the Contractor to provide training or professional development and/or related consultation services.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 Contractor, and the State Contract permits its cooperative use by other public entities, including the Town. C. The Town and the Contractor 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 Contractor may conduct and administer a "Supervisor Training Academy" for certain Town employees (the "Services") and (iii)setting the maximum aggregate amount to be expended pursuant to this Agreement related to the 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 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 June 30,2019,unless terminated as otherwise provided in this Agreement or the State Contract. 2. Scope of Work. Contractor shall provide to the Town the Services under the terms and conditions of the State Contract and according to the specifications set forth in the AGTS,Inc. Service Agreement (the "Service Agreement") attached hereto as Exhibit B and incorporated herein by reference. 1 3. Inspection:Acceptance.All Services are subject to final inspection and acceptance by the Town. Upon discovery of non-conforming Services, the Town may elect to do any or all of the following by written notice to the Contractor: (i)waive the non-conformance; (ii) stop the work immediately;or(iii)bring the Services into compliance and withhold the cost of same from any payments due to the Contractor. 4. Compensation. The Town shall pay Contractor an aggregate amount not to exceed $29,748 for the Services at the rates set forth in the State Contract and as more particularly set forth in the Service Agreement attached hereto as Exhibit B. 5. Payments. The Town shall pay the Contractor in a single lump sum upon submission and approval of an invoice that shall:(i)contain a reference to this Agreement and the State Contract and (ii) document and the Services agreed upon and to be delivered. 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 Contractor and its subcontractors are complying with the warranty under Section 7 below, Contractor'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 Contractor 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 Contractor'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,Contractor 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 Contractor pursuant to this Agreement. Contractor 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 Contractor or its subcontractors reasonable advance notice of intended audits. Contractor 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 Contractor 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). Contractor'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. 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," as that term is defined in ARIz. REV. STAT. §35-393, of Israel. 2 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 Contractor 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. Contractor 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, the Service Agreement, 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 relieve Contractor 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 Contractor's obligation to provide the 3 indemnification and insurance. In any event, the Contractor 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 Contractor, 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 E.Avenue of the Fountains Fountain Hills,Arizona 85268 Attn: Grady E.Miller, Town Manager With copy to: Pierce Coleman PLLC 4711 E. Falcon Dr., Ste. 111 Mesa,Arizona 85215 Attn: Aaron D.Arnson, Town Attorney If to Contractor: AGTS, Inc. 530 E.McDowell Rd., Ste. 107-483 Phoenix,AZ 85004 Attn: Katrina King,Custom Training Specialist 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. [SIGNATURES APPEAR ON FOLLOWING PAGES] 4 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 6.- AA;vAA--. 001(6 rady E.Miller,T n M ager ATTEST: `x .`. . _I,if. . - Elizabe iTe.- :urke,Town Pier APPROVED AS TO FORM: Aaron D.Arnson,Town Attorney (ACKNOWLEDGEMENT) STATE OF ARIZONA ) )ss. COUNTY OF MARICOPA ) Onfl €,y- -tom (3 ,2018,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. },,,,, RHONDA M. BRENNEMAN q10)\42,:m .B Notary Public-State of Arizona i""" ' MARICOPA COUNTY Notary Public ..L, ' My Commission Expires June 30,2019 (Affix notary seal here) [SIGNATURES CONTINUE ON FOLLOWING PAGE] 5 "Contractor" AGTS, INC., an Arizona corporatio By: Go ,g1 blti--f4',/kivite/ Name: NUQ S COIke -SrkOLt)e• Its: Fre ttl21 0.Yi. CEO (ACKNOWLEDGEMENT) STATE OF 4 R I o,v4 ) )ss. COUNTY OFMA4Z1 co P4, ) On NOV, , 2018, before me personally appeared Pa<<tt5 -S*U) the tvSitle CEO of AGTS, INC., an Arizona corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he or she claims to be,and acknowledged that he or she signed the above document,on behalf of AGTS, Inc. NOTARY PUBLIC ' '\ STATE OF ARIZONA �� �,� ;.1. ,� 1 Apo Y '` . GENE NANCE No ry Public My commission Expire somber nber II (Affix notary seal here) 6 EXHIBIT A TO COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND AGTS, INC. [State Contract] See following pages. �� Request for Proposal „r�„aDeport DeportmentAdministration 0 k Solicitation No. State Procurement Office G`, ,IV `9 ADS POI B-00008097 lOO N tstn Ave.,Suite 402 1� Training—Professional Development and-or Related Consultation P 1'Z 85007 Section 1: Solicitation Summary 1.0 What the State Is Soliciting The Arizona Department of Administration, State Procurement Office division (the State), as authorized under A.R.S.§ 41-2501 is seeking to establish one or more °statewide' contracts to provide a variety of Training - Professional Development and-or Related Consultation services for all state agencies, boards, and commissions, as well as participating purchasing cooperative members (collectively, the Eligible Agencies/Customers)to Eligible Agencies. The Special Terms and Conditions provide a more detailed definition of Eligible Agencies. A list of all state agencies and purchasing cooperative members is available on the State Procurement Office website at: httosJ/soo.az.cov/arocurement-services/cooaerative- procurement/state-purchasing-cooperative The State anticipates awarding multiple Contracts to begin providing services by a target date of June 1, 2018. OFFERORS SHOULD READ THE ENTIRE SOLICITATION CAREFULLY. 2.0 What's in the Solicitation Part 1 Section 1: Solicitation ProcureAZ file#1:ADSPOI8- Summary 00008097 OPEN FIRST Training-Prof Dev and-or Related Consultatfon.PDF Part 2 Section 2-A: Scope of ProcureAZ file#2:ADSPO18-00008097 RFP Training-Prof Work Dev and-or Related Consultatlon.PDF Section 2-B: Pricing Document Section 2-C: Special Terms and Conditions Section 2-D: Uniform Terms and Conditions V Part 3 Section 3-A: Instructions to ProcureAZ file#3:ADSPOI 8-00008097 Offer Forms Offerors Training-Prof Dev and-or Related Consultation.DOC Section 3-B:Offer forms ���`' Request for Proposal AltoretepartmentofAdrnInlstrafion U Solicitation No. State Procurement Office � 'yADSPOI8.00008097 100Noenix, e..suns Training-Professional Development and-or Related Consultation Phoenix,AZ85007 3.0 How and When Proposals Are Due Proposals will only be accepted online in the "ProcureAZ"system at httpsJ/procure.az.siov until the "Bid Opening Date" indicated In ProcureAZ for the Solicitation No. shown at the top of this page. Proposals must be in the State Procurement Office's possession online no later than that deadline. LATE PROPOSALS WILL NOT BE CONSIDERED. No extension or grace period will be given for delays or incomplete proposals caused by Internet connectivity problems,file uploading difficulties, or misunderstanding of the requirements or procedures for online submission In ProcureAZ. 4.0 Pre-Offer Conference The State WILL conduct a Pre-Offer Conference for this Solicitation at the time and place indicated in the solicitation's'Pre-Bid Conference'field as found within the State's e- Procurement system, ProcureAZ(httpsJ/procure.az.gov);attendance is optional but encouraged. Refer to paragraph 2.8 of the Instructions to Offerors for more information. 5.0 Inquiries Any question related to this Request for Proposal shall be submitted utilizing the°QM tab within ProcureAZ. The Offeror shall not contact or ask questions of the department for which the requirement is being procured. End of Section 1 Request for Proposal Arizona Department of Administration Solicitation No. ADSP018-00008o97 State Procurement Office * Description: 100 N 15th Ave.,Suite 201 Training-Professional Development and-or Related Consultation Ah°`°b`AZ 85007 Part 2: Scope, Pricing and Terms and Conditions Table of Contents SECTION 2-A:Scope of Work 2 1.0 PURPOSE AND BACKGROUND 2 2.0 SCOPE SUMMARY 2 3.0 SCOPE OF SERVICES 4 SECTION 2-B:Pricing Document 12 SECTION 2-C:Special Terms and Conditions........ ..................—..... ........... 16 SECTION 2-D: Uniform Terms and Conditions 40 PART 2 of the Solicitation Documents Table of Contents Template version 2.0(01-FEB-2017) Page 1 of 47 t' r i 4`4 ►a Request for Proposal Anima Department of Administration + State Procurement Office 47s•+ Solicitation No. ••` ADSP018 00008097 -' 100 N 15th Ave..Suite 201 Description: Phoenix,Az 85007 Training-Professional Development and-or Related Consultation SECTION 2-A: Scope of Work 1.0 Purpose and Background 1.1 Purpose: The State of Arizona is seeking to establish one or more 'statewide" contracts to provide Training, Professional Development and Related Consultation services for all state agencies, boards, and commissions, as well as participating State Cooperative Members. Any training-provided by a vendor is to supplement training currently provided by the Arizona Learning Center (ALC). A complete ALC course listing can be found at the following site: htto://www.hr.az.Rov/LeamingCenter/default.aso. NOTE: The terms"Eligible Entity""Eligible Agency"and"Customer~are used interchangeably in this document and refer to state agencies, boards, and commissions, as well as participating State Cooperative Members,utilizing the Contract. 1.2 Background: The State currently spends approximately $2million dollars annually utilizing twenty-six(26)Training and Professional Development Services Contractors and three(3)Safety Training Services Contractors. This Solicitation combines the following two current Contract Sets: Training and Professional Development Services and Safety Training Services. 2.0 Scope Summary for Training- Professional Development and-or Related Consultation 2.1 The objective is to contract a pool of vendors who can deliver professional development training, and/or design courseware for a wide variety of disciplines,and/or provide related consultation services. 2.1.1 Any training provided by a vendor is to supplement training currently provided by the Arizona Learning Center(ALC). A complete ALC course listing can be found at the following site:htto://www.hr.az.gov/Learnin2Center/default.asa 2.1.2 The services provided will deliver critical competencies and skill sets in a variety of formats and delivery methods that will satisfy group or individual training and development needs. 2.1.3 Contractor shall have established minimum and maximum class or group sizes to optimize the learning success of the participants. 2.1.3 Training Levels: Level 100—General awareness: Provides minimum Customer and/or Train-the Trainer or Supervisor: regulatory requirements. Level 200—Train-the-Trainer or Supervisor: Designed to educate and supply personnel at supervisor management level or training administrator, together with information and materials needed to train staff. Level 300—Reserved for Eligible Agency Training. PART 2 of the Solicitation Documents SECTION 2-A:Scope of Work Template version 2.0(01-FEB-2017) Page 2 of 47 V t 1 Ii I, . i Request for Proposal ■ .r.r,� Arizona Deportment of Administration -11 Solicitation No. ADSPO18-00008097 State Procurement Office 100 N 15th Ave.,Suite 201 r 's. ' Description: Phoenix Az 85007 Training-Professional Development and-or Related Consultation Level 400-Operation Specific: Training is geared to a specific agency's exposures and internal procedures. Level 500—Specialized and/or Advanced Training: Training leading to a specialized and/or advanced certification. 2.1.4 Materials/Curriculum Courseware 2.1.4.1 Structured Training and Professional Development Curriculum Courseware shall be included in the price of the Class/Course 2.1.4.2 Customized Curriculum Courseware-Pricing of the materials shall be negotiated,agreed upon in writing and signed by authorized representatives of both parties(Customer and Contractor)prior to the start of course and/or material delivery. 2.1.4.3 Customer provided Materials—If the Contractor is required to use materials provided by the Customer,the Contactor will receive said materials from the Customer at least five(5)working days from start of a Contractor facilitated Gass/Course. 2.1.5 Cancellation 2.1.5.2 Contractor Cancellation—Contractor may cancel scheduled classes up to ten (10 days prior to the scheduled start of the class for instructor-led classroom training classes or three(3)days for on-line training classes,if attendance minimums spedfied in the Training Plan aren't met. 2.1.5.3 Customer's Cancelation—Notice of cancellation shall be provided by the Customer to the Contractor at least forty-eight(48)business hours prior to the start time and date of scheduled training. 2.1.5.3 Both Parties(i.e.Customer and Contractor)may mutually agree to reduce or increase the notification period by processing a Change Order to the Training Plan. The Change Order must be signed by authorized individuals from both parties. 2.1.5.4 Contractor shall not be compensated for services not provided. 2.1.5.5 Customized Work Product— 2.1.5.5.1 The cost of development of the work product is as of the date on which the Contractor was notified in writing(includes email)by an authorized Customer representative of the cancellation 2.1.5.5.2 Payment is dependent on proof of the time and materials spent on the development. 2.1.5.5.3 The Customer may decide to purchase developed courseware at a negotiated price,but there is no obligation on the part of the Customer to do so. 2.1.6 Start Work—No Purchase Order is to be issued until a written Training Plan has been agreed to by both parties(Contractor and Customer). No work shall be performed until the Contractor has received a Purchase Order from an authorized representative of the Customer. A copy of the Training Plan Is to be attached to the Purchase Order. PART 2 of the Solicitation Documents SECTION 2-A:Scope of Work Template version 2.0(01-FEB-2017) Page 3 of 47 b r . Request for Proposal Arizona Department of Administration -` '. No.Solicitation State Procurement 201rkne Office ADSP018-00008097 SOD N SSth Ave.,Avc Suite 201 Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation The Training Plan may either be detailed and incorporated on the Invoice or attached as a separate identified item. 2.1.7 Services provided shall be available statewide 2.1.8 During the Term of this Contract,additional training,professional services and/or consulting services may be added as Customer,Local/State/Federal requirements or standards or needs change. Any additions/revisions/deletions shall be via a Contract Amendment. 2.2 Training and Professional Development Services may be either Structured or Customized 2.2.1 STRUCTURED means that the curriculum,materials,delivery formats,and method(s)of delivery,have already been developed,tested and successfully provided In other situations outside of this Contract(e.g.Off-the Shelf),with little or no revision in order to meet the requirements of the Customer. 2.2.2 CUSTOMIZED means that curriculum, materials, delivery formats, and method(s) of delivery are developed for the specific requirements of the Customer. 3.0 Scope of Services 3.1 TRAINING-PROFESSIONAL DEVELOPMENT and-or RELATED CONSULTATION CATEGORIES The Contractor may provide services that fall under one or more of the following Categories and one or more of the respective Sub-Categories under each Category. • . STRUCTURED CUSTOMIZED RELATED CONSULTATION Child Safety Services Child Safety Services Child Safety Services Corrections Corrections Corrections - Education Education Education information Technology Information Technology Information Technology Health Services Health Services Health Services Management!Leadership Management!Leadership Management!Leadership Personal Development Personal Development Personal Development Quality Services Quality Services Quality Services Safety Safety Safety Other-Specify Other-Specify Other-Specify PART 2 of the Solicitation Documents SECTION 2-A:Scope of Work Template version 2.0(01-FEB-2017) Page 4 of 47 � y iRequest for Proposal Arizona Department of Administration k 4-.� Solicitation No. State Procurement Office • 4 -�� ADSP018-00008097 ioo N 15th Ave,Suite 201 }-11 1''';0 Description: Phoenix,AZ85007 Training-Professional Development and-or Related Consultation 3.2 TRAINING DELIVERY FORMATS 3.2.1 Computer Based Training(CBTI—type of training in which the individual learns by executing special training programs on a computer. Customer may have required specifications for CBT formats. 3.2.2 E-Learning(E)—the transfer of skills and knowledge through the use of technology that enables an individual to learn anytime and anywhere.E-learning applications and processes include Web-based learning,webinars,virtual education opportunities and digital collaboration.Content is delivered via Internet, intranet/extranet,audio,video,satellite TV or other specified technology. 3.2.4. Offslte Classroom—Contractor Facility(VF)—In person instruction session at Contractor's location or chosen facility. 3.2.5 Onsite Classroom—State or Cooperative Member Facility(SF)—In person instruction session at a State or Cooperative Agency facility or chosen facility. 3.2.6 Train-the Trainer(TT)—transfer of knowledge and skills needed by a prospective trainer to provide a specified type of learning curriculum and experience. 3.3 CURRICULUM DELIVERABLES Ali Training and Professional Development materials whether for Structured Curriculum or Customized Curriculum shall at a minimum include the following: 3.3.1 Pre-Training and Post-Training 3.3.1.1 Clearly stated measurable learning objectives 3.3.1.2 Assessments that test participant's achievement of the stated learning objectives. 3.3.1.3 Verification of participants attendance through a completed Sign-in Sheet 3.3.1.4 Certificate of Completion and/or Completion Course Record for each participant. - 3.3.1.5 Participants'Evaluations of Course,to include evaluation of Instructor. 3.3.1.6 Contractor shall provide Couse Evaluations to the applicable Customer contact no later than 5 business days after each course has been provided. 3.3.2 facilitator Guide—Facilitator Guide shall include at a minimum: 3.3.2.1 Participant Guide; 3.3.2.2 Table of Contents; 3.3.2.3 Time segment allocations; 3.3.2.4 Stated measurable objectives or specified safety standards for the specific curriculum that meet Industry/Federal/State standards;and, 3.3.2.5 Bibliography for course content and referenced further reading. 3.3.3 Participant Guide 3.3.3.1 Table of Contents; 3.3.3.2 Time segment allocations; 3.3.3.3 Stated measurable and realistic objectives or specified safety standards for the specific curriculum;and. PART 2 of the Solicitation Documents SECTION 2-A:Scope of Work Template version 2.0(01-FEB-2017) } Page 5 of 47 •�. A t44I, Request for Proposal Arizona Department of Administration "`` Solicitation No. at State Procurement Office� ADSPO18-00008097 100 N 15th Ave Suite 201 Description: Phoenix,AZ85007 Training-Professional Development and-or Related Consultation 3.3.3.4 Bibliography for course content and referenced further reading. 3.3.4 Assessment 3.3.4.1 Contractor shall conduct assessments for training services that will accurately test participants'comprehension of the learning objectives and, as appropriate,the skills obtained as of result of attending the Training. 3.3.4.2 Contractor shall submit a copy of completed Assessments to the applicable Customer contact no later than 5 business days after each course has been provided. 3.3.5 Evaluation 3.3.5.1 Contractor shall have participants complete an Evaluation of the Training provided. 3.3.5.2 Contractor shall provide a copy or a composite of all Evaluations for a given Training session to the designated Customer contact. 3.4 TRAINING PLANNING—. 3.4.1 Contractor shall provide one(1)planning session to the Customer,at no charge, whether for Structured Curriculum or Customized Curriculum. The purpose of this session is to discuss training requirements. 3.4.1.1 Agreed upon requirements for the training shall be in writing and signed by authorized representatives from both parties(Contractor and the Customer) 3.4.1.1.1 Written Training Plan shall include at a minimum: a. Statement of Work or Project Plan or Agenda or Description of Course; b. Description or listing of Course Deliverables; c. Applicable Course Pre-Requlsites; d. Location and/or format of Course delivery; e. Who will be facilitating the Course delivery;and, d. Cost. 3.4.1.1.2 Customer shall have the final decision regarding: a. Type and level of training b. Duration of training c. Delivery format d. Delivery location and facilities e. Training environment(room set-up,equipment or other facility requirements). 3.4.1.1.3 Customer shall be allowed to review an actual Training and/or Professional Development activity via the proposed Training Delivery Format(s)prior to the commencement of any Services 3.4.1.1.4 Customer shall be allowed to edit and/or approve details of required Services,associated documentation and other PART 2 of the Solicitation Documents Scope of Work SECTION 2-A: Template version 2.0(01-FEB-2017) Page 6 of47 Request for Proposal Arizona Department of Administration ►.' '_ Solicitation No._ State Procurement Office ',� f ADSP018-00008097 100 N 15th Ave.,Suite 201 ��' Description: Phoenix,AzaSOW troirl" Training-Professional Development and-or Related Consultation Materials,whether they are for Structured Curriculum or Customized Curriculum. 3.4.L1.5 Contractor shall submit a finalized outline and masters of all Materials necessary to perform the proposed Services at a mutually agreed upon time prior to the start of services to the Customer.Customer may review and provide final approval to include:the type,extent,and duration of Services provided by the Contractor. 3.4.1.1.6 Training Facility(ies)and Location(s) a. Training may take place at either the Customer's location or the Contractor location. The mutually agreed upon location must be induded in the written Training Plan. b. Contractor shall provide a list of off-site facilities and any relevant options for the provision of Services. The list shall include at a minimum: • Facility address; • Facility ownership; • Description of the facility and training room(s)to include size,provisions,and parking availability. c. If a facility from the Contractor's listing is used: • All necessary equipment shall be provided; • Internet connection shall be available; • Parking shall be available at no cost to the Customer or it's participants. • The Customer shall have the right to make unannounced site visits to insure that the facility and location is satisfactory prior to approval. d. The Customer should consider using the facilities and services of the Meeting and Conference Room Planner— State of Arizona Contract Set,as deemed appropriate. 3.4.1.1.7 Software/Hardware Requirements—Both parties(Contractor and Customer)are to review any software,hardware and/or system requirements,to indude Security requirements, needed to deliver Training and/or Professional Development curriculum,particularly E-Leaming delivered services,to ensure compatibility,access,and availability PRIOR to use by participants. 3.4.2 Contractor may be required to attend one or more meetings for the purpose of obtaining updates from the State and/or its Customers. PART 2 of the Solicitation Documents SECTION 2-A:Scope of Work ' Template version 2.0(01-FEB-2017) Page 7 of 47 1_ i ;_' Request for Proposal r.` Arizona Department of Administration ' Solicitation No. ► = State Procurement Office -�' ADSP018-00008097 1'* i� . '4 100 N 15th Ave.,Suite 201 7 Description: Phoenix,AZ asam Training-Professional Development and-or Related Consultation 3.5 TRAINING CONSULTATION SERVICES—Customer may have a need to consult a Training and/or Professional Development expert to assess gaps in current agency training curriculum or consult to create a new Training and/or Professional Development training program. 3.5.1 There shall be a written Statement of Work,agreed upon and signed by both the Customer and Contractor,which contains: 3.5.1.1 A description of the Consultation Services to be performed; 3.5.1.2 The deliverables; 3.5.1.3 The duration in hours to complete the services; 3.5.1.4 The Contractor's Key Staff Contact who is also authorized to develop and process Change Orders and make day-to-day decisions,as needed; 3.5.1.5 The Customer's Key Staff Contact who is also authorized to develop and process Change Orders and make day-to-day decisions,as needed;and, 3.5.1.6 Other items as determined needed by the Customer and agree to by the Contractor. 3.52 Contractor shall submit written progress/completion report(s),including but not limited to the following Items. The Customer shall have the final approval of report content,frequency of reporting,and report submission deadlines. 3.5.2.1 Accomplishments based on deliverables; 3.5.2.2 Problem identification;and, 3.5.2.3 Recommendation(s)regarding Problem resolution. 3.6 REPORTING 3.6.1 Training and Professional Development activities, other than Planning or Consultation: 3.6.1.1 Customer Report-By the fifth(5th)business day after the completion of the course(s)/session,the Contractor shall submit,to the Customer's Key Staff Contact,written progress reports/completion report(s),which include,but not limited to,the following: 3.6.1.1.1 Participant's Roster comprised of a listing of attendees/participants,which states: a. Type of Training and/or Professional Development; b. Session(s): Instructor(s)Name and Session Date(s); c. Completion status; d. If a Certificate was received. 3.6.1.1.2 The Customer may specify the format to be used,except for Safety Training Services where the Contractor shall use the format depicted in Evddblt 1. 3.6.1.2 Quarterly Report-By the tenth(10th)business day after the end of each Contract Quarter,the Contractor shall send a report for the Reporting PART 2 of the Solicitation Documents SECTION 2-A:Scope of Work r ` y Template version 2.0(01-FEB-2017) Page 8of47 I, t''" --11 - Request for Proposal /vizona Department of Administration Solicitation No. ADSPOI8-00008097 State Procurement Office 100 N 15th Ave 201 Description: Phoenix.AZ 85005007 Training-Professional Development and-or Related Consultation Quarter to the Procurement Officer for this Contract. The Quarterly Report shall contain,at a minimum,the following information: 3.6.1.2.1 By each State Agency and each Cooperative Member a listing of Work performed to include: a. Date Started and Ended; b. Brief description of Purpose; c. Brief description of Outcome(s); d. Total amount Invoiced during Reported Quarter; e. Outstanding Payments to include:Amount due,date service ended,and date Invoice submitted. 3.6.1.2.2 The State may establish a required format during the life of this Contract. 3.6.1.3 Contract Year Report-By the tenth(10th)business day after the end of the last Contract Quarter,the Contractor shall send a cumulative report for the Contract Year(Contract Year Report)to the Procurement Officer for this Contract. The Contract Year Report shall contain,at a minimum, the following information 3.6.1.3.1 By each State Agency and by each Cooperative Member a listing of Work performed to include. a. By Type of Training and/or Professional Development; b. Number of Session(s): c. Completion status; d. Number of Certificates issued; e. Total amount invoiced for Contract Year;and, f. Outstanding Payments to include:Amount due,date service ended,and date Invoice submitted. 3.6.1.3.2 The State may establish a required format during the life of this Contract. 3.6.2 Training Consultation Service 3.6.2.1 Customer Report-By the fifth(5th)business day after the conclusion of services,Contractor shall submit,to the Customer's Key Staff Contact,a Final Report 10 day which includes at a minimum: 3.6.2.1.1 Work performed,to indude: when performed and by whom; 3.6.2.1.2 Accomplishments based on deliverables; 3.6.2.1.3 Problem and/or improvement recommendation;and, 3.6.2.1.4 Recommended resolution(s)and/or improvement(s). PART 2 of the Solicitation Documents SECTION 2-A:Scope of Work Template version 2.0(01-FEB-2017) Page 9 of 47 1, r Request for Proposal Arizona Department of Administration Solicitation No. State Procurement Office ADSPO18-00008097 rkr r loa N 1.5th Ave,Suite 201 Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation 3.6.2.1 The Customer may specify the format to be used,except for Safety Training Services where the Contractor shall use the format depicted in Exhibit 3.6.2.2 Quarterly Report-By the tenth(10th)business day after the end of each Contract Quarter,the Contractor shall send a report for the Reporting Quarter to the Procurement Officer for this Contract. The Quarterly Report shall contain,at a minimum,the following information: 3.6.2.2.1 Listing of Work performed by each State Agency and by each Cooperative Member to include: a. Date Started and Ended; b. Brief description of Purpose; c. Brief description of Outcome(s); d. Total amount Invoiced during Reported Quarter; e. Outstanding Payments to include:Amount due,date service ended,and date invoice submitted. 3.6.2.2.2 The State may establish a required format during the life of this Contract. 3.6.2.3 Contract Year Report-By the tenth(10th)business day after the end of the last Contract Quarter,the Contractor shall send a cumulative report for the Contract Year(Contract Year Report)to the Procurement Officer for this Contract. The Contract Year Report shall contain,at a minimum, the following information 3.6.2.3.1 Listing of Work performed by State Agency and by Cooperative Member to include: a. Date Started and Ended; b. Brief description of Purpose; c. Total amount Invoiced for Contract Year; d. Outstanding Payments to include:Amount due,date service ended,and date Invoice submitted. 3.6.2.3.2 The State may establish a required format during the life of this Contract. SECTION 2-A SUPPLEMENTS: (Offeror to insert as required and list here or type"None"on first line) No.of 7 tJe Hoye r�vpn±T3acp pales Purpose in;Offer ® Enter or type"None" x X Enter or delete row if not needed PART 2 of the Solicitation Documents SECTION 2-A:Scope of Work 42, Template version 2.0(01-FEB-2017) Page 10 of47 IM ice.. Request for Proposal Arizona Department of Adminetrotbn 1. . , Solicitation No. ADSP018-00008097 State Procurement Office t« ' ?' 100 N 15th Ave.,Suite 201 Description: Phoentz Az85007 Training-Professional Development and-or Related Consultation 3. Enter or delete row if not needed 4. Enter or delete row if not needed 5. Enter or delete row if not needed 6. Enter or delete row if not needed r 7. Enter or delete row if not needed The following Exhibit applies to the Scope of Work: SECTION 2-A_EXHIBIT I—Safety Training Course Listing End of Section 2-A PART 2 of the Solicitation Documents SECTION 2-A:Scope of Work ` Template version 2.0(01-FEB-2017) Page 11 of 47 , , Request for Proposal �� Anxona Department of Administration g•• Solicitation No. StateProcuremedOffice w ADSP018-00008097 100 N 15th Ave.,Suite 201 �� ' Description: Phoenix,AZ85007 Training-Professional Development and-or Related Consultation SECTION 2-B: Pricing Document 1.0 Compensation 1.1 COMPENSATION METHOD Contractor will be compensated based on the final detailed written quote approved by the Customer.Pricing shall not exceed the labor rates indicated on the Pricing Document. 2.0 Pricing 2.1 CONTRACTOR'S BEST PRICING.Supplier warrants that,for the term of the Contract,the prices and discounts set out in Attachments/Exhibits titled ATTACHMENT 4 PRICING—(Structured or Customized or Consultation)to this Pricing Document,including any subsequent agreed amendment to it(the"Contract Pricing"),will be equal to or better than the lowest prices and largest discounts,both separately and in combination,at which Contractor sells equivalent services,items of equipment and materials. 2.1.1 That price-plus-discount equivalence("Contractor's Best Pricing")is intended to be irrespective of whether or not those other sales have special purchase terms,conditions,rebates or allowances. 2.1.2 If Contractor's Best Pricing for equivalent services,items of equipment and materials is better than the Contract Pricing,then Contractor agrees to adjust the Contract Pricing to match the Contractor's Best Pricing for all sales related to the Contractor made after the date when the Contractor's Best Pricing was first better than the Contract Pricing. 2.1.3 For clarification of intent,that date is intended to be the date when the difference first occurred, which might have been before the difference was first identified.If it was before,then Supplier agrees to charge at less than the Contract Pricing until the extended difference that would have been realized (i.e.,if the Contractor's Best Pricing had been applied when it should have been)has been settled. 2.2 PRICING-ALL-INCLUSIVE: 2.2.1 Pricing is all-inclusive,including any ancillary fees and costs required to accomplish the Scope of Work and all aspects of Contractor's offer as accepted by State.Details of service not explicitly stated in the Scope of Work or in Contractor's Offer,but necessarily a part of,are deemed to be understood by Contractor and included herein.All administrative,reporting,or other requirements,all overhead costs and profit and any other costs toward the accomplishment of the requirements in the Contract are included in the pricing provided. 2.3 PRICE INCREASES: 2.3.1 The SPO may review a fully documented request for a price increase.The requested increase shall be in writing and be based upon a cost increase to the contractor that was clearly unpredictable at the time of the offer and is directly correlated to the price of the product concerned.Contractor must provide condusive evidence of a need for any price Increases such as being substantiated by the Producer Price Index,Consumer Price Index,or similar pricing guide. (a) Initial Contract prices will be honored for one year after award of Contract. (b) 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 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. PART 2 of the Solicitation Documents SECTION 2-B:Pricing Document " � },„ Template version 2.0(01-FEB-2017) Page 12 of47 0 "ff Request for Proposal Arizona Department of Administration Solicitation No. State Procurement Office V. ADSPO18 OOoO8O97 nr 100 N 15th Ave.,Suite 201 Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation (c) 411 price adjustments will be implemented by a formal contract change order.State shall determine whether the requested price Increase or an alternate option is In the best interest of State. 2.4 PRICE REDUCTIONS: 2.4.1 Price reductions shall be Immediately passed along to State and may be submitted in writing to State for consideration at any time during the Contract period.The contractor shall offer State a price reduction on the Contract product(s)concurrent with a published price reduction made to other customers.State at Its own discretion may accept a price reduction.The price reduction request shall be in writing and include documentation showing the actual reduction of cost.Sales promotions requests shall include difference in pricing,begin,and end date of promotion along with the products covered. 2.5 ADDITIONAL CHARGES: 2.5.1 Any charges or fees not delineated in the Contract may not be added,billed,or invoiced under the Contract. 2.6 TRAVEL 2.6.1 Contractor shall get written approval prior to any travel under the Contract in which reimbursement of expenses will be requested.Contractor will be reimbursed for actual expenses Incurred in accordance with the current rates specified In State's Travel Policy.Contractor shall itemize all per diem and lodging charges.State Travel Policy,Including State rates,may be located at httes://eao.az.gov/travel. The Eligible Entity/Customer shall reject any claim for travel reimbursement without prior written approval. 3,0 Funding No particular funding considerations apart from paragraph 4.3 of the Uniform Terms and Conditions[Availability of Funds]have been identified as of the Solicitation date. 4.0 Invoicing 4.1 INVOICES GO TO BUYING ENTITY.Contractor shall submit all billing notices or invoices to the ordering Eligible Entity/Customer(e.g.Eligible Agency or Co-Op Buyer)at the address indicated on the applicable Order document. 4.2 MINIMUM INVOICE REQUIREMENTS.Every invoice must include the following Information: item Required Bill-to name and address • Contractor name and contact information • Remit-to address • State contract number • Order number(typically the ProcureAZ PO#) • Invoice number and date • Date the items shipped or services performed • PAR1 2 of the Solicitation Documents SECTION 2-B•Pricing Document Template version 2.0(01-FEB-2017) Page 13 of47 '+ t. r , Ilik 1,i - Request for Proposal Arizona Department of Administration . :II Solicitation No.roe rState Procurement Office - ADSPO18 O0008097 -ltK 100P L5th Ave„Suite Description: Phoenix,AZa50f17 Training-Professional Development and-or Related Consultation Applicable payment terms • Contract line item number • Contract line item description • Quantity delivered or performed • Line item unit of measure • Item price • Extended pricing • Discount off list or catalog • Taxes(as a separate invoice line item) • Upcharge shipping/freight,etc.(as a separate Invoice line item) Materials only Total invoice amount due • Per 2.1.6 Start Worit a copy of the Training Plan Is to be detailed and incorporated in the invoke or attached to the Invoke. 4.3 NO INVOICE WITHOUT AUTHORIZATION.Contractor shall not seek payment for any: 1. Materials or Services that have not been authorized on an acknowledged Order; 2. Expediting,overtime,premiums,or upcharges absent State's express prior approval;or 3. Materials or Services that are the subject of a Contract Amendment or Change Order that has not been fully signed. 4.4 PRE-INVOICE REVIEW.Shortly before Contractor Is scheduled to submit each invoice,the parties' representatives shall meet informally to review any issues relevant to that upcoming invoice so that the formai invoice process Is thereby facilitated and made more efficient 4.5 SUBMITTING INVOICES.Contractor shall submit an invoice to the ordering Eligible Agency or Co-Op Buyer using the form provided or required by the ordering Eligible Entity/Customer(Eligible Agency or Co-Op Buyer).Every Invoice must be signed by Contractor's authorized representative and accompanied by all supporting Information and documentation required by the Contract and applicable laws. 4.6 DEFECTIVE INVOICES.Without prejudice to its other rights under the Contract or further obligation to Contractor,the ordering Eligible Entity/Customer(Eligible Agency or Co-Op Buyer)may,at its discretion,reject any materially defective invoice. 4.6.1 The ordering Authorize Entity/Customer(Eligible Agency or Co-Op Buyer)shall notify Contractor within 5(five)business days after receipt if it determines an invoice to be materially defective. 4.6.2 Invoices will be deemed automatically rejected upon delivery if they: (a) are sent to an incorrect address; (b) do not reference the correct State contract number;or (c) are payable to any Person other than the Contractor. 4.6.3 The ordering EligibieEntity/Customer(Eligible Agency or Co-Op Buyer)will have no obligation to pay against a defective invoice unless and until Contractor has re-submitted it free of defects. PART 2 of the Solicitation Documents SECTION 2-B:Pricing Document ik(°4` °: Template version 2.0(01-FEB-2017) Page 14 of 47 1: Request for Proposal Arizona Department of Administration 100) Solicitation No. State Procurement Office R ' ADSP018-00008097 "'.1+.%-► 100N15thAve.,SuRe201 'V Description: PhoentK azasoo� Training-Professional Development and-or Related Consultation , 5.0 Payments 5.1 PAYMENT.The applicable Eligible Agency or Co-Op Buyer shall pay undisputed amounts due to Contractor within the time period specified In Section 4.0 Costs and Payments of the Uniform Terms and_Conditions 5.2 JOINT CHECKS OR DIRECT PAY.applicable Eligible Agency or Co-Op Buyer may,but Is under no obligation to,pay by joint check or to pay directly to any Subcontractor or other creditor to whom any portion of Contractor's requested payment is owed. 5.3 RECOVERY OF OVER-PAYMENT.If applicable Eligible Agency or Co-Op Buyer determines that an over-payment has been made to Contractor on any prior invoice,it shall inform Contractor of the amount and date of the over-payment and may deduct the over-paid amount from amounts then or thereafter due to Contractor. 5.4 PAYMENTS TO SUBCONTRACTORS.Contractor shall make payment of all undisputed amounts due to Subcontractors within thirty(30)days of receipt of funds from applicable Eligible Agency or Co-Op Buyer applicable to their services. 5.5 PURCHASING CARD.applicable Eligible Agency or Co-Op Buyer may pay invoices for some or all Orders using a purchasing card.Any and all fees related to payment using a Purchasing Card are the responsibility of Contractor.Unless otherwise stated In the Contract there will be no additional fees or increase in prices associated with this method of payment. 5.6 AUTOMATED CLEARING HOUSE.applicable Eligible Agency or Co-Op Buyer may pay Invoices for some or all Orders through an Automated Clearing House(ACH).In order to receive payments In this manner from Eligible Agencies,Contractor must complete an ACH Vendor Authorization Form(form GA0.618)within 30(thirty)days after the effective date of the Contract The form is available online at: https://vao.a z.gov/afis/vendor-info rmatio n 6,0 Exhibits to the Pricing Document X None End of Section 2-B PART 2 of the Solicitation Documents SECTION 2-B:Pricing Document Template version 2.0(O1-FEB-201.7) Page 15 of47 tik 1 Request for Proposal �� Arizona Department of Administration - > }_.4._ Solicitation No. ADSP018-00008097 State Procurement Office 100 N SSth Ave.,Suite 201 ' Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation SECTION 2-C: Special Terms and Conditions The Special Terms and Conditions modify the Uniform Terms and Conditions and its Appendices.it can modify them by replacing,deleting, appending to,or revising the text of an existing provision or by inserting a new paragraph into an existing atkie.No other document modifies or adds to the Uniform Terms and Conditions,except as may subsequently be otherwise and expressly agreed and incorporated by Contract Amendment 1 0 Definition of Terms As used in the Contract,the terms listed below are defined as follows: 1.1 Acceptance "Acceptance"means the document headed'Offer and Acceptance Form"bearing the State contract number once Procurement Officer has signed it to signify(1)State's formal acceptance of the Accepted Offer and(2)the formation of the Contract.For darity of intent,the foregoing is not to be confused with the term'acceptance used throughout the Contract in the context of delivery,inspection,etc,with respect to Materials or Services. 1.2 Accepted Offer If State did not request a Revised Offer,then"Accepted Offer"means the initial Offer. If State did request a Revised Offer but not a Best and Final Offer,then"Accepted Offer"means the latest Revised Offer. If State requested a Best and Final Offer,then'Accepted Offer"means the Best and Final Offer. 1.3 Aritona Procurement "Arizona Procurement Code,"A.R.S.,"and"A.A.C."are each defined in the Instructions to Code; Offerors. A.R.S.;A.A.C. 1.4 Arizona TPT "Arizona TPT"means Arizona Transaction Privilege Tax.For information,refer to the Arizona Department of Revenue(DOR)website at: httpsJMrnw.azdor aovlbusinesslhansac ionodvileeetax.aspx. 1.5 Attachment 'Attachment"means any Item that: 1. the Solicitation required Offeror to submit as part of the relevant Offer (e.g.,initial Offer,Revised Offer,or BAFO); 2. was attached to an Offer when submitted;and 3. was included in the Accepted Offer. 1.6 Pricing "Pricing Document"means Section 2-B of Part 2 of the Solicitation Documents,provided that, Document if there is no such Section in the Contract,then"Pricing Document"Is to be construed as referring to whatever item in the Contract contains the contracted pricing and payment provisions. L7 Contract "Contract Amendment"means a document signed by Procurement Officer that has been issued Amendment for the purpose of making changes to the Contract after execution.The term"Change Order"in ProcureA2 is to be construed as being synonymous with"Contract Amendment". L8 Contract Terms "Contract Terms and Conditions'means the Soecial Terms and Conditions and these Uniform and Conditions Terms and Conditions taken collectively. 1.9 Contractor "Contractor"means the Person identified on the Accepted Offer who has entered Into the Contract with State. 1.10 Contractor indemnitor "Contractor Indemnitor"means Contractor or any of its owners,officers,directors,agents, employees,or Subcontractors. iirPART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions Wz; Template version 2.0(01-FEB-2017) Page 16 of 47 o! , - Request for Proposal ,411111111. Solicitation No. .� r Ar zona Department of Administration State Procurement Office � �'' ADSP018-00008097 100 N 15th Ave,Suite 201 Description: Phoenix.AZ85007 Training-Professional Development and-or Related Consultation 1.11 Co-Op Buyer "Co-op Buyer"means a member of the State Purchasing Cooperative that has entered into a "Cooperative Purchasing Agreement"with the Arizona Department of Administration State Procurement Office under A.R.S.§41-2632.Unless there is an applicable Cooperative Purchasing Agreement in effect at the time,a State Purchasing Cooperative member cannot be a Co-Op Buyer.For reference,"Co-Op Buyer"Is to be construed as encompassing"eligible procurement unit"under A.A.C.R2-7-101(23). NOTE:Membership in the State Purchasing Cooperative Is open to all Arizona political subdivisions,induding cities,counties,school districts,and special districts.Membership is also available to non-profit organizations,other state governments,the federal government and tribal nations.For reference,"non-profit organizations"are defined In A.R.S.§41-2631(4)as any nonprofit corporation as designated by the IRS under section 501(c)(3)through 501(c)(6)of the tax code. 1.12 Eligible Agency if the$pedal Terms and Conditions indicates that the Contract is a"single-agency"contract, then"Eligible Agency"means the particular State of Arizona agency,university,commission,or board identified therein.If the Special Terms and Conditions Indicates that the Contract is a "statewide"contract,then"Eligible Agency"means any State of Arizona department,agency, university,commission,or board. 1.13 Indemnified Basic "Indemnified Basic Claims"means any and all claims,actions,liabilities,damages,losses,or Claims expenses,including court costs,attorneys'fees,and costs of claim processing,investigation and litigation,for bodily Injury or personal injury,including death,or loss or damage to any real or tangible or intangible personal property,collectively.See paragraph 6.3. 1.14 instructions "Instructions to Offerors"is Section 3-a of Part 3 of the Solicitation Documents. to Offerors 1.15 Order "Order"means the instrument by which State authorizes Contractor to perform some or all of the Work.Whether the Contract will have one Order or many Orders depends the scope of the Contract and how State will use it.The Special Terms and Conditions provide that information. Any of the following is to be construed as being an"Order": 1. "Release"or"Release Purchase Order"in ProcureAZ; 2. "task order","service order,"or job order"when a Release Purchase Order for Services has already been committed in ProcureAT;or 3. "purchase order"for buying by Co-Op Buyers,if co-op buying applies. 1.16 ProcureAZ "ProcureAT"means State's official electronic procurement system,established pursuant to A.A.C.R2-7-201 as set forth in the Arizona Department of Administration State Procurement Office policy document Technical Bulletin No.020,ProcureAZ—The Offid at State eProcurernent System. NOTE(1):Technical Bulletin No.020 Is available online at: bites:t spa.az.aovfadministration-Dolicvlstate-arocurement-resourca/arocurement-renulations NOTE(2):The URL for ProcureAZ itself is: htles:llorocure.az.povl 1.17 State With respect to the Contract generally,"State"means the State of Arizona and its department, agency,university,commission,or board that has executed the Contract.With respect to administration or rights,remedies,obligations and duties under the Contract for a given Order, "State"means each of Eligible Agency or Co-Op Buyer who has issued the Order. 1.18 State Indemniteas "State indemnitees"means,collectively,the State of Arizona,its departments,agencies, universities,commissions,and boards and,and their respective officers,agents,and employees. 1.19 Subcontractor "Subcontractor"has the meaning given in A.R.S.§41-2503(38),which,for convenience of reference only,is"_.a person who contracts to perform work or render service to... [Cjontractor or to another(S)ubcontractor as a part of a contract with a state governmental unit ..."The Contract is to be construed as"a contract with a state governmental unit"for purposes PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions M ' Template version 2.0(01-FEB-2017) Page 17 of 47 C#' t n Request for Proposal Arizona Department of Administretbn � '`'' ' Solicitation No. '' ADSP018-00008097 State Procurement Office % 100 N 15th Ave.,Suite 201 Description: Phoenix,AZa5007 Training-Professional Development and-or Related Consultation of the definition.For clarity of Intent,a Person carrying out any element of the Work is a Subcontractor from the moment they first carry out that element of the Work regardless of whether or not a Subcontract exists then or subsequently. 1.20 Work "Work"means the totality of the Materials and the Services and all the acts of administration, creation,production,and performance necessary to fulfill and incidental to fulfilling all of Contractor's obligations and duties under the Contract in conformance with the Contract and applicable laws. 1. 2 0 Contract Interpretation Li Usage Where the Contract 1. assigns obligations to Contractor,any reference to"Contractor"Is to be construed to be a reference to"Contractor and all Subcontractors,whether they are first-tier subcontractors,sub-subcontractors,suppliers,sub-suppiers,consultants,or sub- consultants,as well as all of Contractor's and the Subcontractors'respective agents, representatives,and employees"in every instance unless the context plainly requires that it is be a reference only to Contractor as apart from Subcontractors; 2. uses the permissive"may"with respect to a party's actions,determinations,etc.,the term is to be interpreted as In A.A.C.R2-7-101(31)(Definitions].For clarity of intent,any right given to State using"State may"or a like construction denotes discretion and freedom to act so far as any regulatory or operative constraints permit In the relevant circumstances,provided that:(a)where written"may,at its discretion,"the discretion extends to whatever is most advantageous to State;and(b)where written only as "may,"the discretion is constrained by what is fair,reasonable,and as accommodating of the respective best interests of both parties as practicable under the circumstances; 3. uses the imperative"shall"with respect to a party's actions,duties,etc.,the term is to be interpreted as In A.A.C.R2-7-101(43)[Definitions].Conversely,the phrase"shall not" is to be interpreted as an Imperative prohibition. 4. uses the term"must"with respect to a requirement,criterion,etc.,the term Is to be interpreted as conveying compulsion or strict necessity,and is to be read as though written"must f(the subject)is to be entitled to have(the object)considered or credited as being compliant with,conforming to,or satisfying(the requirement;criterion, constraint,etc.],otherwise,(the object)will be considered or debited as being non-compliant,non-conforming,or unsatisfactory for Its Contract-related purposes"In every Instance; 5. uses the term"might"with respect to an event,outcome,action,etc.,the term Is to be interpreted as conveying contingency or non-discretionary conditionality;and 6. uses the term"will"or the phrases"is to be"or"are to be"with respect to an event, outcome,action,etc.,the term or phrase is to be interpreted as conveying such certainty or Imperativeness that"shall"is either unnecessary or irrelevant in that instance. 2.2 Contract Order of COMPLEMENTARY DOCUMENTS.All of the documents forming the Contract are Precedence complementary.If certain work,requirements,obligations,or duties are set out only in one but not in another,Contractor shall carry out the Work as though the relevant work,requirements, obligations,or duties had been fully described in all,consistent with the other documents forming the Contract and as is reasonably Inferable from them as being necessary to produce complete results. CONFLICTS.In case of any inconsistency,conflict,or ambiguity among the documents forming the Contract and their provisions,they are to prevail in the following order,descending from most dominate to most subordinate,provided that,among categories of documents or provisions having the same rank,the document or provision with the latest date prevails. Information being identified in one document but not In another is not to be considered a conflict or Inconsistency. PART 2 of the Solicitation Documents SECTION 2-C:Special Tents and Conditions ;2.,„. Template version 2.0(01-FEB-2017) Page 18 of47 w '' Request for Proposal ArtiZona Department of Administration :111..,;..i .,,.., �' Solicitation No. State Procurement Office • ti' 111111iht'..V ADSP018-00008097 100 N 15th Ave.,Suite 201 Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation (a) Contract Amendments; (b) the Solicitation Documents,In the order: (1) Special Terms and Conditions; (2) Exhibits to the Special Terms and Conditions; (3) Uniform Terms and Conditions; (4) Scope of Work; (5) Exhibits to the Scope of Work; (6) Pricing Document; (7) Exhibits to the Pricing Document; PI) Specifications;and (9) any other documents referenced or Included in the Solicitation; (c) Orders,in reverse chronological order;and (d) Accepted Offer. ATTACHMENTS AND EXHIBITS.For clarity of intent,if an item was an Attachment in the Solicitation Documents or an Offer(either Initial,Revised,Best and Final,or Accepted)and was subsequently made Into an Exhibit,or its content was Incorporated Into one of the other Contract documents,then that Attachment no longer racists contractually as an"Attachment" since it has at that point been made into some other Contract document.In every other case,an Attachment and the Offeror data therein remain part of the Accepted Offer for purposes of precedence and contractual effect. 2.3 Independent Contractor Is en independent contractor and shall act in an independent capacity In Contractor performance under the Contract.Neither party is or is to be construed as being to be the employee or agent of the other party,and no action,Inaction,event,or circumstance will be grounds for deeming it to be so. 2A Complete The Contract,Including any documents incorporated into the Contract by reference,is intended Integration by the parties as a final and complete expression of their agreement.There are no prior, contemporaneous,or additional agreements,either oral or in writing,pertaining to the Contract. [_ 4 0 Contract Adminisilfe.nnn and Operatiaa 3.1 Term of Contract The term of the Contract will commence on the date indicated on the Acceptance and continue for fourteen(14)months unless canceled,terminated,or permissibly extended. 3.2 Contract State may at its discretion extend the initial Contract term 1n Increments of one or more months Extensions and do so one or more times,provided that,the maximum aggregate term of the Contract including extensions cannot exceed the maximum aggregate term of 5(five)years. 3.3 Notices and 3.3.1 TO CONTRACTOR.State shall: Correspondence (a) address all Contract correspondence other than formal notices to the email address indicated as"Default for Type"for"General Mailing Address"In Contractor's corresponding ProcureAZ Vendor Profile;and (b) address any required notices to Contractor to the"Contact Name and Title"at the "Mailing Address"indicated on the Accepted Offer,as that address might have been amended during the term of the Contract. 3.3.2 TO STATE.Contractor shall: (a) address all Contract correspondence other than format notices to the email address indicated in"Contact Instructions"in the ProcureAZ Summary for State; and PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions Template version 2.0(01-FEB-2017) Page 19 of 47 r ►� Request for Proposal ,, Arizona Department of Administration Solicitation No. State Procurement Office 9, 1 ADSPOI8-00008097 : �`" > 100 N 15tit Ave.,Suite 201 V Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation (b) address any required notices to State to Procurement Officer identified as "Purchaser"in the ProcureAZ Summary at the following mailing address: Arizona Department of Administration State Procurement Office 100 N 15th Ave.,Suite 201 Phoenix,AZ 85007 3.3.3 CHANGES.State may change the designated Procurement Officer,update contact information,or change the applicable mailing address by Contract Amendment. 3A Signing of Contract Contractor's counter-signature—or"approval"in ProcureAZ,in the case of a Change Order—is Amendments not required to give effect if the Contract Amendment only covers either: 1. extension of the term of the Contract within the maximum aggregate term; 2. revision to Procurement Officer appointment or contact information;or 3. modifications of a clerical nature that have no effect on terms,conditions,price,scope, or other material aspect of the Contract. In every case other than those listed in(2),(2),and(3)above,both parties'signature—or "approval"in ProcureAZ,in the case of a Change Order—are required to give it effect. 3.5 CBdc-Through Terms If either party uses a web based ordering system,an electronic purchase order system,an and Conditions electronic order acknowledgement,a form of an electronic acceptance,or any software based ordering system with respect to the Contract(each an"Electronic Ordering System"),the parties acknowledge and agree that an Electronic Ordering System Is for ease of administration only, and Contractor is hereby given notice that the persons using Electronic Ordering Systems on behalf of State do not have any actual or apparent authority to create legally binding obligations that vary from the terms and conditions of the Contract.Accordingly,where an authorized State user is required to"click through"or otherwise accept or be made subject to any terms and conditions in using an Electronic Ordering Systems,any such terms and conditions are deemed void upon presentation.Additionally,where an authorized State user is required to accept or be made subject to any terms and conditions in accessing or employing any Materials or Services, those terms and conditions will also be void. 3.6 Books and 3.6.1 RETAIN RECORDS.By A.R.S.§41-2548(B),Contractor shall retain and shall contractually Records require each Subcontractor to retain books and records relating for any cost and pricing data submitted in satisfaction of 6 41-2543 for the period spedfled in the statute. 3.6.2 RIGHT TO AUDIT.The retained books and records are subject to audit by State during that period.By A.R.S.641-2548(B),Contractor shall retain and shall contractually require each Subcontractor to retain books and records relating to performance under the Contract for the period specified in the statute and those retained books and records are subject to audit by State during that period. 3.6.3 AUDITING.Contractor or Subcontractor shall either make all such books and records under subparagraphs 3.6.1 and 3.6.2 available to State at all reasonable times or produce the records at a designated State office on State's demand,the choice of which being at State's discretion.For the purpose of this paragraph,"reasonable times" are during normal business hours and in such a manner so as to not unreasonably interfere with normal business activities. 3.7 Contractor Licenses Contractor shall maintain current all federal,state and local licenses and permits required for the operation of its business in general,for Its operations under the Contract,and for the Work itself. 3.8 Inspection By A.R.S.6 41-2547,State may at reasonable times inspect the part of Contractor's or and Testing Subcontractors'plant or places of business related to performance under the Contract. Accordingly,Contractor agrees to permit(for itself)and ensure(for Subcontractors)access for inspection at any reasonable time to its facilities,processes,and services.State may inspect or test,at its own cost,any finished goods,work-in-progress,components,or unfinished materials PAR!2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions Template version 2.0(01-FEB-2017) Page 20 of 47 L Request for Proposal Arizona Department of Administration 1.41: L� Solicitation No. State Procurement Office .4 ADSP018-00008097 a$1+ 100 N 15th Ave„Sure 201 `` Description: Phoenlz,AZ 85007 " Training-Professional Development and-or Related Consultation that are be supplied under the Contract or that will be incorporated into something to be supplied under the Contract.lithe Inspection or testing shows non-conformance or defects, then Contractor will owe State reimbursement or payment of all costs it Incurred In carrying out or contracting for the inspection and testing,as well as for any re-inspection or re-testing that might be necessary.Neither Inspection of facilities nor testing of goods,work components,or unfinished materials will of itself constitute acceptance by State of those things. 3.9 Ownership of 3.9.1 RIGHTS IN WORK PRODUCT.All intellectual o pr party originated or prepared by Intellectual Contractor pursuant to the Contract,Including but not limited to,inventions, Property discoveries,Intellectual copyrights,trademarks,trade names,trade secrets,technical communications,records reports,computer programs and other documentation or improvements thereto,including Contractor's administrative communications and records relating to the Contract,are considered work product and Contractor's property,provided that,State has Government Purpose Rights to that work product as and when it was delivered to State. (a) "Government Purpose Rights"are: i. the unlimited,perpetual,irrevocable,royalty free,non-exclusive,worldwide right to use,modify,reproduce,release,perform,display,sublicense, disclose and create derivatives from that work product without restriction for any activity in which State is a party; II. the right to release or disclose that work product to third parties for any State government purpose;and Hi. the right to authorize those to whom it rightfully releases or discloses that work product to use,modify,release,create derivative works from the work product for any State government purpose;such recipients being understood to include the federal government,the governments of other states,and various local governments. (b) "Government Purpose Rights"do not Include any right to use,modify,reproduce, perform,release,display,create derivative works from,or disclose that work product for any commercial purpose or to authorize others to do so. 3.9.2 JOINT DEVELOPMENTS.The parties may each use equally any ideas,concepts,know- how,or techniques developed Jointly during the course of the Contract,and may do so at their respective discretion,without obligation of notice or accounting to the uther party. 3.9.3 PRE-EXISTING MATERIAL All pre-existing software and other materials developed or otherwise obtained by or for Contractor or its affiliates independently of the Contract or applicable Purchase Orders are not part of the work product to which rights are granted State under subparagraph 3.9.1 above,and will remain the exclusive property of Contractor,provided that: (a) any derivative works of such pre-existing material or elements thereof that are created pursuant to the Contract are part of that work product; {b) any elements of derivative work of such pre-existing material that was not created pursuant to the Contract are not part of that work product;and (c) except as expressly stated otherwise,nothing in the Contract is to be construed to interfere or diminish Contractor's or its affiliates'ownership of such pre- existing materials. 3.9.4 DEVELOPMENTS OUTSIDE OF CONTRACT.Unless expressly stated otherwise in the Contract does not preclude Contractor from developing competing materials outside the Contract,irrespective of any similarity to materials delivered or to be delivered to State hereunder. 3.10 Subcontracts 3.10.1 INITIAL LIST.At the time of Contract execution,Contractor's cendidate Subcontractors were identified in Attachment 3-C to the Accepted Offer[Proposed Subcontractors]. Agreeing to them being included in the Accepted Offer signified Procurement Officer's PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions Template version 2.0(01-FEB-2017) Page 21 of47 ,'�, -ikRequest for Proposal Arizona Department of Administration _-. :;i.. R Solicitation No. State Procurement Office ADSPO18-00008097 100 N 15th Ave.,Suite 201 Description: Phoenby AZ 85007 Training-Professional Development and-or Related Consultation advance consent for Contractor to enter into a Subcontract with each candidate,which Contractor shall do as promptly as necessary to ensure its ability to carry out the Work In a timely manner. 3.10.2 ADDITIONAL NAMES.Contractor shall not enter Into a Subcontract without first obtaining Procurement Officer's written consent with any prospective Subcontractor that(a)was not listed on Attachment 3-C at time of Contract execution or(b)is for any Materials or Services categories other than the ones for which they were previously consented.For either case(a)or(I,),Contractor shall submit a written request sufficiently in advance of the need date for those materials or services so that performance under the Contract is not impaired.Procurement Officer may request any additional information he or she determines is necessary to assess the submittal,and may withhold consent pending It. 3.10.3 FLOW-DOWN.Contractor shall incorporate the provisions,terms,and conditions of the Contract into every Subcontract by inclusion or by reference,as appropriate.When making any post-execution consent requests,Contractor shall include its warrant that it will do the same for the pending Subcontracts covered by the request.Entering Into Subcontracts will not relieve Contractor of any of its obligations or duties under the Contract,including,among other things,the duty to supervise and coordinate the work of Subcontractors.Nothing contained in any Subcontract will create or is to be construed as creating any contractual relationship between State and the Subcontractor. 9.11 Offshore Contractor shall only perform those portions of the Services that directly serve State or Its Performance clients and involve access to secure or sensitive data or personal client data within the defined of Certain Work territories of the United States.Unless specifically stated otherwise in the Scope of Work,this Prohibited paragraph does not apply to Indirect or overhead services,redundant back-up services,or services that are incidental to performance under the Contract.This provision applies to work performed by Subcontractors at all tiers. 3.12 Orders 3.12.1 ORDER SUFFICIENCY.The Contract was awarded in accordance with the Arizona Procurement Code;the transactions and procedures required by the code for competitive source selection have been met.An Order Issued that cites the correct State contract number will suffice to authorize Contractor to provide the Materials and perform the Services covered by that Order. 3.12.2 ORDER TERMS.All Orders are subject to the Contract Terms and Conditions;an Order cannot modify the Contract Terms and Conditions. 3.12.3 ORDERS ARE OBLIGATORY.Until the expiration or earlier termination of the Contract, State may issue and Contractor shall accept Orders that make proper reference to the Contract and are permissible hereunder,provided that,Contractor is not obliged to accept any Order that Is not consistent with the then-current pricing,lead times, specifications,or payment provisions of the Contract.Contractor shall fulfill end complete any Orders that are begun but not yet completed as of expiration or earlier termination of the Contract unless State instructs otherwise at the time. 3.12.4 SPECIAL CASE.In the special case where both the following conditions are true, Procurement Officer's signature on the Acceptance is Contractor's authorization to perform and therefore no Order is required:(a)the Contract is identified as being a "single-agency/single-protect"contract and(b)the Contract was created in ProcureAZ as something other than a'Master/Blanket"type. 3.12.5 NO MINIMUMS OR COMMITMENTS.(a)Contractor shall not impose any minimum dollar amount,item count,services volume,or services duration on Orders;(b)State makes no commitment of any kind concerning the quantity or monetary value of activity actually initiated or completed during the term of the Contract;(c)Contractor shall only deliver or perform as authorized by Orders;and(d)State is not limited as to the number of Orders It may Issue for the Contract.For clarity of intent,the foregoing PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions ' .., Template version 2.0(01-FEB-2017) Page 22 of 47 zt. , �� Request for Proposal Arizona Department of Administration i "' • Solicitation No. State Procurement OfficeADSPO18-00008097 100 N 15th Ave.,Suite 101 ,j Description: Phoenix,Az e5007 ] Training-Professional Development and-or Related Consultation applies equally whether en Eligible Agency Issues the Order or,if applicable,a Co-Op Buyer issues it. 3.12.6 NON-CONTRACTED MATERIALS OR SERVICES.Any attempt to knowingly represent for sales,marketing,or related purposes that goods or services not specifically awarded are under a State contract is a violation of the Contract and law. 3.13 Statewide Contract The Contract is a"statewide"contract for multiple purchases,projects,or assignments,and can Provisions be purchased against by some or all Eligible Agencies and any Co-Op Buyers that elect to participate.Even if only one Eligible Agency needs or elects to purchase against the Contract,it is to be construed as being a"statewide"contract hereunder. The Contract Is an indefinite delivery,indefinite quantity(ID/IQ)type of contract it is to be construed as a"delivery order"sub-type of ID/IQ contract to the extent the Work Is Materials, and a"task order"sub-type to the extent the Work is Services. 1. Contractor shall verify If an ordering entity Is a bona tide Co-Op Buyer before selling Materials to or providing Services for them under the Contract.The current list of Co-Op Buyers is available on the State Procurement Office website: htfas;Nsoo.az.aov/procurement-seMcesicoopera§ve-eroc uementlstate-purchasing- cooperative 2. Contractor shall sell to Co-Op Buyers at the same price and on the same lead times and other terms and conditions under which rt sells to Eligible Agencies,with the sole exception of any legitimately additional costs for extraordinary shipping or delivery requirements If the Co-Op Buyer is having Materials delivered or installed or Services performed at locations not contemplated In the contracted pricing(e.g.delivery to a location outside Arizona). 3. Contractor shall pay State an administrative fee against all Contract sales to Co-Op Buyers,as provided for under A.R.S.§41-2633.The fee rate is one(1%)percent.Failure to remit the administrative fees Is a material breach of contract,and will entitle State to its remedies under Article 8 and its right to terminate for default under Article 9. Method of calculation,payment procedures,and other details are provided on the State Procurement Office website: https;l/spo.az.Qov/contractor-resources/slatewide.contracSs-administrative-fee 4. Contractor shall submit to State a quarterly usage report documenting all Contract sales to both Eligible Agencies and Co-Op Buyers,itemized separately.Contractor shall further itemize divisions,groups or areas within a given Eligible Agency If they place Orders independently of each other.Failure to submit the report is a material breach of contract,and will entitle State to Its remedies under Article 8 and its right to terminate for default under Article 9.Contractor shall submit the report using the forms and following the Instructions on the State Procurement Office website: hops://spo.az.aovlsentrador-resources/statewkle-contractsadministrative-Jee S. Contractor shall acknowledge each Order from Eigible Agencies within 1(one)business day after receipt by either:(a)"approving"the Order electronically in ProcureA2,which will indicate Contractor's unqualified acceptance of the Order as-issued;or (b)"rejecting"the Order electronically In ProcureAZ,with a concurrent explanation by email to relevant originator as to the reason for rejecting It.By way of reminder,the only grounds on which Contractor may reject or refuse an Order are those set out In subparagraph 3.14.3[Orders ore Obligatory].Unless and until Contractor has approved the Order in ProcureA2,it will have no effect under the Contract and will not oblige either State or Contractor.If the relevant Eligible Agency explIcltly Instructs at the time that a verbal acceptance is sufficient because of urgency or other unusual circumstances and Contractor duly gives Its verbal acceptance,then Contractor will be deemed to have accepted the Order immediately upon commencing performance,provided that, Contractor must follow-up its verbal acceptance by accepting the Purchase Order electronically in ProcureAZ within 3(three)business days.Contractor shall thereafter be PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions Template version 2.0(01-FEB-2017) Page 23 of 47 4 Request for Proposal Arizona Department of Administration Solicitation No. State Procurement Office ADSPO18-00008097 100 N 15th Ave.,Suite 203 Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation barred from subsequently rejecting the Order in ProcureAZ and if it does so the rejection will be void. 6. Contractor shall acknowledge each Order from Co-Op Buyers in conformance with each buyer's Instructions given at the time of ordering or in any supplemental participating agreement Contractor might have with them.Orders from Co-Op Buyers create no obligation on State's part,since they are entirely between the Co-Op Buyer and Contractor.That notwithstanding,Contractor's obligation under the Contract Is to service Co-Op Buyers commerdally as though they were with an Eligible Agency,and Contractor's refusal to do so would be a material breach of the Contract. 3.14 Multiple-Use Eligible Agendes may issue Orders for Services in several forms,all of which become final and Provisions effective by a"Release Purchase Order'in ProcureAZ.Orders issued by Co-Op Buyers will be in whatever form the Co-Op Buyer normally uses.Regardless of origin,Orders must cite the State contract number to be valid.State may,at its discretion in each Instance,determine the scope, schedule,and price for each Order in any of the following ways: 1. By choosing some or all of the Materials or Services items covered by the Contract for which a price is established In the Priclne Document then preparing an Order using those prices(e.g.,filling out an order form),and sending It to Contractor. 2. By instructing Contractor to provide a comprehensive proposal of Item quantities, combinations,etc.,or services hours,personnel,etc.,for a defined scope using those established prices as a basis,then validating and negotiating the proposal with Contractor and issuing an Order if and when reaching agreement. 3. As described in(2)above but requesting the proposal from both Contractor and other vendors who are contracted within the applicable scope categories and locations,either sequentially or concurrently,then selecting the proposal or proposals combination that Is most advantageous to State. 4. As described in(3)above but introducing ad-hoc commercial competition by making the selection and ordering conditional on obtaining more favorable prices than the contractually-established ones. When evaluating the proposals under(3)and(4)above,State may select based on price(for example,a quoted number of hours times the contracted or improved rate plus a fixed amount for incidentals),by experience and qualifications(for example,having an office nearer the required work location),or whatever combination thereof it determines is most appropriate to the work in question. 3.15 Other State may undertake with Its own forces or award other contracts to the same or other vendors Contractors for additional or related work.In such cases,Contractor shall cooperate fully with State's employees and such other vendors and carefully coordinate,fit,connect,accommodate,adjust, or sequence its work to the related work by others.Where the Contract requires handing-off Contractor's work to others,Contractor shall cooperate as State Instructs regarding the necessary transfer of its work product,services,or records to State or the other vendors. Contractor shad not commit or permit arty act that Interferes with the State's or other vendors' performance of their work,provided that,State shall enforce the foregoing section equitably among all its vendors so as not Impose an unreasonable burden on any one of them. 3.16 Work on State 3.16.1 COMPLIANCE WITH RULES.Contractor is responsible for ensuring that its personnel Premises comply with State's rules,regulations,polities,documented practices,and documented operating procedures while delivering or installing Materials or performing Services on State's grounds or in its fadlitles.For clarity of intent,the foregoing means that if Contractor is required to comply with certain security requirements in order to deliver, install,or perform at that particular location,then R shall do so nonetheless and without entitlement to any additional compensation or additional time for performance if those particular requirements are not expressly stated in the Contract.Contractor is reminded that violation of the prohibition under A.R.S.413-1502 against possession of weapons on State's property by anyone for whom Contractor is responsible is a material breach of contract and grounds for termination for default. PART 2 of the Solicitation Documents SECTION 2-C:Spedal Terms and Condltlons " Template version 2.0(01-FEB-2017) Page 24 of 47 74 i Request for Proposal Arizona Department of Administration ti.« Solicitation No. �`�,,� -g; State Procurement Office ; J ADSP018-00008097 100 N 15th Ave Suite 201 Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation 3.16.2 PROTECTION OF GROUNDS AND FACILITIES.Contractor shall deliver or install the Materials and perform the Services without damaging any State grounds or facilities. Contractor shall repair or replace any damage It does cause promptly and at its own expense,subject to whatever Instructions and restrictions State needs to make to prevent inconvenience or disruption of operations.If Contractor fails to make the necessary repairs or replacements and do so In a timely manner,State will be entitled to exercise Its remedies under paragraph 8.5[Right of Offset]. 4 U Cos and Pa;nnent. , 4.1 Payments 4.1.1 PAYMENT DEADUNE.State shall make payments in compliance with Arizona Revised Statues Titles 35 and 41.Unless and then only to the extent expressly stated otherwise in the Pricing Document State shall make payment in full for Materials that have been delivered and accepted and Services that have been performed and accepted within the time specified in A.R.S.§35-342 after both of the following become true:(a)all of the Materials being invoiced have been delivered or installed(as applicable)and accepted and all of the Services being invoiced have been performed and accepted;and (b)Contractor has provided a complete and accurate invoice in the form and manner called for In the Pricing Document,provided that,State will not make or be liable for any payments to Contractor until Contractor has registered properly in ProcureAZ and provided a current IRS Form W-9 to State unless excused by law from providing one. 4.1.2 PAYMENTS ONLY TO CONTRACTOR.Unless compelled otherwise by operation of law or order of a court of competent jurisdiction,State will only make payment to Contractor under the federal tax identifier indicated on the Accepted Offer. 4.2 Applicable 4.2.1 CONTRACTOR TO PAY ALL TAXES.State is subject to Arizona TPT.Therefore,Arizona Taxes TPT applies to all sales under the Contract and Arizona TPT Is Contractor's responsibility (as seller)to remit.Contractor's failure to collect Arizona TPT or any other applicable sales or use taxes from an Eligible Agency or Co-Op Buyer(as buyer)will not relieve Contractor of any obligation to remit sales or use taxes that are due under the Contract or laws.Unless stated otherwise in the Pricing Document,all prices therein indude Arizona TPT as well as every other manner of transaction privilege or sales/use tax that Is due to a municipality or another state or its political subdivisions.Contractor shall pay all federal,state,and local taxes applicable to Its operations and personnel. 4.2.2 TAX INDEMNITY.Contractor shall hold State harmless from any responsibility for taxes or contributions,induding any applicable damages and interest,that are due to federal, state,and local authorities with respect to the Work and the Contract,as well any related costs;the foregoing expressly indudes Arizona TPT,unemployment compensation insurance,social security,and workers'compensation insurance. 5 0 Contract Changes _ - - — __. .-- ....... 5.1 Contract Amendments The Contract is issued for State under the authority of Procurement Officer.Only a Contract Amendment can modify the Contract,and then only if it does not change the Contract's general scope.Purported changes to the Contract by a person not expressly authorized by Procurement Officer or made unilaterally by Contractor will be void and without effect;Contractor will not be entitled to any claim made under the Contract based on any such purported changes. 5.2 Assignment and 5.2.1 IN WHOLE.Contractor shall not assign in whole its rights or delegate in whole its duties Delegation under the Contract without Procurement Officer's prior written consent,which consent Procurement Officer may withhold at his or her discretion.If Contractor's proposed assignment or delegation stems from a split,sale,acquisition,or other non-merger change In control,then no such consent will be given in any event without the assignee or delegate ghring State satisfactory and equivalent evidence or assurance of its financial soundness,competency,capacity,and qualification to perform as that which Contractor possessed when State first awarded it the Contract. PART 2 of the Solicitation Documents SECTION 2-C:Special Terns and Conditions '; Template version 2.0(01-FEB-2017) Page 25 of 47 " t k i . Request for Proposal _. .. Arizona Department of Administration �. Solicitation No. R _ State Procurement Office ADSPO18-00008097 100 N 15th Ave,Suite 201 '` Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation 5.2.2 IN PART.Subject to paragraph 3.10[Subcontracts]with respect to subcontracting, Contractor may assign particular rights or delegate particular duties under the Contract, but shall obtain Procurement Officer's written consent before doing so.Procurement Officer shall not unreasonably withhold consent so lung as the proposed assignment or delegation does not attempt to modify the Contract in any way or to alter or impair State's rights or remedies under the Contract or laws. 6 0 Risk and Liability 6.1 Risk of Loss Contractor shall bear all risk of loss to Materials while in pre-production,production,storage, transit,staging,assembly,installation,testing,and commissioning,if and as those duties are within the scope of the Work,until they have been accepted as conforming by State in the particular location and situation specified in the Order,or as specified generaNy elsewhere in the Contract If the Order does not provide particulars,provided that,risk of loss for nonconforming Materials will remain with Contractor notwithstanding acceptance to the extent the loss stems from the nonconformance. 6.2 Contractor Insurance Contractor and subcontractors shah procure and maintain until all of their obligations have been discharged,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 performance of the work hereunder by the Contractor,his agents,representatives, employees or subcontractors. 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 Contractor from liabilities that might arise out of the performance of the work under this contract by the Contractor,its agents,representatives,employees or subcontractors,and Contractor is free to purchase additional insurance. MINIMUM SCOPE AND UMITS OF INSURANCEt Contractor shall provide coverage with limits of liability not less than those stated below. 1.Commercial General LiabNity(CGL)—Occurrence Form Policy shall include bodily injury,property damage personal injury and broad form contractual liability coverage General Aggregate $2,000,000 Products—Completed Operations Aggregate $1,000,000 Personal and Advertising Injury $1,000,000 Damage to Rented Premises $ 50,000 Each Occurrence $1,000,000 a. The policy shall be endorsed,as required by this written agreement,to Include the State of Arizona,and its departments,agencies,boards,commissions, universities,officers,officials,agents,and employees as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Contractor. b. Policy shall contain a waiver of subrogation endorsement,as required by this written agreement,in favor of the State of Arizona,and its departments, agencies,boards,commissions,universities,officers,officials,agents,and employees for losses arising from work performed by or on behalf of the Contractor. 2.Business Automobile Liability Bodily Injury and Property Damage for any owned,hired,and/or non-owned vehides used in the performance of this Contract. PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions ",.� Template version 2.0(01-FE8-2017) Page 26 of 47 l Request for Proposal Arizona Department of Administration Solicitation No. State Procurement Office ADSP018-00008097 100 N 15th Ave.,Suite 201 Description: Phoenix,A2 115007 in is, Training-Professional Development and-or Related Consultation Combined Single Limit(CSL) $1,000,000 a. Policy shall be endorsed,as required by this written agreement,to include the State of Arizona,and its departments,agencies,boards,commissions, universities and its officers,officials,agents,and employees 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 and/or non-owned by the Contractor. b. Policy shall contain a waiver of subrogation endorsement as required by this written agreement in favor of the State of Arizona,and Its departments, agencies,boards,commissions,universities,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 Each Accident 51,000,000 Disease—Each Employee $1,000,000 Disease—Policy Limit $1,000,000 a. Policy shall contain a waiver of subrogation endorsement as required by this written agreement In favor of the State of Arizona,and its departments, agencies,boards,commissions,universities,officers,officials,agents,and employees for losses arising from work performed by or on behalf of the Contractor. b. This requirement shalt not apply to each Contractor or subcontractor that is exempt under A.R.S.23-901,and when such contractor or subcontractor executes the appropriate waiver form(Sole Proprietor/independent Contractor). 4.Professional liability(Errors and Omissions Liability) Each Claim $2,000,000 Annual Aggregate $2,000,000 a. If SAM coverage is being provided under this policy then Contractor must provide the following statement on their Certificate(s)of Insurance:"Sexual Abuse and Molestation coverage is included"or"Sexual Abuse and Molestation coverage is not excluded."This coverage may be sub-limited to no less than $500,000. SAM coverage is required only if Contractor's services Involve working with,or caring for,children and/or vulnerable adults("Vulnerable Adults'mecum physically and developmentally disabled adults or inmates that are in the care, custody,and control of the State of Arizona). b. In the event that the Professional Liability Insurance required by this Contract is written on a claims-made basis,the Contractor warrants that any retroactive date under the Policy shall precede the effective date of this Contract;and, either continuous coverage will be maintained or an extended discovery period will be exercised,for a period of two(2)years beginning at the time work under this Contract Is completed. c. The Policy shal cover professional misconduct or lack of ordinary skill for those positions defined in the Scope of Work of this Contract. 5.Technology Errors&Omissions Insurance—Required as applicable to the services provided. Each Claim $2,000,000 Annual Aggregate $2,000,000 PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions Template version 2.0(01 FEB 2017) Page 27 of 47 ( Request for Proposal Arizona Department of Administration Solicitation No. � ;;'� : State Procurement office ADSP018-00008097 100 N isth Ave.,suite 201 1. ' Description: Phoenix AZ85007 Training-Professional Development and-or Related Consultation a. Such Insurance shall cover any,and all errors,omissions,or negligent acts In the delivery of products,services,and/or licensed progrms under this contract. b. Coverage shall indude copyright infringement,infringement of trade dress, domain name,title or slogan. c. In the event that the Teth E&O insurance required by this Contract is written on a claims-made basis,Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract and,either continuous coverage will be maintained or an extended discovery period willb e exercised for a period of two(2)years,beginning at the time work under this Contract Is completed. d. Technology Errors and Omissions insurance coverage shall only be required from each Contractor or subcontractor who Is providing one of the following Training Delivery Formats: 1. Computer Based training(CBT)and/or 2. E-Learning(E). 6.Network Security(Cyber)and Privacy Liability—Required as applicabie to the services provided. Each aaim $2,000,000 Annual Aggregate $2,000,000 a. Such insurance shall indude,but not be limited to,coverage for third party daims and losses with respect to network risks(such as data breaches, unauthorized access or use,ID theft,theft of date)and invasion of privacy regardless of the type of media involved in the loss of private Information,crisis management and identity theft response costs.This should also include breach notification costs,credit remediation and credit monitoring,defense and claims expenses,regulatory defense costs plus fines and penalties,cyber extortion, computer program and electronic data restoration expenses coverage(data asset protection),network business Interruption,computer fraud coverage,and funds transfer loss. b. In the event that the Network Security and Privacy Liability insurance required by this Contract is written on a daims-made basis,Contractor wan-ants that any retroactive date under the policy shall precede the effective date of this Contract and,either continuous coverage will be maintained,or an extended discovery period will be exercised for a period of two(2)years beginning at the time work under this Contract is completed. c. The policy shall be endorsed,as required by this written agreement,to indude the State of Arizona,and its departments,agencies,boards,commissions, universities,officers,officials,agents,and employees as additional insureds with respect to vicarious liability of the insured arising out of the activities performed by or on behalf of the Contractor. d. Policy shall contain a waiver of subrogation endorsement,as required by this written agreement,in favor of the State of Arizona,and its department, agencies,boards,commissions,universities,officers,officials,agents,and employees for losses arising from work performed by or on behalf of the Contractor. e. Network Security(Cyber)and Privacy Liability coverage shall only be required from each Contractor or subcontractor who is providing one of the following Training Delivery Formats: 1. Computer Based training(CBT)and/or 2. E-Learning(E). PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions "e" Template version 2.0(01-FEB-2017) Page 28 of 47 , Request for Proposal Arizona Department of Administration Solicitation No. State Procurement Office ADSPO1S-00008097 M i � 100 N 15th Ave.,Suite 201 '' rr Description: Phoen,a,AZ85007 4t. Training-Professional Development and-or Related Consultation ADOfTTONAL INSURANCE REQUIREMENTS:The policies shall include,or be endorsed to include, the following provisions: 1. i he Contractor's policies,as applicable,shall stipulate that the insurance afforded the Contractor shall be primary and that any insurance carried by the Department,Its agents,officials,employees or the State of Arizona shall be excess and not contributory insurance,as provided by A.R.S.§41-621 E 2. Insurance provided by the Contractor shall not limit the Contractor's liability assumed under the indemnification provisions of this Contract. NOTICE OF CANCELLATIONt Applicable to all Insurance policies required within the Insurance Requirements of this Contract,Contractor's insurance shall not be permitted to expire,be suspended,be canceled,or be materially changed for any reason without thirty(30)days prior written notice to the State of Arizona.Within two(2)business days of receipt,Contractor must provide notice to the State of Arizona if they receive notice of a policy that has been or will be suspended,canceled,materially changed for any reason,has expired,or will be expiring. Such notice shall be sent directly to the Department and shall be mailed,emailed,hand delivered or sent by facsimile transmission to State Procurement Office. ACCEPTABILITY OF INSURERS:Contractor's Insurance shall be placed with companies licensed in the State of Arizona or hold approved non-admitted status on the Arizona Department of Insurance List of Qualified Unauthorized Insurers. Insurers shall have an"A.M.Best"rating of not less than A-VIi.The State of Arizona In no way warrants that the above-required minimum Insurer rating is sufficient to protect the Contractor from potential Insurer insolvency. VERIFICATION OF COVERAGE:Contractor shall furnish the State of Arizona with certificates of insurance(valid ACORD form or equivalent approved by the State of Arizona)evidencing that Contractor has the Insurance as required by this Contract. An authorized representative of the insurer shall sign the certificates. All such certificates of Insurance and policy endorsements must be received by the State before work commences. The State's receipt of any certificates of insurance or policy endorsements that do not comply with this written agreement shall not waive or otherwise affect the requirements of this agreement. Each insurance policy required by this Contract must be in effect at,or prior to, commencement of work under this Contract. Failure to maintain the insurance policies as required by this Contract,or to provide evidence of renewal,is a material breach of contract. AN such certificates required by this Contract shall be sent directly to the Arizona State Procurement Office.The State of Arizona project/contract number and project description shall 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. SUBCONTRACTORS:Contractors'certificate(s)shall include all subcontractors as insured under Its polices or Contractor shah be responsible for ensuring and/or verifying that all subcontractors have valid and collectable insurance as evidenced by the certificates of insurance and endorsements for each subcontractor.All coverages for subcontractors shall be subject to the minimum Insurance Requirements identified above. The Department reserves the right to require,at any time throughout the life of this contract,proof from the Contractor that its subcontractors have the required coverage. APPROVAL and MODIFICATIONS;The Contracting Agency,in consultation with State Risk, reserves the right to review or make modifications to the insurance limits,required coverages, or endorsements throughout the life of this contract,as deemed necessary.Such action will not require a formal Contract amendment but may be made by administrative action. EXCEPTIONS:in the event the Contractor or sub-contractor(s)Is/area public entity,then the Insurance Requirements shall not apply.Such public entity shall provide a Certificate of self- PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions Template version 2.0(01-FEB-2017) Page 29 of 47 `' 4>�►' Request for Proposal Arizona Department of Administration ,r,,: Solicitation No. State Procurement Office ADSPO18-00008097 100 N 15th Ave,Suite 201 Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation insurance.if the Contractor or sub-contractor(s)is/are a State of Arizona agency,board, commission,or university,none of the above shall apply. 6.3 Indemnification To the fullest extent permitted by law,Contractor shall defend,indemnify,and hold harmless the State of Arizona,and its departments,agendes,boards,commissions,universities,officers, officials,agents,and employees(hereinafter referred to as"Indemnitee")from and against any and all claims,actions,liabilities,damages,losses,or expenses(inducing court costs,attorneys' fees,and costs of claim processing,investigation and litigation)(hereinafter referred to as "Claims")for bodily injury or personal injury(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 its owners,officers,directors,agents,employees or subcontractors. This indemnity Includes any claim or amount arising out of,or recovered under,the Workers'Compensation law or arising out of the faiure of such 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 judgement costs where this indemnification is applicable.In consideration of the award of this contract,the Contractor agrees to waive all rights of subrogation against the State of,its officers,officials,agents,and employees for losses arising from the work performed by the Contractor for the State of Arizona.This Indemnification will survive the termination of the above listed contract with the Contractor. 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. 6.4 Patent and Copyright CONTRACTOR/VENDOR(NOT PUBLIC AGENCY).With respect to Materials or Services provided indemnification or proposed by a Contractor Indemnitor for performance under the Contract,Contractor shall indemnify,defend and hold harmless State Indemniees against any third-party claims for liability,costs,and expenses,induding,but not limited to reasonable attorneys'fees,for infringement or violation of any patent,trademark,copyright,or trade secret by the Materials and the Services,With respect to the defense and payment of daims under this subparagraph: 1. State shall provide reasonable and timely notification to Contractor of any claim for which Contractor may be liable under this paragraph; 2. Contractor,with reasonable consultation from State,shall have control of the defense of any action on an Indemnified claim including all negotiations for its settlement or compromise; 3. State may elect to participate in such action at its own expense;and 4. State may approve or disapprove any settlement or compromise,provided that.(I)State shall not unreasonably withhold or delay such approval or disapproval and(11)State shall cooperate In the defense and in any related settlement negotiations. If Contractor Is a public agency,this paragraph 6.4 does not apply. 6.5 Force Majeure 6.5.1 DEFINITION.For this paragraph,"force majeure"means an occurrence that is (a)beyond the control of the affected party,(b)occurred without the party's fault or negligence,and(c)something the party was unable to prevent by exercising reasonable diligence.Without limiting the generality of the foregoing,force majeure expressly includes acts of God,acts of the public enemy,war,riots,strikes,mobilization,labor disputes,dvIl disorders,fire,flood,lockouts,injunctions-intervention-acts,failures or refusals to act by government authorities,and,subject to paragraph 7.66[Performance In Public Health Emergency],declared public health emergencies.Force majeure expressly does not Include late delivery caused by congestion at a manufacturer's plant or elsewhere,an oversold condition of the market,late performance by a Subcontractor unless the delay arises out of an occurrence of force majeure,or inability of either Contractor or any Subcontractor to acquire or maintain any required insurance,bonds,licenses,or permits. PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions 'f Template version 2.0 01-FEB-2017 of P { ? Page 30 of 47 � �' .Iia � Request for Proposal ie Arizona Department of Administration voimeSolicitation No. Rey-fir y State Procurement Office r v ADSPO18 00008097 100 N 15th Ave.,Suite 201 ti Description: Phoenix,Az 85007 Training-Professional Development and-or Related Consultation 6.5.2 RELIEF FROM PERFORMANCE.Except for payment of sums due,the parties are not liable to each other if an occurrence of force majeure prevents its performance under the Contract.If either party Is delayed at any time in the progress of their respective performance under the Contract by an occurrence of force majeure,the delayed party shall notify the other no later than the following working day after the occurrence,or as soon as It could reasonably have been expected to recognize that the occurrence had effect In cases where the effects were not readily apparent.In any event,the notice must make specific reference to this paragraph specifying the causes of the delay in the notke and,if the effects of the occurrence are on-going,provide an initial notification and thereafter the delayed party shall provide regular updates until such time as the effects are fully known.To the extent it is able,the delayed party shall cause the delay to cease promptly and notify the other party when it has done so.The parties shall extend the time of completion by Contract Amendment for a period equal to the time that the results or effects of the delay prevented the delayed party from performing. 6.5.3 EXCUSABLE DELAY IS NOT DEFAULT.Failure In performance by either party will not constitute default hereunder or give rise to any claim for damages or loss of anticipated profits If and to the extent that such failure was or is being caused by an occurrence of force majeure. 6.5.4 DEFAULT DIMINISHES REUEF.Entitlement to relief from the effects of an occurrence of force majeure is diminished to the extent that the delay did or will result from the affected party's default unrelated to the occurrence,in which case and to that extent the other party's normal remedies and the affected party's obligations would apply undiminished, 6.6 Third Party Contractor assigns to State any claim for overcharges resulting from antitrust violations to the Antitrust extent that those violations concern materials or services supplied by third parties to Contractor Violations toward fulfillment of the Contract. 7 0 Warranties 7.1 Conformity to Contractor warrants that,unless expressly provided otherwise elsewhere in the Contract,the Requirements Materials and Services will for 1(one)year after acceptance and In each Instance:(1)conform to the requirements of the Contract,which by way of reminder include without Imitation ell descriptions,spedfications,and drawings identified in the kcjegigyamli and any Contractor affirmations Included as part of the Contract;(2)be free from defects of material and workmanship;(3)conform to or perform In a manner consistent with current industry standards;and(4)be fit for the intended purpose or use described in the Contract.Mere delivery or performance does not substitute for express acceptance by State.Where inspection, testing,or other acceptance assessment of Materials or Services cannot be done until after installation,the forgoing warranty will not begin until State's acceptance. 7.2 Contractor Contractor warrants that its personnel wiN perform their duties under the Contract in a Personnel professional manner,applying the requisite skills and knowledge,consistent with industry standards,and In accordance with the requirements of the Contract.Contractor further warrants that its key personnel will maintain any certifications relevant to their work,and Contractor shall provide individual evidence of certification to State's authorized representatives upon request. 7.3 Intellectual Contractor warrants that the Materials and Services do not and will not Infringe or violate any Property patent,trademark,copyright,trade secret,or other intellectual property rights or laws,except only to the extent the Specifications do not permit use of any other product and Contractor is not and cannot reasonably be expected to be aware of the infringement or violation. 7.4 licenses end Permits Contractor warrants that it will maintain all licenses required under paragraph 3.7[Contractor Licenses[and all required permits valid and in force. 7.5 Operational Contractor warrants that it wiN perform without relief notwithstanding being sold or acquired; Continuity no such event will operate to mitigate or alter any of Contractor's duties hereunder absent a PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions or Template version 2.0(01-FEB-2017) Page 31 of 47 „,,41': t�p. Request for Proposal Arizona Department of Administration _ .a Solicitation No. ADSP018-00008097 State Procurement Office " 100 N 15th Ave.,Suite 201 ' Description: Phoenix,Azasoo7 Training-Professional Development and-or Related Consultation consented delegation under paragraph 5.3[Assignment and Delegation]that expressly recognizes the event. 7.6 Performance In Public Contractor warrants that it will: Head Emergency 1. have in effect promptly after commencement a plan for continuing performance in the event of a declared public health emergency that addresses,at a minimum:(a} identification of response personnel by name;(b)key succession and performance responses In the event of sudden and significant decrease In workforce;and (c)alternative avenues to keep suffident product on hand or in the supply chain;and 2. provide a copy of its current plan to State within 3(three)business days after State's written request.if Contractor claims relief under paragraph 6.5[fora Majeure]for an occurrence of forge majeure that is a declared public health emergency,then that relief will be conditioned on Contractor having first implemented its plan and exhausted all reasonable opportunity for that plan Implementation to overcome the effects of that occurrence,or mitigate those effects to the extent that overcoming entirely Is not practicable. For clarification of intent,being obliged to implement the plan is not of itself an occurrence of force maJeure,and Contractor will not be entitled to any additional compensation or extension of time by virtue of having to implement it.Furthermore,failure to have or implement an appropriate plan will be a material breach of contract. 7.7 Lobbying 7.7.1 PROHIBITION. (a) Contractor warrants that: I. it will not engage in lobbying activities,as defined in 40 CFR part 34 and A.R.S.§41-1231,et seq.,using monies awarded under the Contract, provided that,the foregoing does not intend to constrain Contractor's use of its own monies or property,including without limitation any net proceeds duly realized under the Contract or any value thereafter derived from those proceeds;and II. upon award of the Contract,it will disclose all lobbying activities to State to the extent they are an actual or potential conflict of interest or where such activities could create an appearance of impropriety. (b) Contractor shall ktiplement and maintain adequate controls to assure compliance with(a)above. (c) Contractor shall obtain an equivalent warranty from all Subcontractors and shall include an equivalent no-lobbying provision in all Subcontracts. 7.7.2 EXCEPTION.This paragraph does not apply to the extent that the Services are defined In the Contract as being lobbying for State's benefit or on State's behalf. 7.8 Survival of All representations and warrants made by Contractor under the Contract will survive the Warranties expiration or earlier termination of the Contract. 8 0 State's Contractual Remedies No modifications to uniform terms and conditions section 9 0 Contract Termination No modifications to uniform terms and conditions section 10 0 Contract Claims 10.1 Claim Notwithstanding any law to the contrary,all contract claims or controversies under the Contract Resolution are to be resolved according to Arizona Revised Statutes Title 41,Chapter 23,Artide 9,and rules adopted thereunder,including Judicial review under A.R.S.§12-1518. PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions � ',' Template version 2.0 01-FEB-2017 p ( ) Page 32 of 47 ''' , e Request for Proposal (4inh , Arizona Department of Administration +; F, Solicitation No. State Procurement Office va�w ADSP0A8-00008097 100 N L5th Ave.,suite 201 *ki -Professional Description: Phoenix,AZ 85007 TrainingDevelopment and-or Related Consultation 10.2 Mandatory In compliance with A.R.S.§12-1518,the parties agree to comply in a judicial review proceeding Arbitration with any applicable,mandatory arbitration requirements. I. 11 n RESERVED 12 0 General Pr oui:.!ons for Services 12.1 Applicability Article 12 applies to the extent the Work is or includes Services. 12.2 Comprehensive Contractor shall provide the comprehensive range of services for which a price Is established in Services Offering the Pricing Document for ordering by Eligible Agendas,and Co-Op Buyers If co-op buying applies. 12.3 Additional Services State at its discretion may modify the scope of the Contract by Contract Amendment to include additional services or service categories that are within the general scope of the ones originally covered by the Contract If It determines that doing so is in its best Interest.Once the Contract Amendment is fully executed,Contractor shall then update all applicable price lists and make them available to all affected entities at no additional cost.Either party may make the request to add services to the Contract;regardless of who makes the request,the parties shall negotiate In good faith a fair price for any additional services,but State may elect not to add some or all of the services In question If no agreement Is reached on pricing In a timely manner.Contractor's request or proposal in response to State's request must indude documentation demonstrating that the proposed price for the additional services is both fair and reasonable and comparable to the original ones. 12.4 Off-Contract Services Contractor shall ensure that the design and/or procedures for the Services ordering method prevents Orders for off-contract or excluded services.Notwithstanding that State might have its own Internal administrative rules regarding off contract or excluded service ordering,and endeavors to prevent such orders from occurring,Contractor is responsible for not accepting any such Orders.State may,at its discretion,cancel any such Order without obligation.As used above,"off-contract service"refers to any service not included in the scope of the Contract and for which no price or compensation has been established contractually,and"excluded service" refers to any service expressly excluded from the scope of the Contract. 12.5 Removal of Personnel Notwithstanding that Contractor is In every draimstance responsible for hiring,assigning, directing,managing,training,disciplining,and rewarding its personnel,State may at its discretion and without the obligation to demonstrate cause instruct Contractor to remove any of Its personnel from State's facilities or from further assignment under the Contract.In such cases, Contractor shall promptly replace them with other personnel having equivalent qualifications, experience,and capabilities. 12.6 Transitions During commencement,Contractor shag attend transition meetings with any outgoing vendors to coordinate and ease the transition so that the effect on State's operations is kept to a minimum.State may elect to have outgoing vendors complete some or all of their work or orders in progress to ease the transition as is safest and most efficient in each instance,even if that scope is covered under the Contract.Conversely,State anticipates having a continued need for the same materials and services upon expiration or earlier termination of the Contract. Accordingly,Contractor shall work closely with any new(incoming)vendor and State to ensure as smooth and complete a transfer as Is practicable.State's representative shall coordinate all transition activities and fadlitate Joint development of a comprehensive transition plan by both Contractor and the incoming vendor.As with the incoming transition.State may permit Contractor(outgoing)to complete work or orders in progress to ease the transition as is safest and most efficient in each Instance. PART 2 of the Solicitation Documents SECTION 2-C:SpedalTerms and Conditions 1. Template version 2.0(01-FEB-2017) Page 33 of47 • • 1• 1 r. i ;�� Request for Proposal Arizona Department of Administration It Solicitation No. State ProcurementOffloe ADSP018-00008097 41 100 NAve.,Suite 201 Akirle Description: Phoenix, AZ 85007 Training-Professional Development and-or Related Consultation 12.7 Accuracy of Work Contractor is responsible for the accuracy of the Services,and shall promptly make all necessary revisions or corrections resulting from errors and omissions on its part without additional compensation.Acceptance by State will not relieve Contractor of responsibility for correction of any errors discovered subsequently or necessary clarification of any ambiguities. 12.8 Requirements at Contractor personnel shall perform their assigned portions of the Services at the specific location Services Location indicated in the Order(if applicable).Contractor acknowledges that the location might be inside an industrial building,institutional building,or one of various office types and classes. Additionally,if performing the Services requires Contractor personnel to work inside a secured perimeter at certain institutional facilities such as prisons where prior clearances are required, Contractor shall contact the facility directly to confirm Its most-current security clearance procedures,allowable hours for work,visitor dress code,and other applicable rules.State will neither allow extra charges for wait time,comebacks,or the like nor excuse late performance if Contractor has failed to make the confirmation or comply with the applicable conditions. 12.9 Services Acceptance State has the right to make acceptance of Services subject to acceptance criteria.State may apply as acceptance criteria conformity to the Contract,accuracy,completeness,or other indicators of quality or other matter for which the Contract or law states a requirement, whether stated directly or by reference to another document,standard,reference specification, etc.State will not owe Contractor any payment for un-accepted Services;and State may,at its discretion,withhold or make partial payment for any rejected Services if Contractor is still in the process of re-performing or otherwise curing the grounds for State's rejection. 12.10 Corrective Action Notwithstandinganyother Required guarantees,general warranties,or particular warranties Contractor has given under the Contract,if Contractor falls to perform any material portion of the Services, Induding failing to complete any contractual deliverable,or if its performance fails to meet agreed-upon service levels or service standards set out in or referred to In the Contract,then Contractor shall perform a root-cause analysis to identify the source of the failure and use all commercially reasonable efforts to correct the failure and meet the Contract requirements as promptly as is practicable. 1. Contractor shall provide to State a report detailing the identified cause and setting out its detailed corrective action plan promptly after the date the failure occurred(or the date when the failure first became apparent,if it was not apparent Immediately after occurrence). 2. State may demand to review and approve Contractor's analysis and plans,and Contractor shall make any corrections State instructs and adopt State's recommendations so far as is commercially practicable,provided that State may insist on any measures it determines within reason to be necessary for safety or protecting property and the environment. 3. Contractor shall take the necessary action to avoid any like failure in the future,if doing so is appropriate and practicable under the circumstances. 13 0 Data and Information Handling 13.1 Applicability Article 13 applies to the extent the Work Includes handling of any(1)State's proprietary and sensitive data or(2)confidential or access-restricted information obtained from State or from others at State's behest. 13.2 Data Protection and Contractor warrants that it will establish and maintain procedures and controls acceptable to Confidentiality of state for ensuring that State's proprietary and sensitive data is protected from unauthorized Information access and information obtained from State or others in performance of Its contractual duties is not mishandled,misused,or inappropriately released or disclosed.For purposes of this paragraph,all data created by Contractor in any way related to the Contract,provided to Contractor by State,or prepared by others for State are proprietary to State,and all Information PART 2 of the Solicitation Documents SECTION 2-C:Specie Terms and Conditions Template version 2.0(01-FEB-2017) Page 34 of 47 c i; era..„. Request for Proposal �: Artzone Department of Admin stratlon Solicitation No. 1 . A State Procurement Office — ' DSPO1S-00008097 F es'' 100 N 15th Ave,Suite 201 4.7 Descripti0n. Phoenix AZ85007 Training-Professional Development and-or Related Consultation by those same avenues is State's confidential Information.To comply with the foregoing warrant: 1. Contractor shall:(a)notify State immediately of any unauthorized access or inappropriate disclosures,whether stemming from an external security breath,internal breach,system failure,or procedural lapse;(b)cooperate with State to identify the source or cause of and respond to each unauthorized access or inappropriate disclosure;and(c)notify State promptly of any security threat that could result in unauthorized access or inappropriate disclosures;and 2. Contractor shall not:(a)release any such data or allow it to be released or divulge any such information to anyone other than its employees or officers as needed for each person's individual performance of his or her duties under the Contract,unless State has agreed otherwise in advance and in writing;or(b)respond to any requests It receives from a third party for such data or information,and instead route all such requests to State's designated representative. 13.3 Personally identifiable Without limiting the generality of paragraph 13.2,Contractor warrants that It will protect any Information. personally identifiable information("Pin)belonging to State's employee?or other contractors or members of the general public that it receives from State or otherwise acquires in its performance under the Contract. For purposes of this paragraph: 1. P11 has the meaning given in the[federal]Office of Management and Budget(OMB) Memorandum M-07-16 Safeguarding Against and Responding to the Breach of Personally identifiable Information;and 2. "protect"means taking measures to safeguard personally identifiable Information and prevent its breach that are functionally equivalent to those called for in that OMB memorandum and elaborated on in the[federal]General Services Administration(GSA) Directive C10 P 2180.1 GSA Rules of Behavior for Handling Personally Identifiable information. NOTE(1):For convenience of reference only,the OMB memorandum is available at: httosJ/www.whltehouse.aovlsitas default/Nesiombhomorandaffv2007/m07-16,D0 NOTE(2):For convenience of reference only,the GSA directive is available at: tittm/Avvew.asaaov/Dortaltiredive/dO/content/658222 13.4 Protected Health Contractor warrants that,to the extent performance under the Contract Involves Individually Information identifiable health information(referred to hereinafter as protected health Information("PHI") and electronic PHI("ePH I")as defined In the Privacy Rule referred to below),It: 1. is familiar with and will comply with the applicable aspects of the following collective regulatory requirements regarding patient information privacy protection:(a)the "Privacy Rule"in CFR 45 Part 160 and Part 164 pursuant to the Health Insurance Portability and Accountability Act("HIPAA")of 1996;(b)Arizona laws,rules,and regulations applicable to PHI/ePHI that are not preempted by CFR 45-160(B)or the Employee Retirement income Security Act of 1974("ERISA")as amended;and(c) State's current and published PHI/ePHI privacy and security policies and procedures; 2. will cooperate with State in the course of performing under the Contract so that both State and Contractor stay in compliance with the requirements in(1)above;and 3. will sign any documents that are reasonably necessary to keep both State and Contractor in compliance with the requirements in(1)above,In particular"Business Associate Agreements"In accordance with the Privacy Rule. NOTE:For convenience of reference only,the Privacy Rule is available at: htto://www.hhs.eov/hioaa/for-orofessionals/orivacv/index.html PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions Template version 2.0(01-FEB-2017) Page 35 of 47 Request for Proposal Arizona Department of Administration ''`r;. : Solicitation No. State Procurement Office - ADSP018-00008097 100 N 15th Ave.,Suite 201 ' Description: Phoenix,Az 85007 Nkusilir Training-Professional Development and-or Related Consultation 14 0 information Technology Work 14.1 Applicability Article 14 applies to any invitation for Bids,Request for Proposals,or Request for Quotations for "information Technology,"as defined In A.R.S.§41-3501(6)6:"...computerized and auxiliary automated information processing,telecommunications and related technology,including hardware,software,vendor support and related services,equipment and projects"if and to the extent that the Work is or includes Information Technology. 14.2 Badggraund Checks Each of Contractor's personnel who is an applicant for an information technology position must undergo the security clearance and background check procedure,which Includes fingerprinting, as required by A.R.S§41-710.Contractor shall obtain and pay for the security clearance and background check.Contractor personnel who will have administrator privileges on a State network must additionally provide Identify and address verification and undergo State-specified training for unescorted access,confidentiality,privacy,and data security. 14.3 Inform-Hon Access 14.3.1 SYSTEM MEASURES.Contractor shag employ appropriate system management and maintenance,fraud prevention and detection,and encryption application and tools to any systems or networks containing or transmitting State's proprietary data or confidential information. 14.3.2 INDIVIDUAL MEASURES.Contractor personnel shall comply with applicable State policies and procedures regarding data access,privacy,and security,including prohibitions on remote access and obtaining and maintaining access IDs and passwords. Contractor is responsible to State for ensuring that any State access iDs and passwords are used only by the person to whom they were issued.Contractor shall ensure that personnel are only provided the minimum only such level of access necessary to perform his or duties.Contractor shall on request provide a current register of the access ins and passwords and corresponding access levels currently assigned to its personnel. 14.3.3 ACCESS CONTROL.Contractor Is responsible to State for ensuring that hardware, software,data,information,and that has been provided by State or belongs to or is in the custody of State and is accessed or accessible by Contractor personnel is only used in connection with carrying out the Work,and is never commercially exploited In any manner whatsoever not expressly permitted under the Contract.State may restrict access by Contractor personnel,or instruct Contractor to restrict access their access,If in its determination the requirements of this subparagraph are not being met. 14A Pass-Through 14.4.1 INDEMNITY FROM THIRD PARTY.For computer hardware or software included in the Indemnity Work as discrete units that were manufactured or developed solely by a third party, Contractor may satisfy Its indemnification obligations under the Contract by,to the extent permissible by law,passing through to State such indemnity as it receives from the third-party source(each a"Pass-Through Indemnity")and cooperating with State in enforcing that indemnity.lithe third party fails to honor its Pass-Through Indemnity,or if a Pass-Through Indemnity Is Insufficient to indemnify State indemnitees to the extent and degree Contractor is required to do by the Uniform Terms and Conditions,then Contractor shall indemnify,defend and hold harmless State indemnitees to the extent the Pass-Through Indemnity does not. 14A.2 NOTIFY OF CLAIMS.State shall notify Contractor promptly of any claim to which a Pass- Through Indemnity might apply.Contractor,with reasonable consultation from State, shall control of the defense of any action on any claim to which a Pass-Through Indemnity applies,Including negotiations for settlement or compromise,provided that: (a) State reserves the right to elect to partidpate in the action at its own expense; (b) State reserves the right to approve or reject any settlement or compromise on reasonable grounds and if done so timely;and PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions r Template version 2.0(01-FEB-2017) Page 36 of47 R Request for Proposal Arizona Department of Administration ,..,„4400,, .. Solicitation No. ADSPO18-00008097 State Procu",.,_, renteritOfi}oe 100 N 15th Ave.,Suite 201 �• '' Description: Phoenix,AZ85007 Training-Professional Development and-or Related Consultation (c) State shall in any case cooperate in the defense and any related settlement negotiations. 14S Systems and Controls in consideration for State havingagreed B to permit Pass-Through indemnities in lieu of direct indemnity,Contractor agrees to establish and keep in place systems and controls appropriate to ensure that State funds under this Contract are not knowingly used for the acquisition, operation,or maintenance of Materials or Services in violation of intellectual property laws or a third party's intellectual property rights. 14,6 Redress of 14.6.1 REPLACE,LICENSE,OR MODIFY.if Contractor becomes aware that any Materials or Infringement. Services infringe,or are likely to be Infringing on,any third party's intellectual property rights,then Contractor shall at Its sole cost and expense and in consultation with State either: (a) replace any Infringing Items with ran-infringing ones; (b) obtain for State the right to continue using the infringing items;or (c) modify the Infringing item so that they become non-Infringing,so long as they continue to function as specified following the modification. 14.6.2 CANCELLATION OPTION.In every case under 14.6.1,If none of those options can reasonably be accomplished,or If the continued use of the infringing items is Impracticable,State may cancel the relevant Order or terminate the Contract and Contractor shall take back the infringing items.If State does cancel the Order or terminate the Contract,Contractor shall refund to State: (a) for any software created for State under the Contract,the amount State paid to Contactor for creating it; (b) for all other Materials,the net book value of the product provided according to generally accepted accounting principles;and (c) for Services,the amount paid by State or an amount equal to 12(twelve)months of charges,whichever is less. 14.6.3. EXCEPTIONS.Contractor will not be liable for any claim of infringement based solely on any of the following by a State Indemnitee: (a) modification or use of Materials other than as contemplated by the Contractor expressly authorized or proposed by a Contractor Indemnitor; (b) operation of Materials with any operating software other than that supplied by Contractor or authorized or proposed by a Contractor Indemnitor;or (c) combination or use with other products in a manner not contemplated by the Contract or expressly authorized or proposed by a Contractor Indemnitor. 14.7 First Party Lability 14.7.1 LIMIT.Subject to the provisos that follow below and unless stated otherwise in the Limitation $oeciai Terms and Conditions,State's and Contractor's respective first party liability arising from or related to the Contract is limited to the greater of S1,000,000(one million dollars)or 3(three)times the purchase price of the specific Materials or Services giving rise to the claim. 14.7.2 PROVISOS.This paragraph 14.7 limits liability for first party direct,Indirect,incidental, special,punitive,and consequential damages relating to the work regardless of the legal theory under which the liability is asserted.This paragraph 14.7 does not limit liability arising from any: (a) Indemnified Claim against which Contractor has Indemnified State Indemnitees under paragraph 6.3; (b) daim against which Contractor has indemnified State indemnitees under paragraph 6.4;or PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions ,:ti?., , Template version 2.0(01-FEB-2017) Page 37 of 47 i i; Request for Proposal Arizona Department of Administration r�_�uaai� M Solicitation No. State PtocurementOffice ADSPO18-00008097 i 100 N 15thAve..Suite 201 Description: Phoenix,AZssot7 Training-Professional Development and-or Related Consultation (c) provision of the Contract calling for liquidated damages or specifying amounts or percentages as being at-risk or subject to deduction for performance deficiencies. 14.7.2 PURCHASE PRICE DETERMINATION.If the Contract Is for a single-agency and a single Order(or if no Order applies),then"purchase price"in Subparagraph 14.7.1 above means the aggregate Contract price current at the time of Contract expiration or earlier termination,including ail change orders or other forms of Contract Amendment having an effect on the aggregate price through that date.In ai other cases,"purchase price" above means the total price of the Order for the specific equipment,software,or services giving rise to the claim,and therefore a separate limit will apply to each Order. 14.7.3 NO EFFECT ON INSURANCE.This paragraph does not modify the required coverage limits,terms,and conditions of,or any insured's ability to claim against,any insurance that Contractor is required by the Contract to provide,and Contractor shall obtain express endorsements that it does not. 14.8 Information 14.8.1 SPECIFIED DESIGN.Where the,Scone of Work for information technology Work provides Technology Warranty a detailed design specification or sets out specific performance requirements, Contractor warrants that the Work will provide all functionality material to the intended use stated in the Contract,provided that,the foregoing warranty does not extend to any portions of the Materials that are: (a) modified or altered by anyone not authorized by Contractor to do so; (b) maintained in a way inconsistent to any applicable manufacturer recommendations;or (c) operated In a manner not within its intended use or environment. 14.8.2 COTS SOFTWARE.With respect to Materials provided under the Contract that are commercial-off-the-shelf(COTS)software,Contractor warrants that: (a) to the extent possible,it will test the software before delivery using commercially available virus detection software conforming to current Industry standards; (b) the COTS software wili,to the best of its knowledge,at the time of delivery be free of viruses,backdoors,worms,spyware,malware,and other malicious code that could hamper performance,collect unlawfully any personally identifiable information,or prevent products from performing as required by the Contract; and (c) it will provide a new or clean Install of any COTS software that State has reason to believes contains harmful code. 14.8.3 PAYMENT HAS NO EFFECT.The warranties In this paragraph are not affected by State's Inspection,testing,or payment. 14.9 Specific Remedies Unless expressly stated otherwise elsewhere in the Contract,State's remedy for breach of warranty under paragraph 14.8 includes,at State's discretion,re-performance,repair, replacement,or refund of any amounts paid by State for the nonconforming Work,plus(in every case)Contractor's payment of State's additional,documented,and reasonable costs to procure materials or services equivalent in function,capability,and performance at that first called for. For clarification of Intent,the foregoing obigations are limited by the limitation of liability In paragraph 14.7.If none of the forgoing options can reasonably be effected,or if the use of the materials by State is made impractical by the nonconformance,then State may seek any remedy available to it under law. 14.10 Section 508 Unless specifically authorized in the Contract,any electronic or information technology offered Compliance to the State of Arizona under this Contract shall comply with A.RS.§18-131 and§18-132 and Section 508 of the Rehabilitation Act of 1973,which requires that employees and members of the public shall have access to and use of information technology that is comparable to the PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions �t Template version 2.0(01-FEB-2017) Page 38 of 47 l.. Request for Proposal Solicitation No. Arizona Department of Administration ADSPOi State Procurement Office 8-00008097 100 N 15th Ave.,suite 201 Description: Phoenix,AZ$5007 Training-Professional Development and-or Related Consultation L , access and use by employees and members of the public who are not individuals with disabilities. 14.11 Cloud Applications The following are required for Contractor of any'cloud"solution that hosts State data outside of the State's network,or transmits and/or receives State data. 1. Submit a completed Arizona Baseline Infrastructure Security Controls assessment spreadsheet as found at httos://aset.az.aov/resources/aolicles-standards.pnd- procedures,and mitigate or install compensating controls for any issues of concern identified by State.Contractor is required to provide any requested documentation supporting the review of the assessment.The assessment shall be re-vagdated on a minimum annual basis. 2. State reserves the right to conduct Penetration tests or hire a third party to conduct penetration tests of the Contractor's application.Contractor will be alerted in advance and arrangements made for an agreeable time.Contractor shall respond to all serious flaws discovered by providing an acceptable timeframe to resolve the issue and/or implement a compensating control. 3. Contractor must submit copy of system logs from doud system to State of A2 security team on a regular basis to be added to the State STEM(Security Information Event Monitor)or IDS(Intrusion Detection System). Contractor must employ a government-rated cloud compartment to better protect sensitive or regulated State data. End of Section 2-8 PART 2 of the Solicitation Documents SECTION 2-C:Special Terms and Conditions Template version 2.0(01-FEB-2017) Page 39 of 47 `� Request for Proposal �. _, Arizona Department of AdmintstraUon _- ,.. Solicitation No. State Procurement Office ADSPO Description: 08097 i' 100 N 15th Ave.,Suite 201 Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation SECTION 2-D: Uniform Terms and Conditions Version:9(7/1/2013) 1.0 Definition of Terms As used in the Contract,the terms listed below are defined as follows: 1.1 Attachment "Attachment"means any item the solicitation requires the Offeror to submit as part of the Offer. 1.2 Contract "Contract""means the combination of the Solicitation,including the Uniform and Spedal Instructions to Offerors,the Uniform and Spedal 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 "Contract Amendment"means a written document signed by the Procurement Officer that is Amendment Issued for the purpose of making changes in the Contract. 1.4 Contractor "Contractor"means any Person who has a Contract with the State. 1.5 Days "Days"means calendar days unless otherwise specified. 1.6 Exhibit "Exhibit"means any item labeled as an Exhibit in the Solicitation or placed In the Exhibits section of the Solicitation. r 1.7 Gratuity "Gratuity"means a payment,loan,subscription,advance,deposit of money,services,or anything of more than nominal vailue,present or promised,unless consideration of substantially equal or greater value is received. 1.B Materials "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 "Procurement Officer means the person,or his or her designee,duly authorized by the State to Officer enter into and administer Contracts and make written determinations with respect to the Contract. 1.10 Services "Services"has the meaning given in A.R.S.§41-2503(35),which,for convenience of reference only,is"...the furnishing of labor,time,or effort by Ethel[C]ontractor or[S}ubcontractor which does not involve the delivery of a spedfic end product other than required reports and performance(but)does not Include employment agreements or collective bargaining agreements."Services includes Building Work and the service aspects of software described in paragraph 1.8. 1.11 State "State"means the State of Arizona and Department or Agency of the State that executes the Contract. 1.12 State Fiscal Year "State Fiscal Year"means the period beginning with July 1 and ending June 30. 1.13 Subcontract "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. 2 a Contract Interpretation __ 1 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 PART 2 of the Solicitation Documents: SECTION 2-D:Uniform Terms and Conditions Version 9(01-JUL-2013) Page 40 of 47 } Request for Proposal Arizona Department of Administration ' ' Solicitation No. ADSPO18-00008097 State Procurement Office -�►, 100 N 15th Aye,Suite 201 Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation 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 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 In the event of a conflict in the provisions of the Contract,as accepted by the State and as they of Precedence 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.Spedfications; 2.3.5.Attachments; 2.3.6.Exhibfts; 2.3.7.Documents referenced or included in the Solicitation. 2.4 Relationship of The Contractor under this Contract is an Independent Contractor.Neither party to this Contract Parties 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.. 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 falls to object to it. 3 0 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 Fadlitles inspection The Contractor agrees to permit access to Its faciities,subcontractor facilities and the and Materials Testing 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 noncompliance of the materials,the Contractor shall be responsible for the payment of all costs Incurred by the State for testing and inspection. PART 2 of the Solicitation Documents: SECTION 2-D:Uniform Terms and Conditions Version 9(Di-JUL-2013) Page 41 of 47 sri ► Request for Proposal Arizona Department of Admin'stratbn A Solicitation No. ADSP018-00008097 statepnxurementoffioe 100N15thAve„Suite201 'NIRRIPF Description: Phoenix AZ83007 Training-Professional Development and-or Related Consultation 3.5 maces 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, The Contractor shall not use,advertise or promote Information for commercial benefit Publishing and concerning this Contract without the prior written approval of the Procurement Officer. Promotion of Contract 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 shah not use or release these materials without the prior written consent of the State. 3.6 Ownership of Any and all Intellectual property,Including but not limited to copyright,invention,trademark, Intellectual Property 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. 3.9 Federal Immigration The contractor shall comply with all federal,state and local immigration laws and regulations and Nationality Act 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. 311 Offshore Performance Any services that are described in the specifications or scope of work that directly serve the of Work Prohibited. State of Arizona or Its clients and involve access to secure or sensitive data or personal dient data shall be performed within the defined territories of the United States.Unless specifically stated otherwise in the spedfikatlons,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. PART 2 of the Solicitation Documents: SECTION 2-D:Uniform Terms and Conditions lEll Version 9(01-JUL-2013) Page 42 of 47 •�� Request for Proposal Arhone Department of Administration Solicitation No. State Procurement Office ADSP018-00008097 100 N 15th Ave.,Suite 201 Description: Phoenix,Az 85D07 Training-Professional Development and-or Related Consultation • 1 4.0 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 Funds may not presently be available for performance under this Contract beyond the current for the Next State state fiscal year.No legal liability on the part of the State for any payment may arise under this fiscal year Contract beyond the current state fiscal year until funds are made available for performance of this Contract. 4.5 Availability of Funds Should the State Legislature enter bade into session and reduce the appropriations or for any for the current State reason and these goods or services are not funded,the State may take any of the following fiscal year 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 S 0 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,end 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 The Contractor shall not assign any right nor delegate any duty under this Contract without the Delegation prior written approval of the Procurement Officer.The State shall not unreasonably withhold approval. PART 2 of the Solicitation Documents: SECTION 2-D:Uniform Terms and Conditions Version 9(01-JUL-2013) Page 43 of 47 Request for Proposal Arizona Department of Administration Solicitation No. State Procurement Office ADSPO18-00008097 100 N 15th Ave.,Suite 201 'r f Description: Phoenix,AZ 85007 * S - Training-Professional Development and-or Related Consultation 6 0 Risk and Liabiiity 6.1 Rick 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 5ndemnitee)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 indemniter,its officers,officials,agents, employees,or volunteers." 6.3 Indemnification— The Contractor shall indemnify and hold harmless the State against any liability,including costs Patent and Copyright 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.lithe 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 parties performance of this Contract Is prevented by reason of force majeure.The term'force ma/eure"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 exerdsing reasonable diligence. 6.4.2.Force Majeure shall li 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. 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 folowing working day,of the commencement thereof and shall specify the causes of such delay in such notice.Such notice shag 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 PART 2 of the Solicitation Documents: SECTION 2-D:Uniform Terms and Conditions Version 9(01-JUL-2013) Page 44 of 47 Request for Proposal Arizona Department of Administration �' Solicitation No. r4 State Procurement Office s- 0 ADSPO18- 0008097 tao N utn Ave.,suite zoi Description: Phoenix,Az 85007 Training-Professional Development and-or Related Consultation 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.My 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 The Contractor assigns to the State any daim for overcharges resulting from antitrust Violations violations to the extent that those violations concern materials or services supplied by third parties to the Contractor,toward fulfillment of this Contract 7 0 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,padcaged 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 The materials and services supplied under this Contract shall comply with all applicable Federal, with taws state and local laws,and the Contractor shall maintain all applicable license and permit requirements. 7.6 Survival of Rights and 7.6.1.Contractor's Representations and Warranties.All representations and warranties made by Obligations after the Contractor under this Contract shall survive the expiration or termination hereof.In Contract Expiration or addition,the parties hereto acknowledge that pursuant to A.R.S.§12-510,except as Termination 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 0 State's Contractual Remedies 8.1 Right to if the State to good faith has reason to believe that the Contractor does not Intend to,or is Assurance 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. 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 PART 2 of the Solicitation Documents: SECTION 2-D:Uniform Teims and Conditions Version 9(01-JUL-2013) Page 45 of 47 Request for Proposal ^Tr------��� Arizona Department of Administration T'' Solicitation No. State Prown!mentOffice ADSPO18-00008097 100 N 15th Ave.,Suite 201 Description: Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation 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-exdushve The rights and the remedies of the State under this Contract are not exclusive. Remedies 8.4 Nonconforming Materials or services supplied under this Contract shall fully comply with the Contract.The Tender 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 arty 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. 1. 9 0 Contract Termination 9.1 Cancellation for Pursuant to R.R.S.§38-511,the State may cancel this Contract within three(3)years after Conflict of Interests 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 The State may,by written notice to the Contractor,immediately terminate this Contract if the Debarment 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 1s not currently suspended or debarred.If the contractor becomes suspended or debarred,the contractor shall immediately notify the State. 9.4 Termination for The State reserves the right to terminate the Contract,in whole or in part at any time when In Convenience 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. PART 2 of the Solicitation Documents: SECTION 2-D:Uniform Terms and Conditions Version 9(01-J U L-2013) Page 46 of 47 III �{y Request for Proposal Arizona Department olAdministration Solicitation No. �` �► -+ State Procurement Office ADSPO18 00008097 Description: too hoen� AAZ85007201 Training-Professional Development and-or Related Consultation 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. 9.5 Termination for 9.5.1.in addition to the rights reserved in the contract,the State may terminate the Contract in Default 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 ha hie 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 The Contractor shall continue to perform,in accordance with the requirements of the Contract, Performance Through up to the date of termination,as directed in the termination notice. Termination 10 0 Contract Claims 10.1 Contract Claims All contract claims or controversies under this Contract shall be resolved according to A.R.S.Tale 41,Chapter 23,Article 9,and rules adopted thereunder. 11 0 Arbitration 11.1 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). r120 Comments Welcome 12.1 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. End of Section 2-D End of Part 2 PART 2 of the Solicitation Documents: SECTION 2-D:Uniform Terms and Conditions Version 9(O1-JUL-2013) Page 47 of 47 Request for Proposal 7:44111. Arizona DepaMro�ri of r_,-z_ Administration R ti 1r Solicitation No. Solicitation State Procurement Office `��' �a Description: 100 N 15th Ave.,Suite 201 Phoenix,AZ 85007 Training-Professional Development and-or Related Consultation Part 3 of the Solicitation CONTENTS: SECTION 3-A: INSTRUCTIONS TO OFFERORS 2 SECTION 3-B: OFFER FORMS (ATTACHMENTS) 14 ATTACHMENT 1 OFFER AND ACCEPTANCE FORM 15 ATTACHMENT 2-A.... EXPERIENCE AND CAPACITY QUESTIONNAIRE 16 ATTACHMENT 2-B.... ORGANIZATION PROFILE 21 ATTACHMENT 3-A.... METHOD PROPOSAL (METHOD OF APPROACH) 23 ATTACHMENT 3-B.... KEY PERSONNEL PROPOSAL 26 ATTACHMENT 3-C ... PROPOSED SUBCONTRACTORS 29 ATTACHMENT 3-D ... BOYCOTT OF ISRAEL DISCLOSURE 30 ATTACHMENT 4 PRICING SHEET 31 ATTACHMENT 5-A.... CONFIDENTIAL INFORMATION DESIGNATION 32 ATTACHMENT 5-B.... CONFORMANCE STATEMENTS 34 ATTACHMENT 5-C... INSURANCE EVIDENCE 38 ATTACHMENT 5-D... DATA PROTECTION AND CONFIDENTIALITY OF INFORMATION 39 ATTACHMENT 5-E.... OFFER CHECKLIST 40 PART 3 of the Solicitation Documents Table of Contents . Template version 2.0(01-FEB-2017) Page 1 of 41 °-1;f `` Available online at : P r o c u r e . A Z . g o v ,�,,; Request for Proposal Arizona Department of'i'a 1 li R � Solicitation No. Administration State Procurement Office ADSP018Description:-00008097 ` �_ 10o N 15th Ave.,Suite 201 Training- Professional Development and-or Related Consultation Phoenix AZs5007 Section 3-A: Instructions to Offerors 1.0 Definition of Terms As used In these Instructions to Offerors,the terms listed below are defined as follows: 1.1 Arizona "Arizona Procurement Code"means,collectively,Title 41 Chapter 23,et.sequitur,in Procurement the Arizona Revised Statutes(abbreviated"A.R.S.")and administrative rules Code; R2-7-101 et sequitur in the Arizona Administrative Code(abbreviated"A.A.C.'). A.R.S.; A.A.C. NOTE:There are frequent references to the Arizona Procurement Code throughout the Solicitation Documents,therefore,you wll need to be familiar with its provisions to be able to understand the Solicitation Documents fully. The Arizona Department of Administration State Procurement Office provides a reference compilation of the Arizona Procurement Code on its website: htfasJ/soo.azgovladministration-nolicv/state-procurement-resourr;e/procurement-retaulations The Arizona State Legislature provides the official A.R.S.online at htto://www.azleQ.nov/ArizonaRevisedStahrtes.asn The Office of the Arizona Secretary of State provides the official AA.C.online at: htto://www.azsos,Qovhules/arizona-administrative-code 1.2 Clarifications "Clarifications"means, per A.A.C.R2-7-C313,communications between the Procurement Officer and Offeror for the purpose of providing a greater mutual understanding of the Offer.Clarifications may include demonstrations,questions and answers,or elaborations on previously-submitted information. 1.3 Contract "Contract"is defined in paragraph 12 of the Uniform Terms and Conditions. 1.4 Contract "Contract Amendment"is defined in paragraph 1.3 of the Uniform Terms and Amendment Conditions. 1.5 Contract Terms Contract Terms and Conditions"is defined in paragraph 1.8 of the Special Terms and Conditions and Conditions. 1.6 Contractor "Contractor'is defined in paragraph 1.4 of the Uniform Terms and Conditions. 1.7 Evaluation 'Evaluation"means,per A.A.C. R2-7-316,the process whereby the Procurement Officer will determine which Responsive offers,revised offers,and best and final offers are the most advantageous to State taking into consideration the evaluation factors set forth in the Solicitation Documents. 1.8 Negotiation "Negotiation"means,per A.A.C.R2-7-101(32),an exchange or series of exchanges between State and an offeror for the purposes set forth in AAC. R2-7-C314. 1.9 Not Susceptible "Not Susceptible for Award'means,per A.A.C. R2-7-C311,that the relevant offer for Award has been determined by the Procurement Officer to fail one or more of the tests and comparisons set forth therein.NOTE:A determination of Not Susceptible for Award and a determination of Responsive are mutually exclusive. PART 3 of the Solicitation Documents SECTION 3-A:Instructions to Offerors 41 Template version 2.0(01-FEB-2017) Page 2 of 41 ' .i ) Available online a t : P r o c u r e . A Z , g o v Ff Request for Proposal Arizona Deparm,entof _ Solicitation No. Administration �' ADSPOI8-00008097 State Procurement Office `��, Description: 7°0P hoenbc,AAZZ 85007201 Training-Professional Development and-or Related Consultation 1.10 Offer: "Initial Offer'means,per A.A.C.R2-7-101(33),Offeror's proposal submitted to State initial Offer, In response to the Solicitation,as initially submitted. Revised Offer; "Revised Offer'means any revised versions of the Initial Offer that Offeror has Best and Final as submitted to State at State's request permitted under A.A.C.R2-7-C314 and Offer(BAFO) R2-7-C315. q "Best and Final Offer"("BAFO')means,perAA.C.R2-7-101(6),the Revised Offer submitted after negotiations have been completed that contain Offeror's most favorable terms for price,service,and products to be delivered. Reference to"an Offer,"the Offer,"or'your Offer'means any of the Initial Offer,a Revised Offer,or the Best and Final Offer. 1.11 Offeror 'Offeror is the Person submitting an Offer,instructions addressed to you'and references to your"items are to be construed as being synonymous with'Offeror" and"Offeror's'throughout these instructions to Offerors. 1.12 Pricing 'Pricing Document"means Section 2-B of the Solicitation Documents. Also known Document as Pricing Document as defined in the Special Terms and Conditions, 1.13 ProcureAZ "ProcureAZ'is defined in paragraph 1.16 of the Special Terms and Conditions. 1.14 Procurement "Procurement Officer"means the person,or his or her designee,who has been duly Officer authorized by State to administer the Solicitation and make written determinations with respect to the Solicitation.The Procurement Officer is identified in ProcureAZ. 1.15 Solicitation "Solicitation"means this procurement solicitation,which State Is Issuing as either. 1. an invitation for bids(9FB')under A.R.S.§41-2533; 2. a request for proposals("RFP')under A.R.S.§41-2534; 3. a request for quotations("RFQ')under A.R.S.§41-2535;or 4. a request for qualifications under A.R.S.§41-2558. Refer to the Solicitation Summary for which of the foregoing is this Solicitation. 1.16 Solicitation "Solicitation Amendment"means,per A.A.C. R2-7-303,a change to the Solicitation Amendment that has been issued by Procurement Officer. 1.17 Solicitation "Solicitation Summary'means Section 1 of the Solicitation Documents. Summary 1.18 State °State"is defined in paragraph 1.11 of the Uniform Terms and Conditions. 1.19 Subcontract "Subcontract'is defined In paragraph 1.13 of the Uniform Terms and Conditions. 1.20 Subcontractor "Subcontractor"is defined In paragraph 1.19 of the Special Terms and Conditionq. 2.0 Solicitation Inquiries Z1 Duty to Examine the entire Solicitation,obtain clarification In writing for any questions or Examine concerns by submitting inquiries,then examine your Offer thoroughly and carefully for completeness and accuracy before submitting it.Lack of care in preparing an Offer will not be grounds for modifying or withdrawing It after the due date and time. PART 3 of the Solicitation Documents SECTION 3-A: Instructions to Offerors ;�, Template version 2.0(01-FEB-2017) Page 3 of41 . Available online at : P r o c u r e . A Z . g o v 401E inistration ►� Request for Proposal Arizona Department of r Solicitation No. g procurement Office ADSP018-00008097 '+ Description: 10o N 15fh Ave.,Suite 201 Training-Professional Development and-or Related Consultation Phoenix,AZ85007 2.2 State Contact Direct all inquiries related to the Solicitation to Procurement Officer,including Person requests for or Inquiries regarding standards referenced in the Solicitation.Apart from the ProcureAZ Help Desk,do not contact any State personnel other than Procurement Officer concerning the Soicitation while It is in progress,through and including award. 2.3 Submission Submit all inquiries related to the Solicitation In ProcureAZ;the Procurement Officer of Inquiries will not respond to inquiries received in any other manner. 1. Submit technical inquiries about submitting proposals in ProcureAZ to the ProcureAZ Help Desk: • by phone at(602)542-7600,option 1;or • by email to procure®azdoa.00v. 2. Submit all other inquiries about the Solicitation using the online form under the "Q&A"tab for the Solicitation in ProcureAZ.Always refer to the appropriate Solicitation document by page and paragraph number.Except for technical inquiries about submitting proposals,State is not responsible for responding to any inquiries submitted less than 3(three)business days before the offer due date and time. 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 2.5 Verbal or Email An Offeror shall not rely on verbal responses to inquiries. A verbal reply to an inquiry Responses does not constitute a modification of the solicitation. 2.6 Solicitation Only a Soicitation Amendment issued in ProcureAZ can change the Solicitation. Amendments 2.7 Pre-Offer A Pre-Offer Conference will be held at the time and place indicated in the solicitation's Conference 'Pre-Bid Conferene field as found within the State's e-Procurement system, ProcureAZ(Mina://orocure.az.gov); attendance is not required. 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. Persons with a disability may request a reasonable accommodation, such as a sign language interpreter,or this document in an alternative format,by contacting the State Procurement Office.Requests should be made as early as possible to allow sufficient time to arrange for accommodation. 3.0 Offer Preparation 3.1 Online The Solicitation Documents are only provided online in ProcureAZ;State will not Documents- provide any printed copies or other formats. 3.2 Electronic When submitting an Offer,only include files that are Microsoft Word documents, Submissions Excel workbooks,or PowerPoint presentations and Adobe Acrobat documents. Obtain advance approval before submitting Nes in any other format. PART 3 of the Solicitation Documents SECTION 3-A:instructions to Offerors , Template version 2.0(01-FEB-2017) Page 4 of 41 ' , A v a + l a b l e online at P r o c u r e . A Z . o o v ,dinke3 Request for Proposal Arizona Department of ,� + f Administrallon k Solicitation No. g Procurement Office t . ADSP018-00008097 "� Description: goo N 15th Ave..Suite 201 Phoenix.AZ 85007 i Training- Professional Development and-or Related Consultation 3.3 Deviations in When submitting an Offer,flag dearly any deviations from the Specifications or other Offer Solicitation technical requirements documents.Any un-flagged deviation will be deemed void upon submission. NOTE:Deviations are technical exceptions of a significant but not materiel nature, typically having to do with part/model numbers,details of attachments,mountings, clearances,internal configurations,etc.,and are not to be confused with the material exceptions covered in paragraph 3.5. 3A Evidence of Every one of your Offers must contain Attachment 1 [Offer and Acceptance Form] intent with a signature by your duly authorized officer,executive,principal,or agent.The signature will be deemed to signify your intent to be bound by that Offer and the terms of the Solicitation,and your representation that the information you have provided in that Offer Is true and accurate. 3.5 Exceptions to If you are submitting an Offer conditioned on exceptions to the Solicitation Solicitation Documents, indicate"NO"on Attachment 5-B[Conformance Statement]and also Documents indicate that exceptions are being taken under the"Terms&Conditions"tab for the Solicitation In ProcureAZ.Any exceptions taken elsewhere in an Offeror any of your preprinted or standard terms will be void in that Offer and without force or effect In any resulting contract. 3.8 Insurance Provide the evidence of Insurance availability,evidence of insurance In place, and Bonds evidence of bonding capacity,bonds in hand,or other security that are called for in Attachment 5-C[Insurance and Bonding Evidence]. If you intend to withhold or redact any element of your evidence of insurance policy compliance required by Section 6.2 of the Special Terms and Conditions[Contractor insurance Requirements]on the grounds that it is confidential information,then you must claim It as such and submit the necessary substantiated Justification with each Offer using Attachment 5-A[Designation of Confrdentiai Information]. Unless Procurement Officer has determined that your evidence documentation,or some or ali your insurance program,is confidential information under paragraph 4.7, refusing after contract award to provide the complete,un-redacted copies of polides as called for In that exhibit will be a material breach of the Contract. 3.7 identification of State is subject to Arizona Transaction Privilege Tax as well as certain local Taxes In Offer sales/use taxes,as described in the Contract Terms and Conditions. 3.8 Excise Tax State is exempt from certain federal excise tax on manufactured goods;State will provide the necessary exemption certificates as evidence to the extent exemption applies to the Work. 3.9 Tax You must provide to State your federal employer identification number or social Identification security number for the purposes of reporting monies paid under the Contract to appropriate taxing authorities.The submission Is mandatory under 26 U.S.C. §6041A. If the Identifier provided is a social security number,State shall only use it for tax reporting purposes and only share it with appropriate government officials. 3.10 Disclosure If you are submitting an Offer despite having 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,then you must provide with that Offer the name and address of the governmental unit,the effective date,duration,and circumstances of the suspension,debarment,or other preclusion,and your justification for State to PART 3 of the Solicitation Documents SECTION 3-A:Instructions to Offerors , ,- Template version 2.0(01-FEi3-2017) Page 5 of 41 ,-4.1t Available online at : P r o c u r e . A Z , v o v Request for Proposal i ArlmnQDepartment of k.. k Solicitation No. Administration ADSP018-00008097 State Procurement Office i `�.;;t r� Description: 100 N 151h Ave.,suite 201 Training-Professional Development and-or Related Consultation I Phoeni,c AZ85007 consider the Offer despite the suspension,debarment,or other preclusion.Include in your disclosure any suspension,debarment,or other preclusion that is pending,but Indicate that it is pending. 3.11 Federal By signing an Offer,you will be deemed to have represented that both you and all Immigration your proposed subcontractors are in compliance with federal Immigration laws and Laws regulations relating to the immigration status of their personnel.State may,at Its discretion,demand evidence of compliance during Evaluation,which you must provide promptly.Not providing the evidence will be grounds for Procurement Officer to determine that the Offer is Not Susceptible for Award. 3.12 Cost of Offer State will not reimburse to you or any of your prospective subcontractors,suppliers, Preparation or consultants any costs associated with responding to the Solicitation. 3.13 Offshore Any services that are described in the specifications or scope of work that directly Performance of serve the State of Arizona or its clients and involve access to secure or sensitive Work Prohibited 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 seMcea 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. 4.0 Submission of Offer 4.1 Required Offer Submit all of the Initial Offer content called for In Section 3-B:Offer Forms Content (Attachmentst'To be Responsive,each Revised Offer or a Best and Final Offer must contain all of the Attachments indicated in the applicable Procurement Officer request for Revised Offer or request for Best and Final Offer.If Procurement Officer does not request that a Revised Offer or Best and Final Offer indude revision of an Attachment from its initial or previously-revised form,as applicable,then(1) Offeror shall not submit any revision of that Attachment with the Revised Offer or a Best and Final Offer,and Procurement Officer will disregard any such unrequested revision and(2)that Attachment be valid in its initial or previously-revised form,as applicable,for the duration of the Revised Offer or Best and Final Offer validity period. 4.2 Attachment If an Attachment indicates that a`Form'is being provided for an Attachment,then Forms the Solicitation includes the required form and format for submitting the Attachment. No other form or format will be accepted,and your Offer can be determined to be Not Susceptible for Award if you submit an unofficial form. If,however,the Solicitation Documents indicate that you are allowed to attach additional documents regarding a particular question or line item,then doing so will be acceptable so long as the filled-out Attachment clearly states"See Attachment X Supplement(#1 of 2)",etc.,and the additional document is clearly marked as "Attachment X Supplement(#1 of 2),"etc. NOTE(1):Each Form has a blank space to list your Attachment Supplements. NOTE(2):You must upload each such"addtionar document as an individual fie and name the file to match the document title. NOTE(3):Attachment Forms cannot be filled-in directly in ProcureAZ;they must be downloaded,edited,and then uploaded(referred to as"attachments'in ProcureAZ) as part of each Offer. PART 3 of the Solicitation Documents SECTION 3-A:instructions to Offerors Template version 2.0(01-FEB-2017) Page 6 of 41 Available o n l i n e at : P r o c u r e , A Z , g o v 4 00'1iik.4 Request for Proposal Arizona Department of ■" �' Administration k. .__�,,, Solicitation No. St�Procurement Office ' ADSP018-00008097 _ 'f -- pt Description: 100 N 15th Ave..Suite 201 419 Training-Professional Development and-or Related Consultation Phoenbc,AZ850o7 NOTE(4):Do not include non-specific marketing materials in an Offer.If something is not specifically called for,then including it will not be helpful during Evaluation,and might in fact be grounds for down-grading If It does not address your experience and capacity to carry out the work for this Solicitation. 4.3 Pricing Pricing must be shown in both of the following ways: 4.3.1 Three(3)EXCEL doctxnents have been provided for Offerors completion and submission. Each are titled as follows: ATTACHMENT 4 PRICING—STRUCTURED ATTACHMENT 4_PRICING—CUSTOMIZED ATTACHMENT 4_PRICING—CONSULTATION Submit pricing by selecting Category(EXCEL document titled Structured or Customized or Consultation). At the bottom of each of these documents select the tab for the subcategory(les)for which you are submitting an Offer and entering the requested information on the subcategory sheet You may complete one or more ATTACHMENT 4 EXCEL documents and as many subcategories on each EXCEL document for which you want to submit an Offer. NOTE: The first tab contains general Instructions. 4.3.2 To ensure Offeror submits a valid bid,Offeror shall enters one(1) dollar In the"Unit Cost"field on the"Items"tab In ProcureAZ. NOTE: Entering or leaving a zero(0)in the"Unit Cost"field will be considered a NO-BID by the system. 4.4 Submission Submit each Offer online in ProcureAZ at httpsJ/orocure.az.nov before the "Bid Opening Date"indicated for the"Solicitation No."State will not consider a proposal submitted by any other method other than ProcureAZ,and it will be deemed void upon submission.By A.A.C.R2-7-C307,State will not consider later offers.State will give no extension or grace period for delays or incomplete proposals caused by Internet connectivity problems,file uploading difficulties,or misunderstanding of the requirements or procedures for online submission In ProcureAZ. If your proposal Is not submitted correctly,completely,and in conformance to these Instructions herein,then Procurement Officer may determine it Not Susceptible for Award. NOTE: Using ProcureAZ requires a certain level of technical competency;select your staff to submit proposals and handle other Solicitation general matters in ProcureAZ carefully,since the ProcureAZ Help Desk cannot do any of the required actions for you. 4.5 Solicitation Acknowledge each Solicitation Amendment in ProcureAZ.By A.A.C.R2-7- Amendments C303(C),you must acknowledge every Solicitation Amendment Issued as of the due date and time for an Offer to be Responsive. If you have submitted your proposal early,you must be alert for subsequent Solicitation Amendments—if one is Issued after your submission but before offer due date and time,then the Procurement Officer may determine the Offer to be Not Responsive If you have not acknowledged it. 4.6 Amending or You cannot amend or withdraw a submitted proposal after the offer due date and Withdrawing time unless expressly permitted under applicable law. 4.7 Confidential If you believe that a portion of your Offer(or a protest or other correspondence) Information contains a trade secret or other manner of your proprietary Information,you must PART 3 of the Solicitation Documents SECTION 3-A:instructions to Offerors Template version 2.0(01-FEB-2017) Page 7 of 41 1 °s. 21 Available online at P r o c u r e , A Z , g o v Request for Proposal Arizona Department of Solicitation No. Administration `' .r; ADSP018-00008097 State Procurement Office Description: 100 N 15th Ave.,suite 201 Phoenbi,AZ 85007 Training-Professional Development and-or Related Consultation 1. indicate on Attachment 5-A(Designation of Confidential Information]that your proposal contains such claimed confidential information;and 2. designate clearly throughout the Offer each instance of that trade secret or •other proprietary Information in the other portions of your proposal using the term'confidential." Simply indicating that the proposal contains confidential Information is not sufficient to claim the protections under A.A.C.R2-7-C317—Attachment 5-A must be accompanied by a detailed explanation as to why each Item or category of items in the proposal should be designated confidential information. Procurement Officer shall review your claim of confidentiality and provide a written determination;until a written determination has been made,Procurement Officer shall not disclose the daimed Information to anyone who does not have a legitimate State interest. If Procurement Officer denies the claim of confidentiality,you may appeal the determination to the State Procurement Administrator within the time specified in the determination. NOTE:Contract terms and conditions,pricing,and information generally available to the public are not and will not be designated confidential information. Submit Confidential Information/Documentation as a Supplement(s)to Section 5-A. DO NOT Incoroorate Information you are reauestina to be determingd as Confidential In any other section of your resoonse. If the information is to be responsive to another Section/Question simply provide a statement providing the Section 5-A Supplement Title to be reviewed by the Evaluators. 4.8 Public Record Once submitted and opened by Procurement Officer,your Offer is a public record and must be!stained by State for 6(six)years.All offers will be available for public Inspection in ProcureAZ after the resulting contracts have been awarded,except for any portions that were determined to be confidential information. Procurement Officer shall make the names of Persons who submitted offers available In ProcureAZ promptly after the opening date. 4.9 Offeror By signing the Offer and Acceptance Form(or other official contract form specified Certification by Procurement Officer),you will be deemed to have certified that: 1. you did not engage in collusion or other anti-competitive practices in comection with the preparation or submission of your Offer,and 2. you do not discriminate against any employee or applicant for employment or person to whom you provide services because of race,color,religion,sex, national origin,or disability,and that you comply with an applicable federal, state,and local laws and executive orders regarding employment. 5.0 Responsibility; Responsiveness and Acceptability 5.1 Responsibility In accordance with A.R.S.41-2534(G),AA.C.R27-C312 and R2-7-C316,the State shall consider the following In determining Offeror's responsibility,as well,as the responsiveness and acceptability of their proposals.The State will consider,but is not limited to,the following in determining an Offeror's responsibility as well as susceptibility to Contract Award: 1. Whether the Offeror has had a contract within the last five(5)years that was terminated for cause due to breach or similar failure to comply with the terms of the contract; PART 3 of the Solicitation Documents SECTION 3-A: Instructions to Offerors Template version 2.0(01-FEB-2017) Page 8 of 41 "ry Available online at P r o c u r e . A Z . g o v Request for Proposal Arizona Department of Administration Solicitation No. ADSP O98-00008097 s"�G State Procurement Office Description: 100 N 15th Ave.,Suite 201 PhoenixTraining - Professional Development and-or Related Consultation AZ 85007 2. Whether the Offerors record of performance includes factual evidence of failure to satisfy the terms of the Offerors agreements with any party to a contract. Factual evidence may consist of documented vendor performance reports,customer complaints and/or negative references; 3. Whether the Offeror is legally qualified to contract with the State and the Offerors financial, business, personnel,or other resources,Including subcontractors; 4. Legally qualified Includes if the vendor or if key personnel have 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. 5. Whether the Offeror promptly supplied all requested information concerning its responsibility; 6. Whether the Offer was sufficient to permit evaluation by the State,in accordance with the evaluation criteria identified In this Solicitation or other necessary offer components. Necessary offer components Include: attachments,documents or forms to be submitted with the offer,an Indication of the intent to be bound,reasonable or acceptable approach to perform the Scope of Work,signed Solicitation Amendments,references to include experience verification,adequacy of financial/business/personal or other resources to include a performance bond and stability including subcontractors and any other data specifically requested In the Solicitation; 7. Whether the Offer was in conformance with the requirements contained in the Scope of Work,Terms and Conditions,and Instructions for the Solicitation and its Amendments,including the documents incorporated by reference; 8. Whether the Offer limits the rights of the State; 9. Whether the Offer includes or Is subject to unreasonable conditions,to kiclude conditions upon the State or necessary for successful Contract performance. The State shall be the sole determiner as to the reasonableness of a condition; 10. Whether the Offer materially changes the contents set forth in the Solicitation, which includes the Scope of Work,Terms and Conditions,or Instructions;and, 11. Whether the Offeror provides misleading or inaccurate information. 5.2 Responsiveness Proposals that do not contain Information sufficient to evaluate the proposal In and Acceptability accordance with the factors identified in the solicitation or other necessary proposal components may not be considered responsive and/or acceptable. Necessary components include an indication of the Offerors intent to be bound,price proposal, solicitation amendments,bond and reference data as required. proposal Content The Offeror shall make a firm commitment to provide services as required and proposed. • The material contained in the Offer shall be relevant to the service requirements stated in the solicitation. • It is to be submitted in a sequence that reflects the scope of work section of this document. • It is to indude Information relevant to the designated evaluation criteria. • Failure to include the requested information may have a negative impact on the evaluation of the Offerors proposal. 5.3 Eligibility for If Procurement Officer determines an offeror Is Not Responsible,then he or she is Evaluation and not permitted by A.A.C.R2-7-C314 to give further consideration to its offer or include Negotiation it in any Negotiation or make Evaluation of Its offer.If,however,Procurement Officer PART 3 of the Solicitation Documents SECTION 3-A:instructions to Offerors Template version 2.0(01-FEB-2017) Page 9 of 41 : A v a l l a b l e online at . P r o c u r e , A Z . g o v • Request for Proposal Arizona Department of . -40 Solicitation No. Administration ADSPO18-00008087 State Procurement Office ,� * Description: 1ooPboeennk vet.87201 /91 Training-Professional Development and-or Related Consultation 111 determines that an offer is Responsive(Le.,there is no applicable determination of Not Susceptible for Award),then he or she is obliged by AA.C.R2-7-C314 to make Evaluation of it and include the offeror in the Immediate round of Negotiation(If there Is any Negotiation). If Procurement Officer determines subsequently that your Revised Offer is Not Susceptible for Award by virtue of comparison to other revised offers per AA.C. R2-7-C314(AX3),then he or she will not include you in any further Negotiation. For clarity of intent,the foregoing means that Procurement Officer may reduce the number of offers that are"susceptible for award"with each successive round of Negotiation,since the purpose of Negotiation is to achieve best value for State. 6.0 Evaluation of Offers 6.1 Offer Validity By submitting an Offer,you agree to hold It open for the validity period specified In Period the Solicitation Summary.If no validity ty period is specified therein,then you shall hold your Offer open for 180(one hundred eighty)days.The specified or default validity period(whichever applies)re-starts upon submission of each Revised Offer or a Best and Final Offer. 6.2 Clarifications Upon receipt and opening of proposals submitted in response to this solicitation,the State may request oral or written clarifications,including demonstrations or questions and answers,for the sole purpose of information gathering or for eliminating minor informalities or correcting nonjudgmental mistakes in proposals.Clarifications shall not otherwise afford Offerors the opportunity to alter or change their proposal. 6.3 Oral The State may request oral presentations. If requested,the Offeror shall be Presentations available for oral presentations with no more than ten(10)business days advance notice. Participants in the oral presentations should include the Offeror's key persons. Such oral presentations shall not otherwise afford an Offeror the opportunity to after or change Its Offer. 6.4 Cost or Pricing Submit any cost or pricing data promptly that Procurement Officer requests under Data A.R.S§41-2543 per A.A.C.R2-7-702(BX2).Procurement Officer may make the following preconditions for eligibility and award: 1. submission of appropriate cost or pricing data under AA.C.R2-7-704; 2. determination that the submitted cost or pricing data demonstrates that pricing Is fair and reasonable under A.A.C.R2-7-702(A);and 3. determination that the data is not defective under AA.C.R2-7-705. 6.5 Evaluation In accordance with the Arizona Procurement code A.R.S.§41-2534,awards shall be Criteria made to the responsible Offeror(s)whose proposal Is determined In writing to be the most advantageous to the State based upon the evaluation criteria listed below.The evaluation factors are listed In their relative order of importance. 6.5.1 Capacity of Offeror,Experience; 8.5.2 Methodology:and 6.5.3 Cost. PART 3 of the Solicitation Documents SECTION 3-A:Instructions to Offerors Template version 2.0(01-FEB-2017) Page 10 of 41 ; i Available online a t : P roc u r e . A Z , o o v Request for Proposal Arizona r)epartmentof IAll!!!.."'' AdministrationSolicitation No. �' ADSP018-0000809T State Procurement Office N 15th Ave.,Suite 201 100 � Description: Phoenix,A2 85007 Training - Professional Development and-or Related Consultation 6.6 Negotiations In accordance with A.R.S.§41-2534,after the initial receipt of proposals,the Procurement Officer may conduct discussions with those Offerors who submit proposals determined by the State to be reasonably susceptible of being selected for award. Procurement Officer will request a best and final offer from any offerors with whom negotiation has been conducted,provided that,State may make award made without any Negotiation and therefore every offeror is forewarned to always submit its offer complete and on the most favorable terms initially,and not to assume any opportunity for Negotiation. 6.7 Financial You must be able to substantiate your financial stability to State's satisfaction as a Stability precondition of any contract award.Procurement Officer may demand documentation such as current and audited financial statements,Including income and balance sheets,directly from you or may obtain reports from Independent financial rating services.Not providing the evidence will be grounds for Procurement Officer determining your Offer Is Not Susceptible for Award. 6.8 Consideration of Procurement Officer may determine that your Offer is Not Susceptible for Award if it Exceptions is conditioned on an exception to a material aspect of the Solicitation. Even if Procurement Officer determines that an exception Is one that does not merit Not Susceptible for Award determination,he or she may down-grade your Offer in Evaluation if the exception is significant. 6.9 Consideration of Procurement Officer may down-grade your Offer in Evaluation if it contains Deviations deviations that,In his or her determination,materially reduce the value to State of affected Materials or Services across the life-cycle thereof. 6.10 Consideration of Procurement Officer may credit any proposed prompt payment discounts for the Prompt Payment purpose of evaluating offer prices. Discount 6.11 Consideration of Procurement Officer shall not include Arizona Transaction Privilege Tax and other Taxes sales/use taxes for the purpose of evaluatingoffer prices. 6.12 Consideration of Regardless of the relative order assigned to cost In the Solicitation Summary,cost is Cost an essential consideration in every award State makes;State's Intent is always to obtain the best pricing available and it strives to make its evaluations be a straightforward comparison of best value between the responsible and responsive proposals as far as possible to the extent permissible under the Arizona Procurement Code. 6.13 Unit Price In the case of discrepancy in your Offer between a unit price or rate and an Prevails extension of that unit price or rate,the unit price or rate will prevail. 6.14 Waiver and Notwithstanding any other provision of the Solicitation Documents,State reserves Rejection the right to waive any minor informality,reject any or all offers or portions thereof or cancel the Solicitation. PART 3 of the Solicitation Documents SECTION 3-A:Instructions to Offerors Template version 2.0(01-FEB-2017) Page 11 of 41 ..mot I A v a ' t a b l e online at : P r o c u r e , A Z . a o v Request for Proposal i ► q ro P Arizona Department of ministration ._, Tim 7_ -1, Solicitation No. State procurement Office '� ADSP09$-00008097 100 Description: Phoe15t Suite AZ h Ave., Training- Professional Development and-or Related Consultation 7.0 Award of Contract 7.1 Best Advantage Under A.A.C. R2-7-C317,contracts will be awarded to the responsible offeror whose to State otter Is determined to be most advantageous to the State based on the stated evaluation criteria. 7.2 Number of Types State may make multiple awards or to award contracts by individual line Items or of Awards alternates,by group of line items or alternates,or to make an aggregate award,or regional awards,whichever is determined to be most advantageous to State. 7.3 Contract Your Offer does not constitute a contract nor does it confer any right on you to the Inception award of a contract.A contract Is not created until your Offer has been accepted for State by Procurement Officer's signature on the Offer and Acceptance Form.Notice of award or of intent to award will not constitute State's acceptance of your Offer. 7A Contract State may,at its option,consolidate the resulting contract documents after contract Document award. Examples of such consolidation are reorganizing Solicitation Documents and Consolidation those components of the Accepted Offer not pertaining to the contract's operation and excluding any components of the Accepted Offer that were not awarded. Contract document consolidation will not,however,include or be construed to include any materially change the Solicitation or the Contract 8.0 Solicitation or Award Protests Any protest must comply with and be resolved according to Arizona Revised Statutes Title 41,Chapter 23,Article 9,and rules adopted thereunder.Protests must be in writing and be filed with both Procurement Officer and the State Procurement Administrator.Protest of the Solicitation must be received before the offer due date and time.Protest of a proposed award or of an award must be received within 10(ten)days after Procurement Officer makes the procurement file available for public inspection. In either case,the protest must include: 1. the name,address,email address and telephone number of the interested party; 2. signature of the interested party or its representative; 3. identification of the purchasing agency and the solicitation or contract number; 4. a detailed statement of the legal and factual grounds of the protest Including copies of relevant documents;and 5. the form of relief being requested. 9.0 Comments Welcome SEPARATELY AND APART FROM THIS SOLICITATION,The State Procurement Office periodically reviews these Instructions to Offerors and welcomes any comments the public may have. Please submit your comments to: State Procurement Administrator, State Procurement Office, 100 North 15th Avenue,Suite 201 Phoenix,Arizona,85007 PART 3 of the Solicitation Documents SECTION 3-A:instructions to Offerors Template version 2.0(01-FEB-2017) Page 12 of 41 Available online at P r o c u r e . A Z . g o v . Request for Proposal Arixona Department of .:, .a:• Administration � � • Solicitation No. ADSP018-00008097 StateProcurement Office we N 15th Ave.,Suite 201 fi ' Description: Phoenix.AZ 85007 *1s Jr. Training- Professional Development and-or Related Consultation End of Section 3-A PART 3 of the Solicitation Documents SECTION 3-A:Instructions to Offerors , ;,. Template version 2.0(01-FEB-2017) Page 13 of 41 rl Available online at : P r o c u r e , A Z , g o v 666 Request for Proposal Arizona Department of +~ �. Solicitation No. Administration ADSPOI8-00008087 State Procurement Office Description: too N 15th Ave.,Suite 201 Training-Professional Development and-or Related Consultation Phoenix.AZ 7 Section 3-B: Offer Forms (Attachments) ATTACHMENT 1 OFFER AND ACCEPTANCE FORM 15 ATTACHMENT 2-A.... EXPERIENCE AND CAPACITY QUESTIONNAIRE 16 ATTACHMENT 2-B.... ORGANIZATION PROFILE 21 ATTACHMENT 3-A.... METHOD PROPOSAL (METHOD OF APPROACH) 23 ATTACHMENT 3-B.... KEY PERSONNEL PROPOSAL 26 ATTACHMENT 3-C... PROPOSED SUBCONTRACTORS 29 ATTACHMENT 3-E.... BOYCOTT OF ISRAEL DISCLOSURE 30 ATTACHMENT 4 PRICING SHEET 31 ATTACHMENT 5-A.... CONFIDENTIAL INFORMATION DESIGNATION 32 ATTACHMENT 5-B.... CONFORMANCE STATEMENTS 34 ATTACHMENT 5-C... INSURANCE EVIDENCE 38 ATTACHMENT 5-D... DATA PROTECTION AND CONFIDENTIALITY OF INFORMATION 39 ATTACHMENT 5-D... OFFER CHECKLIST 40 PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 14 of 41 Available online at : P r o c u r e . A Z . a o v Request for Proposal Arizona Department of Solicitation No. Administration h ADSPO18-00008097 State Procurement Office 100 N 15th Ave.,Suite 201 Description: Phoenix,AZ 85007 * 91 Training- Professional Development and-or Related Consultation Attachment 1 Offer and Acceptance Form SUBIAISSION OF OFFER:Undersigned hereby offers and agrees to provide Training-Professional Development and-or Related Consultation services In compliance with the Solicitation Indicated above and our Offer Indicated by the latest dated version beim: Initial 1• I x ��jj //��� ����� Offer. date initial // ////11'���//" ZA 2, l x 3. x 4. x Revised date#1 initial date#1 initial date#1 -- initial Offers: 5. x 4.tic x 7. I x date#4 initial date#5 initial date#6 �nal Bast and $ - - %// ��/��/�%�,��� Final Offer: date Intel j �////////////� X Offeror company name Signature of person authorized to sign Ober • • Initials x x Address Pnnted name and title . x x City I State 12IP • Contact name and title x x x Federal tax identifier(EIN or SSN) Contact Email Address Contact phone number CERTIFICATION:By signature in the above,Offeror certifies that It: 1. will not discriminate against any employee or applicant for employment in violation of Federal Executive Order 11246,[Arizona]State Executive Order 2009-9 or A.R.S.§§41-1461 through 1465; 2. has not given,offered to give,nor Intends to give at any time hereafter any economic opportunity,future employment,gift,loan,gratuity, special discount,trip,favor,or service to a public servant in connection with the submitted offer.Failure to provide a valid signature affirming the stipulations required by this clause will result in rejection of the Offer.Signing the Offer with a false statement will void the Offer,any resulting contract,and may be subject to legal penalties under law; 3. complies with A.R.S.§41-3532 when offering electronics or Information technology products,services,or maintenance;and 4. Is not debarred from,or otherwise prohibited from participating in any contract awarded by federal,state,or local government. ACCEPTANCE OF OFFER:State hereby accepts the initial Offer,Revised Offer,or Beet and Final Offer identified by number S at the top of this form,and which was dated date(the Accepted Offer).Offeror is now bound(as Contractor)to cany out the Work under the attached Contract,of which the Accepted Offer forms a part.Contractor is cautioned not to commence any billable work or to provide any material or perform any service under the Contract until Contractor receives the applicable Order or written notice to proceed from Procurement OlBcer. State's Contract No.is:ADSP049-61AWNINN The effective date of the Contract is:date Contract awarded date Della A.Walters Procurement Officer signature Procurement Officer, PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 15 of 41 Available online at P r o c u r e , A Z . o o v • 4� Request for Proposal , Department of li? -j , Solicitation No. Administration "r s ADSP018-00008097 State Procurement Office � Description: 10015th Ave.,Suite 7201 Phoenix,AZ 8500 Training- Professional Development and-or Related Consultation Attachment 2-A Experience and Capacity Questionnaire STATE MAY DETERMINE YOUR PROPOSAL IS NON-RESPONSIVE IF YOU DO NOT ANSWER ALL QUESTIONS FULLY. The Offeror shall provide a narrative response to each question that demonstrates their understanding of the Scope of Work requirements and describes your company's overall method of approach for providing the service stated in this solicitation. If there Is a question that is not applicable to the services required by the Scope of Work,you may mark it N/A. EXPERIENCE AND CAPACITY QUESTIONS: Question I: Company Profile The Offeror must Include a narrative description of its organization.The narrative must include the following: 1.1 Brief overview of business operations,with an emphasis on experience providing Training- Professional Development and/or Related Consultation servkces. 1.2 Date established; 1.3 Ownership(public,partnership,subsidiary,etc.); 1.4 Location in which the Offeror is incorporated; 1.5 Address of`Main Office"(e.g.Corporate Headquarters and any sateNite offices responsible for performance of proposed tasks; 1.6 Offeror's organizational chart relevant to the Contract,specifically Identifying the key point of contact for aN questions related to the submitted offer, 1.7 Full disclosure of any potential confict of interest between the Offeror and any State employee who functions or has responsibilities in the review or approval of the undertaking or carrying out of the Contract; 1.8 A Statement of whether,In the last ten(10)years,the Offeror has filed(or had filed against It) any bankruptcy or insolvency proceeding,whether voluntary or involuntary,or undergone the appointment of a receiver,trustee,or assignee for the benefit of creditors,and If so,an explanation providing relevant details and current status; 1.9 A Statement of whether there are any pending Securities Exchange Commission investigations involving the Offeror,and if such are pending or in progress,an explanation providing relevant details and an attached opinion of counsel as to whether the pending investigation(s)may impair the Offeror's performance in a Contract under this RFP; 1.10 A Statement documenting all open or pending litigation Initiated by Offeror or where Offeror is a defendant or party In any litigation that may have a material impact on Offeror's ability to deliver the contracted services; 1.11 A Statement documenting all open or pending litigation initiated by Offeror or where Offeror is a defendant or party in any litigation with a Public sector client; 1.12 Full disclosure of any Public Sector contracts terminated for cause or convenience in the past five(5)years;and, PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 16 of 41 Available online al P r o c u r e . A Z . g o v Request for Proposal Arizona Department of Solicitation No. ADSP018-00008097 StateProcurement Office 7•"' Description: 100Phoe Ave.AZ, 7uite�� Training-Professional Development and-or Related Consultation 1.13 Full disclosure of any criminal or dvil offense. 1.14 Offeror shall provide evidence of any Arizona required business license to provide these services. 1.15 Offeror shall provide copies of any professional or industry certifications that represent the services detailed in this RFP, Offeror Response: Click here to enter your response. Question 2: Company Experience A. What market(s)are your current clients primarily in? B. What experience do you have serving clients In Business Markets within the State of Arizona State? C. What Is the range in size of your current clients? D. Provide two(2)examples that exhibit your experience with different types and sizes of Training- Professional Development and-or Related Consultative services for clients? E. How long have you provided services to your longest tenured dient? F. Why did your last three former clients cancel their contracts? G. With what relevant trade and/or professional associations are you involved?How does this partidpation give you an advantage over your competition? Offeror Response: Click here to enter your response. Question 3: Financial/Accounting Information Offeror must provide evidence of financial stability and capability to fund all costs associated with providing the services throughout the term of the Contract. The latest two(2)years audited annual financial statements including Total Revenue,Net Income,and Total Assets must be submitted with the Offeror's proposal. If audited financial data is unavailable,explain In full the reason,and provide the latest non-audited financial Information to include Balance Sheet, Income Statement,as well as Statements of Cash flows and Change in Financial Position. Include information to attest to the accuracy of the information provided. Offeror shall provide information regarding any Irregularities that were discovered in any accounts maintained by the Offeror on behalf of others. Describe the circumstances and disposition of the irregularities. Offeror Response: Click here to enter your response. Question 4: Proposed Project Members and Organization Utilize Attachment 3-B to identify Key Personnel to be utilized to perform services within a resultant contract. In addition,also state the Members related experience with large local,state or federal government agencies. PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 17 of 41 A v a i l a b l e online at : P r o c u r e , A Z . g o v ,�j� Request for Proposal ArizonaDe ntof ■ 1■' Administration Rom= Solicitation No. State Procurement Office ADSP078-Description: 97 r� Descri tion: 100 N 15th Ave.,Sufte 201 p Training-Professional Development and-or Related Consultation Phoenix,AZ 85007 Offeror Response: Click here to enter your response. Question 5: Subcontractors Utilize Attachment 3-C to identify Proposed Subcontractors to be utilized to perform services within a resultant contract. Offeror Response: Click here to enter your response. Question 6: Submit copies of all applicable certificates and licenses that support Oferor's ability to provide the Training-Professional Development and-or Related Consultation services being proposed. Offeror Response: Click here to enter your response. PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms 3 Template version 2.0(01-FEB-2017) Page 18 of 41 Available online at P r o c u r e , A Z . g o v Request for Proposal Arizona Department of i\.1111116.4 —r " i Administration Solicitation No. k% ADSPO18-00008097 i State Procurement Office j' Description: 100Poe„ix.AZ 85007 Suite 201 h Training- Professional Development and-or Related Consultation EXPERIENCE REFERENCES: The State Intends to conduct reference checks for account referenced provided by Offerors.It may,at its sole discretion, contact additional clients not presented as references. Offerors shall provide at least three(3)client references for assignments that replicate or mirror the requirements of this RFP.At least one(1)of the projects referenced must be Arizona government related.All assignments shall be for assignments received and completed within the last five(5)years. © Client Company/Address Contact ( Begin Date End Date x x x x Phone Number Email Address x x Event Scope and deliverables,include number of resources engaged in project,timeline of project(major milestones) x List job positions provided and technologies utilized to supplement services. x 11111 Client Company/Address Contact Begin Date End Date x x x x Phone Number Email Address x x Event Scope and deliverables,include number of resources engaged in project,timeline of project(major milestones) x List job positions provided and technologies utilized to supplement services. x i PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 19 of 41 Available online a t : P r o c u r e , A Z . o o v Request for Proposal Arizona Department of Adminietratfon Solicitation No. ADS PO18-00008097 State Procurement Office 100 N 15th Ave.,Suite 201 4$14r4-. Description: Phoenix.AZ85007 *19 * Training -Professional Development and-or Related Consultation Client Company/Address Contact . Begin Date End Date Phone Number Email Address x x Event Scope and deliverables,Include number of resources engaged In project,timeline of proJect(maJor milestones) x List job positions provided and technologies utilized to supplement services. x 111 Client Company/Address Contact Begin Date End Date Phone Number Email Address x x Project Scope and deliverables,include number of resources engaged in project,timeline of project(major milestones) x List Job positions provided and technologies utilized to supplement services. x End of Attachment 2-A PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 20 of 41 Available onitne at : Procure . AZ . gov Allah Request for Proposal Arizona Department of Administration Solicitation No. ADSPO18-00008097 State Procurement Office `�-- d Description: 100 ht A�Sutte 7201 *r9 ' Training- Professional Development and-or Related Consultation Attachment 2-B Organization Profile STATE MAY DETERMINE YOUR PROPOSAL IS NON-RESPONSIVE IF YOU DO NOT ANSWER ALL QUESTIONS FULLY. ORGANIZATION PROFILE Firm Name x Year established x Principal address x (street,city,state) Entity type: x Structure. f x Branch or Division. x Parent x Years of experience providing goods similar in type and quantity as required by this Solicitation. x Years of experience performing services similar in size and scope as required by this Solicitation. x Years the organization has conducted business in Arizona x etiti_rrXeilkepresentatblesitoliCon,tact 1 Name Title Telephone Number E-Mail Address 1. x x x x 2. x x x x 3. x x x x Li re n sostem rt'rfication s Description Issuer Number Expiration 01. i ,. L. CL Ean.anc arInformationtattachifirranctal late nentsv?ith incgmelbatarice sheets iiSupl3lements) Rating/issuer 1) --- i PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 21 of 41 A v a i l a b l e online at : P r o c u r e , A Z . a o v v Request for Proposal „ ,aD,pa1bie„tof �rAdministration Solicitation State Procurement Office ADSP018-00008097 08 Description: ioo N 15th Ave..Suite 201 Training- Professional Development and-or Related Consultation L Location Work Performed 1 Number Capacity Staff 1.4 ATTACHMENT 2-B SUPPLEMENTS: (Offeror to insert as required and list here or type"None'on first line) Di5e i n rnt sl No of Title Date pages 'Purpose In Offer 19. Enter or type"None" x x x 20. Enter or delete row if not needed 21. Enter or delete row if not needed 22. Enter or delete row if not needed 23. Enter or delete row if not needed 24. Enter or delete row if not needed 25, Enter or delete row if not needed End of Attachment 2-B PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 22 of 41 3 Available online at : P r o c u r e , A Z , g o v Request for Proposal Arizona Department of '` ' Solicitation No. Administration ADSP018-00008097 State Procurement Office ‘-kr;+!,•:'T Description: 100N eg�0720i Training-Professional Development and-or Related Consultation Attachment 3-A Method Proposal (Method of Approach) The Offeror shall provide a narrative response to each question that demonstrates their understanding of the Scope of Work requirements and describes your company's overall method of approach for providing the service stated in this solicitation. If there Is a question that is not applicable to the services required by the Scope of Work,you may mark It N/A. Question 1: Describe your past experience in providing services similar to those stated In the Scope of Work. Include: a. Provide a general concise description of your company's past experience providing services similar to those stated in the Scope of Work. b. List and describe three Training and/or Professional Development and/or Related Consultation events that your firm has managed In the past two years that included some or all of the services stated in the Scope of Work? Include: 1. Type of Training and/or Professional Development and/or Related Consultation provided. 2. Size and/or Scope of event. 3. Method of delivery 4. Location—State,City,type of facility 5. For whom event was delivered:Company/Entity 6. Type of participant—classification type,level of experience/skill level,any other description which provides the reader an understanding of the type of participant. Offeror Response: Click here to enter your response. Question 2: State and describe the Categories you are proposing to provide. Include responses to the following: a. What specific type(s)of Training and/or Professional Development and/or Consultation services are you proposing to provide? State what your speclalty(ies)is/are. b. What is the average lead time you need for an event? c. How many events can you handle at any one time? Explain if it depends on size and/or types of events. d. What time(s)of the year are busiest for your business? e. If you are proposing Training and/or Professional Development-State If you are proposing to provide Structured and/or Customized services. In addition: o Training Delivery Format(s)-Provide a concise description of how you will comply with the Curriculum Deliverables required In Section 3.2.of the Scope of Work. In addition: • If you are Offering one or more of the following formats,provide details on how the Training and/or Professional Development services are accessed: • (CBT)-Computer Based Training • (E)-E-Leaming • (W)—Webinar • If there Is a Terms of Use agreement that is normally required of your customers and which you would like required,please submit a copy with your Offer. PART 3 of the Soicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 23 of 41 Available o n r i n e at : Procure . A Z . u o v Request for Proposal ArizonaDepartrnentof ::.ca;• . Administration Solicitation No. ADSP018-00008097 State Procurement Office Description: too N i Ave.,Suite 201 p Phoenoenbc.AZ 88007 Training - Professional Development and-or Related Consultation o Curriculum Deliverables—Provide a brief and concise description of how you will comply with the Curriculum Deliverables required In Section 3.3.of the Scope of Work. o Training Planning-Provide a brief and concise description of how you will comply with the Curriculum Deliverables required in Section 3.4.of the Scope of Work. ■ Provide the minimum and maximum average dass or group size,if any,you believe are critical to the learning success of the participants. f. If you are proposing Training Consultative Services-Provide a brief and concise description of how you will comply with the Curriculum Deliverables required in Section 3.5.of the Scope of Work. Offeror Response: Click here to enter your response. Question 3: Provide information on your client base. Include: a. Who are your top clients? b. What industries or market segments are key buyers of your tirm's services? Offeror Response: Click here to enter your response. Question 4: Business Management—Address each of the following items: a. Describe your plan for the continuation of services If your dedicated representative(s)Is/are unavailable due to illness,vacations,etc. b. Describe your process for tracking time spent on each event. c. Are there any special technologies you use to Improve the quality of your services? Offeror Response: Click here to enter your response. Question 5: Quality Control—Address each of the following items. a. How do you maintain communication with your Customers? b. What is your process for responding to Customer concerns? c. Other methods used to ensure the quality of your services. Offeror Response: Click here to enter your response. Question 6: Value-Added Services. a. What makes the services you are proposing unique/different from other similar services available? PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms 3 Template version 2.0(01-FEB-2017) Page 24 of 41 Available online at P r o c u r e . A Z , c o v _ Request for Proposal Arizona Depertmentof Solicitation No. Administration ADSPO18-00008091 State Procurement Office 1o0 N 16th Ave.,Suite 201 L Description: phoenix,AZ 85007 Training-Professional Development and-or Related Consultation Offeror Response: Click here to enter your response. End of Attachment 3-A PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 25 of 41 Available online at : p r o c u r e , A Z . Q o v Itz ,Agemhi.. Request for Proposal Arizona Department of ■--� Administration Solicitation No. ADSP01 B-00008087 State Procurement Office Description: 100 N 15th Ave.,Suite 201 •+ Phoenbc,AZ 85007 !9 • '` Training- Professional Development and-or Related Consultation Attachment 3-B Key Personnel Proposal Answer all questions thoroughly in the spaces provided.Complete this form In full for each one of the key personnel proposed to be Involved in carrying out the Work. Insert or attach a separate resume If desired,but any attached resumes are supplemental to this form and do not substitute for this form.If there are more than three (3)Key Personnel,please utilize the same form for each additional Personnel. ill Name: x How long with company? x years Current position in company: x How long in positon? x years Position for the Services: x How much of time will be x% dedicated to the Services? What pnmary functions x will be assigned? Describe person's experience in performing x services Ike those that are to be assigned: List person's job-related x training and education: Resume: filename PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms 3 Template version 2.0(01-FEB-2017) Page 26 of 41 Available online at : P r o c u r e . A Z . g o v ` , Request for Proposal ■;r:,a:+:,� Admineietre0on panmentof k Q. Solicitation No. Arizona D ` - ADSPO7 8-00008097 State Procurement Office f 100 N 15th Ave.,Suite 201 { '~ Description: " Phoenix,AZ85007 91 '` Training-Professional Development and-or Related Consultation iiiName: x ( How long with company? x years Current position In company: x How long in positon? x years Position for the Services. x How much of time will be x% dedicated to the Services? What primary functions x will be assigned? Describe person's experience ki performing x services like those that are to be assigned: List person's job-related x training and education: =„ Resume: filename PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms 3 Template version 2.0(01-FEB-2017) Page 27 of 41 Available o n i + n e at : P r o c u r e . A Z . a o v i _ Request for Proposal Arizona Department of .` ' Administration y ._ Solicitation No. ADSP018-00008097 State Procurement Office ` `T• ' Description: f00PPhoe Phoenix,Z83007�1 ''is _ * Training-Professional Development and-or Related Consultation Name: x How long with company? I. xyears Current position x How long in positon? x years in company: Position for the Services: x How much of time will be x% dedicated to the Services? What pnmary functions x will be assigned? Describe person's experience in performing x services Ike those that are to be assigned: List person's job-related x training and education: ' Resume: filename End of Attachment 3-B PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms 3 Template version 2.0(01-FEB-2017) Page 28 of 41 Available online at P r o c u r e , A Z . g o v Request for Proposal f Arizona Department of Administration 1r - Solicitation No. ADSP018-00008097 State Procurement Office Description: �ooP hoe,ix '95o0 2O1 Training-Professional Development and-or Related Consultation Attachment 3-C Proposed Subcontractors Check"NO"if you WILL NOT subcontract any portion of the Work and will therefore be carrying out all of the Work with your own personnel Q # NO,the Offeror will not subcontract any portion of the Work. If you WILL subcontract any portion of the Work,check"YES"below and list name of persons or companies you propose to use as subcontractors. 1. Fill in the information for every significant subcontractor—indicate the type of work the subcontractor will perform under the Contract,and their approximate percentage of the total Contract work. 2. Provide copies of relevant certifications each one possesses In the Attachment Supplements section. 3. Provide description of quality assurance methods and quality control measures that you will use to ensure that Subcontractor work meets the Contract requirements. 4. State may demand additional Information about proposed subcontractors as a precondition of award. Q YES,the Offeror will use the Subcontractors listed below: Small Name and contact information Business Work to be performed °! 1• Name select 2. Name select 3- Name select 4. Name select 3. Name select 8. Name select 7. Name select 6. Name select 9. Name select 10. Name select End of Attachment 3-C PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 29 of 41 Available online at P r o c u r e . A Z . g o v :ii► Request for Proposal ArixonaDepartment of L Administration _ Solicitation No. _4C v ADSP018-00008097State Proeuromertt t3fllce 10o N 15th Ave.,Suite 201 •� Description: Phoenix.AZ 85007 * 9 Training- Professional Development and-or Related Consultation Attachment 3-D Boycott of Israel Disclosure All materials submitted as part of a response to a solicitation are subject to Arizona public records law and will be disclosed If there is an appropriate public records request at the time of or after the award of the contract. Recently legislation has been enacted to prohibit the state from contracting with companies currently engaged In a boycott of Israel.To ensure compliance with A.R.S.§35-393.01.This form must be completed and returned with the response to the solicitation and any supporting information to assist the State in making Its determination of compliance. As defined by A.R.S.§35-393.01: 1."Boycott"means engaging in a refusal to deal,terminating business activities or performing other actions that are intended to limit commercial relations with Israel or with persons or entitles doing business in Israel or in territories controlled by Israel,If those actions ere taken either: (a)In compliance with or adherence to calls for a boycott of Israel other than those boycotts to which 50 United States Code section 4607(c)applies. (b)In a manner that discriminates on the basis of nationalty,national origin or religion and that is not based on a valid business reason. 2."Company'means a sole proprietorship,organization,association,corporation,partnership,joint venture,limited partnership, limited liability partnership,limited lability company or other entity or business association,and includes a wholly owned subsidiary,majority-owned subsidiary,parent company or affiliate. 3."Direct holdings"means all pubidy traded securities of a company that are held directly by the state treasurer or a retirement system in an actively managed account or fund in which the retirement system owns all shares or interests. 4."Indirect holdings"means all securities of a company that are held in an account or fund,Including a mutual fund,that is managed by one or more persons who are not employed by the state treasurer or a retirement system,If the state treasurer or retirement system owns shares or Interests either. (a)together with other investors that are not subject to this section. (b)that are held in an index fund. 5."Public entity"means this State.a politest subdivision of this State or an agency,board,commission or department of this State or a political subdivision of this State. 6."Public fund"means the state treasurer or a retirement system. 7."Restricted companies"means companies that boycott Israel. 8."Retirement system"means a retirement plan or system that Is established by or pursuant to title 38. Alt offerors must select one of the following: My company does not participate In,and agrees not to participate in during the term of the contract,a boycott of Israel in accordance with A.R.S.§35-393.01.I understand that my entire response will become public record in accordance with A.A.C.R2-7-C317. My company does participate in a boycott of Israel as defined by A.R.S.§35-393.01. By submitting this response,proposer agrees to indemnify and hold the State,its agents and employees,harmless from any claims or causes of action relating to the State's action based upon reliance on the above representations, including the payment of all costs and attorney fees incurred by the State in defending such an action. Company Name Signature of Person Authorized to Sign Address Printed Name City State Zip Title End of Attachment 3-D PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2,0(01-FEB-2017) Page 30 of 41 Available online at p r o c u r e . A Z . o o v , � , Request for Proposal ArizonaDe�enrof . Administration . R! = " State Procurement Office * ADSP018.00008097 100 N 15th Ave.,Suite 201 'b''` Description:Solicitation No Phoenix,AZ 85007 'r 91 '` Training - Professional Development and-or Related Consultation Attachment 4 Pricing Sheet Pricing must be shown in both of the following ways: 1. Three (3) EXCEL documents have been provided for Offeror's completion and submission. Each are titled as follows: ATTACHMENT 4_PRICING—STRUCTURED ATTACHMENT 4_PRICING—CUSTOMIZED ATTACHMENT 4_PRICING—CONSULTATION Submit pricing by selecting Category(EXCEL document titled Structured or Customized or Consultation). At the bottom of each of these documents select the tab for the subcategory(les)for which you are submitting an Offer and entering the requested information on the subcategory sheet. You may complete one or more ATTACHMENT 4 EXCEL documents and as many subcategories on each EXCEL document for which you want to submit an Offer. NOTE: The first tab contains general instructions. 2. To ensure Offeror submits a valid bid, Offeror shall enter a one(1) dollar in the "Unit Cost"field on the "Items"tab in ProcureAZ. NOTE: Entering or leaving a zero(0) in the"Unit Cost"field will be considered a NO-BID by the system. End of Attachment 4 PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 31 of 41 A v a ' I a b i e online a t P r o c u r e . A Z . a o v Request for Proposal Arizona Department of Solicitation No. Administration r �` ► State Procurement Office ADSP018-00008057 Description: 100 N 15th Ave.,Suite 201 *J91. Training- Professional Development and-or Related Consultation Phoenix 7 Attachment 5-A Confidential Information Designation All materials submitted as part of a response to a solicitation are subject to Arizona public records law and will be disclosed If there Is an appropriate public records request at the time of or after the award of the contract. Recognizing there may be materials Included In a solicitation response that are proprietary or a trade secret,a process Is set out in A.A.C. R2-7-103(copy attached)that will allow qualifying materials to be designated as confidential and excluded from disclosure. For purposes of this process the definition of"trade secret'will be the same as that set out in A.A.C.R2-7-101(52). Complete this form return It with your Offer along with the appropriate supporting information to assist State in making Its determination as to whether any of the materials submitted as part of your Offer should be designated confidential because the material is proprietary or a trade secret and therefore not subject to disclosure. STATE WILL NOT CONSIDER ANY MATERIAL IN YOUR OFFER"CONFIDENTIAL"UNLESS DESIGNATED ON THIS FORM. Check one of the following—If neither is checked,State will assume that as equivalent to"DOES NOT": O This response DOES NOT contain proprietary or trade secret information. I understand that my entire response will become public record in accordance with A.A.C.R2-7-C317. O This response DOES contain trade secret information because It contains information that 1. Is a formula,pattern,compilation,program,device,method,technique or process,AND 2. Derives independent economic value,actual or potential,from not being generally known to,and not being readily ascertainable by proper means by,other persons who can obtain economic value from its disclosure or use;AND 3. Is the subject of efforts by myself or my organization that are reasonable under the circumstances to maintain Its secrecy. NOTE:Failure to attach an explanation may result in a determination that the information does not meet the statutory trade secret definition.All information that does not meet the definition of trade secret as defined by A.A.C.R2-7- 101(52)will become public in accordance with A.A.C.R2-7-C317.State may make its own detemiinatlon on materials in accordance with A.A.C.R2-7-103. If State agrees with Offeror's designation of trade secret or confidentiality and the determination is challenged,the undersigned hereby agrees to cooperate and support the defense of the determination with aN Interested parties, Including legal counsel or other necessary assistance. By submitting this response,Offeror agrees that the entire Offer,including confidential,trade secret and proprietary information may be shared with an evaluation committee and technical advisors during the evaluation process. Offeror agrees to indemnify and hold State,its agents and employees,harmless from any claims or causes of action relating to State's withholding of information based upon reliance on the above representations,including the payment of all costs and attorney fees incurred by State in defending such an action. X Offeror Company Name • - Signature of Authorized Person • X X Address Printed Name • X X City State Zip Title End of Attachment 5-A PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017), Page 32 of 41 Available online at ; P r o c u r e . A Z . 0 o v r� Request for Proposal Arizona Department of Administration "" ' ` ' Solicitation No, ADSP018-00008097 State Procurement office `��• �� Description: tooPhoenix,Z72ot Training - Professional Development and-or Related Consultation Copy of A.A.C. R2-7-103 [Confidential Information] as was current at time of Solicitation issuance PROVIDED FOR REFERENCE ONLY A. If a person wants to assert that a person's offer, specification, or protest contains a trade secretor other proprietary information, a person shall include with the submission a statement supporting this assertion.A person shall clearly designate any trade secret and other proprietary information, using the term "confidential". Contract terms and conditions,pricing, and information generally available to the public are not considered confidential information under this Section. B. Until a final determination is made under subsection(C), an agency chief procurement officer shall not disclose information designated as confidential under subsection(A)except to those Individuals deemed by an agency chief procurement officer to have a legitimate state interest. C. Upon receipt of a submission, an agency chief procurement officer shall make one of the following written determinations: 1. The designated information is confidential and the agency chief procurement officer shall not disclose the information except to those individuals deemed by the agency chief procurement officer to have a legitimate state interest; 2. The designated information is not confidential;or 3. Additional Information Is required before a final confidentiality determination can be made. D. If an agency chief procurement officer determines that information submitted is not confidential, a person who made the submission shall be notified in writing. The notice shall include a time period for requesting a review of the determination by the state procurement administrator. E. An agency chief procurement officer may release information designated as confidential under subsection(A)If: 1. A request for review Is not received by the state procurement administrator within the time period specified in the notice;or 2. The state procurement administrator, after review, makes a written determination that the designated information is not confidential. PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-F EB-2 01 7) Page 33 of 41 A v a , I a b l e o n I a n e a t ; P r o c u r e , A Z . a o v .�i►0) Request for Proposal Arizona Department a 11 .-, ,.E Solicitation No. Administration �`' ' State Procurement Office _, ADSP018-00008097 '+ ��� 1o0N15hAve.,Salta201 t Description. Phoenix,AZ 85007 *181. '` Training-Professional Development and-or Related Consultation Attachment 5-B Conformance Statements STATE WILL NOT CONSIDER ANY EXCEPTIONS UNLESS DESIGNATED ON THIS FORM. READ PARAGRAPH 6.8 OF THE INSTRUCTIONS TO OFFERORS BEFORE TAKING ANY EXCEPTIONS—TAKING EXCEPTIONS CAN BE GROUNDS FOR STATE REJECTING OR DOWN-GRADING YOUR OFFER IN EVALUATION. CONFORMANCE TO THE INSTRUCTIONS: (PART 3 OF THE SOLICITATION) Check one of the following—if neither is checked,State will assume that as equivalent to'YES": O YES—Offeror acknowledges that It has read and understands the Instructions to Offerors in Section 3- A of the Solicitation Documents and attests that Its Offer complies with both. NO—Offeror acknowledges that it has read and understands the Instructions to Offerors In Section 3-A O of the Solicitation Documents,and attests that its Offer complies with both EXCEPT FOR the exceptions listed In Attachment 5-B Supplement 1. CONFORMANCE TO THE SCOPE AND PRICING DOCUMENTS: (PART 2 OF THE SOLICITATION) Check one of the following—if neither is checked,State will assume that as equivalent to"YES': O YES—Offeror acknowledges that It has read and understands the Scone Document and the Pricing Document in Part 2 of the Solicitation Documents and attests that Its Offer complies with both. NO—Offeror acknowledges that it has read and understands the Scope Document and the Pricna O Document in Part 2 of the Solicitation Documents and attests that its Offer compiles with both EXCEPT FOR the exceptions listed in Attachment 5-B Supplement 2. CONFORMANCE TO THE CONTRACT TERMS AND CONDITIONS: (PART 2 OF THE SOLICITATION) Check one of the following—if neither is checked,State will assume that as equivalent to'YES": YES—Offeror acknowledges that it has read and understands the Special Terms and Conditions and the O Uniform Terms and Conditions,along with their respective Exhibits and Appendices,in Part 2 of the Solicitation Documents and attests that its Offer complies with both. NO—Offeror acknowledges that it has read and understand the Special Terms and Conditions and the O Uniform Terms and Conditions,along with their respective Exhibits and Appendices in Part 2 of the Solicitation Documents and attests that its Offer complies with both EXCEPT FOR the exceptions listed in Attachment 5-B Supplement 3. PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms 3 Template version 2.0(01-FEB-2017) Page 34 of 41 Available online al P r o c u r e , A Z . g o v ` ' Request for Proposal f Adzona Department of • ; - Administration ►, --fir b Solicitation No. I State Procurement office �' ADSP018-Description: 97 '�� Description: 100 N 151h Ave.,suite 201 Phoenix,AZ 85007 491_ " i Training - Professional Development and-or Related Consultation j ATTACHMENT 5-B Supplement No. 1: Exceptions to Instructions tacit, M ' i ass?to�ii Rater,e'ag 1!'repr,zedCh1r,gc:!-hi;erpntr:t zmgtrige ° TTaiican.tecnrPropr„cdCnanr,e Section 3-A: Instructions to Offerors x x x x x x x Company Name Signature of Person Authorized to Sign PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template versicn 2.0(01-FEB-2017) Page 35 of 41 A v a i l a b l e o n I I n e at . P r o c u r e , A Z . g o v sir I Request for Proposal A ,aorm�,tof ■. .`» Administration n �+ Solicitation No.`'_ ADSPOI8-00008097 State Procurement Office �►' Descri tion: 100 N 15th Ave.,Suite 201 *1st_ * Training-Professional Development and-or Related Consultation Phoenix,aze5oo7 ATTACHMENT 5-B Supplement No. 2: Exceptions to Scope of Work and Pricing Article! Paragraph or Exhibit Reference Proposed Changes!Alternate language 1 Rationale for Proposed Change Section 2-A: Scope of Work x x x x x x x x x x x x x x x Section 2-B: Pricing Document x x x x x x x x x x x x x X x Company Name Signature of Person Authonzed to Sign PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 36 of 41 Available online at : p r o c u r e . A Z . g o v Request for Proposal Arlmna Department of 1.1 .a :,:r Administration Solicitation State Procurement Office -� ADS P018-0000808097 10o N 19tn Ave.,suite 201 K '- Description: Phoenix,AZ 85007 Training- Professional Development and-or Related Consultation ATTACHMENT 5-B Supplement No. 3: Exceptions to Contract Terms & Conditions Article/ Paragraph or Exhibit Reference- Proposed Changes t Alternate Language 1 Rationale for Proposed Change Section 3-A: Special Terms & Conditions x x x x x x x x x x x x x x x Article, Paragraph or Appendix Reference Proposed Changes I Alternate Language Rationale for Proposed Change Section 3-B: Uniform Terms & Conditions x x x x x x x x x Company Name Signature of Person Authorized to Sign End of Attachment 5-B PART 3 of the Solidtation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 37 of 41 A v a + f a b l e online at P r o c u r e . A Z . g o v Ankrz Request for Proposal Aroma rtm of Administration Solicitation No. State Procurement Office ADSPO18-00008097 Description: 100 N 15thx, 8201 iZ 5007 Training- Professional Development and-or Related Consultation Attachment 5-C Insurance Provide a letter(s)from your Insurance company(ies)stating that your company can obtain the Proof(s)of Insurance as required in Exhibit 1 of the Special Terms and Conditions. The additional letter(s)should be clearly marked as Attachment 5-C Supplement Insurance NOTE: If Awarded a Contract, Proof of Insurance(e.g.ACORD forms)must be submitted prior beginning service(s) under the Contract. End of Attachment 5-C PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms 3 Template version 2.0(01-FEB-2017) Page 38 of 41 A v a i I a b 1 e online a t : P r o c u r e . A Z . o o v Request for Proposal Arizona Department of 01 _''i Solicitation No. Administration ADSPOI8-00008097 State Procurement Office Description: 100Phoenb Ave.,Suite Training- Professional Development and-or Related Consultation Attachment 5-D Data Protection and Confidentiality of Information Arizona Baseline infrastructure Security Controls If the Offeror is proposing one or both of the following Training Delivery Formats: • Computer Based Training (CBT);and/or, • E-Learning(E), the Offeror may be required to complete and pass the Arizona Baseline Infrastructure Security Controls Questionnaire as part of the evaluation for further negotiations or solicitation award.The Arizona Baseline Infrastructure Security Controls Questionnaire is managed by the Security Team within ADOA-ASET.The intent is to ensure thorough and appropriate management of State-owned data. If determined a requirement of award,the Offeror must comply with the State Baseline Security requirements. If the Offeror is FedRAMP Certified documentation of the certified may be requested. USE LINK DIRECTLY BELOW THIS SENTENCE TO SEE THE FOLLOWING DOCUMENTS: httos://aset.az.gov/resources/oolicles-standards-and-orocedures • Reference Document: Arizona Control Quick Guide v2.0(pdf) • Questionnaire: Arizona Baseline Security Controls 2016(Excel). DO NOT SUBMIT THE ABOVE DOCUMENTS OR RESPOND TO THIS ITEM WITH INITIAL PROPOSAL SUBMISSION. If determined a requirement of award,the Offeror will be asked to di must comply with the State Baseline Security requirements End of Attachment 5-D PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms 3 Template version 2.0(01-FEB-2017) Page 39 of 41 Available online at P r o c u r e . A Z , g o v f. I ,I� Request for Proposal Arizona Daparanentof h►, s' Solicitation No. Administration ' ADSP018.00008097 State Procurement Office ^ Description: toor?r,oe�a�i'85o0 tot v' st. Training- Professional Development and-or Related Consultation Attachment 5-E Offer Checklist STATE MAY DETERMINE YOUR PROPOSAL IS NON-RESPONSIVE IF YOU DO NOT SUBMIT ALL ATTACHMENTS. DOCUMENT - ' • .. • SUBMITTED 1. Attachment 1: Offer and Acceptance Form ❑YES 0 no 2. Attachment 2-A: Experience and Capacity Questionnaire ❑YES 0 no 3. Attachment 2-B: Organization Profile ❑YES ❑no 4. Attachment 3-A: Method Proposal ❑YES 0 no 5. Attachment 3-B: Key Personnel Proposal ❑YES ❑no 6. Attachment 3-C: Proposed Subcontractors ❑YES 0 no 7. Attachment 3-E: Israel Boycott Disclosure ❑YES ❑no 8. Attachment 4: Pricing Sheets ❑YES ❑no 9. Attachment 5-A: Confidential Information Designation 0 YES ❑ no 10. Attachment 5-B: Conformance Statements ❑YES ❑no 11. Attachment 5-C: Insurance ❑YES 0 no Attachment 5-D: Data Protection and Confidentiality of Information 12. DO NOT SUBMIT THE ABOVE DOCUMENTS OR RESPOND TO THIS ITEM WITH INITIAL 0 YES 0 no PROPOSAL SUBMISSION 13, Attachment 5-E: Error!Reference source not found. 0 YES 0 no End of Attachment 5-E PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 40 of 41 Available online at P r o c a r e , A Z . o o v `l ��%, Request for Proposal „a �,1enta ■ �- Administration �, = Solicitation No. ADSP018-00008097 State Procurement Office Description: 100 N 15th Ave.,Suite 201 Training - Professional Development and-or Related Consultation Phoenix,AZ85007 End of Part 3 PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 41 of 41 Available online at P r o c u r e . A Z . q o v STATE OF ARIZONA PURCHASE ORDER TERMS AND CONDITIONS 1. Modification. No modification of the purchase order shall 10. Assignment — Delegation. No right or Interest in this bind Buyer unless Buyer agrees to the modification in Purchase Order shall be assigned by Seller without the writing. written permission of Buyer, and no delegation of any duty 2. Packing and Shipping. Seller shall be responsible for of Seller shall be made without permission of Buyer. industry standard packing which conform to requirements of 11. Interpretation—Parole Evidence. This Purchase Order is carriers' tariffs and ICC regulations. Containers must be intended by the parties as a final expression of their clearly marked as to lot number, destination address and agreement and is intended also as a complete and exclusive purchase order number. statement of the terms of their agreement No course of 3. Title and Risk of Loss. The title end risk of loss of the prior dealings between the parties and no usage of the trade goods shall not pass to Buyer until Buyer actually received shall be relevant to supplement or explain any term used in the goods at the point of delivery. this Purchase Order. Acceptance or acquiescence in a 4. invoice and Payment. A separate invoice shall be issued course of performance rendered under this Purchase Order for each shipment. No invoice shall be issued prior to shall not be relevant to determine the meaning of this shipment of goods and no payment will be made prior to Purchase Order even though the accepting or acquiescing receipt of goods and correct invoice. Payment due dates, party has knowledge of the nature of the performance and Including discount periods, will be computed from date of opportunity for objection. Whenever a term defined by the receipt of goods or date of receipt of correct Invoice Uniform Commercial Code is used In the Purchase Order (whichever Is later)to date Buyer's warrant is mailed.Unless the definition contained in the Code is to control freight and other charges are Itemized, any discount 12. Non•Dfserlminatlon. Seller agrees not to discriminate provided will be taken on full amount of invoice. Payment against any employee or applicant for employment in shall be subject to the provisions of Title 35 of Arizona violation of the terms of Federal Executive Order 11246, Revised Statutes. The Buyer's obligation is payable solely State Executive Order No. 2009-09 and A.R.S.Section 41- from funds appropriated for the purpose of acquiring the 1461 et seq. goods or services referred to in this Purchase Order. 13. Indemnity. Seller agrees to indemnity and save the Buyer 5. Inspection. All goods are subject to final inspection and harmless from any loss, damage or expense whatsoever acceptance by Buyer. Material failing to meet the resulting to the Buyer from any and all claims and demands requirements of this Purchase Order will be held at Seller's on account of infringement or alleged infringement of any risk and may be returned to Seller.If so returned,the cost of patent in connection with the manufacture or use of any transportation, unpacking, inspection, repacking, reshipping product included in this Purchase Order and upon written or other like expenses are the responsibility of the Seller. request Seller will defend at its own cost the expense any 6. No Replacement of Defective Tender. Every tender of legal action or suit against the Buyer involving any such goods must fully comply with all provisions of Purchase alleged patent infringement,and will pay and satisfy any and Order as the time of delivery,quantity,quality and the like.If all Judgments or decrees rendered in any against such legal a tender is made which does not fully conform, it shall actions or suits.Seller will indemnify Buyer against all claims constitute a breach and Seller shall not have the right to for damages to person or property resulting from defects in substitute a conforming tender. materials or workmanship, 7. Force Majeure. Neither party shall be held responsible for 14. Liens. All goods delivered and labor performed under this any losses resulting If the fulfillment of any terms orPurchase Order shall be free of all Lens, and If Buyer conditions of the Purchase Order are delayed or prevented requests, a forme release of all liens will be delivered to by any cause not within the control of the party whose Buyer. performance Is Interfered with and which, by the exercise of 15. Contract Number. If an Arizona contract number appears reasonable diligence,that party is unable to prevent. on the face of this Purchase Order, the terms of that 6. Gratuities. The Buyer may, by written notice to the Seller, contract are incorporated herein by this reference. cancel this Purchase Order if It Is found by Buyer that 16. Taxes. The State of Arizona is exempt from Federal Excise gratuities, in the form of entertainment, gifts or otherwise, Tax. were offered or given by the Seiler, or any agent or 17. Conflict of Interest.Pursuant of A.R.S.Section 38-511 this representative of the Seller,to any officer or employee of the Purchase Order is subject to cancellation by the Buyer if any State of Arizona with a view toward securing an order or person significantly involved in initiating, negotiating, securing favorable treatment with respect to the awarding or securing, drafting or creating the contract on behalf of the amending, or the making of any determinations with the state is, at any time while the contract is in effect, an respect to the performing, of such order. In the event this employee of any other party to the contract In any capacity Purchase Order is cancelled by Buyer pursuant to this or a consultant to any other party of the contract with provision, Buyer shall be entitled In addition to any other respect to the subject matter of the contract. rights and remedies to recover or withhold from the Seller 18. Remedies and Applicable Law.This Purchase Order shall the amount of the gratuity. be governed by, and Buyer and Seller shall have all 9. Warranties. Seller warrants that all goods delivered under remedies afforded each by,the Uniform Commercial Code this Purchase Order will conform to the requirements of this as adopted in the State of Arizona except as otherwise Purchase Order (including all applicable descriptions, provided in this Purchase Order or In statutes pertaining specificatioons, drawings and samples) will be free from specifically to the State. This Purchase Order shall be defects In material and workmanship and will be free from governed by the law of the State of Arizona, and suits defects in design and fill for the intended purposes. Any pertaining to this Purchase Order may be brought only in the inspection or acceptance of the goods by Buyer shall not courts of the State of Arizona. alter or affect the obligations of Seller or the right of Buyer 19. Arbitration. The parties must use arbitration as required by under the foregoing warranties. A.R.S.Section 12-1518. Revised ramuy 10,2011 ,42i Request for Proposal A�naDepa ,nnd wwt '.a: Solicitation No. admvuareter i Sole 201 ADSP018-0000801tT—Amendment 02 Slab)Proaarrasnyt Office V Description: Pxhoer u UM 'asom �_S' Training-Professional Development and-or Related Consultation Attachment 2-A Experience and Capacity Questionnaire STATE MAY DETERMINE YOUR PROPOSAL.IS NON-RESPONSIVE IF YOU DO NOT ANSWER ALL QUESTIONS FULLY. The Offeror shall provide a nerrarabve response to each question that demonstrates their understanding of the Scope of Work requirements and describes your company's overall method of approach for providing the service stated in this solicitation. If there is a question that is not applicable to the services required by the Scope of Work,you may mark it N/A EXPERIENCE AND CAPACITY QUESTIONS: Question 1: Company Profile The Offeror must include a narrative description of its organization.The narrative,must include the following: 1.1 Brief.overview of business operations,with an emphasis on experience providing Training- Profeasional Development and/or Related Consultation services. 1.2 Date established; 1.3 Ownership(per,partnership,subsidiary,etc.); 1.4 Location In which the Offeror is incorporated; 1.5 Address of"Main Office(e.g.Corporate Headquarters and any satellite offices responsible for performance of proposed tasks; 1.8 Offerors organizational chart relevant to the Contract,ape really identifying the key point of contact for all questions related to the submitted offer; 1.7 Full disclosure of any potential control of interest between the Offeror and any State employee who functions or has responsnflltise in the review or approval of the undertaking or carrying out of the Contract; 1.8 A Statement of whether,in the last ten(10)years,the Offeror has tiled(or had filed against It) any bankruptcy or insolvency proceeding,whether voluntary or:involuntary,or undergone the appointment Of a receiver,trustee,or assignee for the benefit of creditors,andif eo,an explanation providing relevant detals and current=tutus; 1.9 A Statement of whether there are any pending Securities Exchange Commission inveatigations'waiving the Offeror,and If such are pending or in progress,an explanation providng relevant detalis and an attached opinion of counsel as to whether the pending investigation(s)may impair the Offerors performance in a Contract under this REP; 1.10 A Statement documenting all open or pending ligation initiated by Offeror or where Offerer is a defendant or party In any Atigafon that may have a material impact on Offerors ability to deliver the contracted#ervlceN 1.11 A Statement documenting ail open or pending litigation initiated by Offeror or where Offeror Is a defendant or party in any litigation with a Public sector client 1.12 Full disclosure of any Public Sector contracts terminated for cause or convenience in the pest five(5)years;and. PART 3 of the Sotidtaion Documents SECTION 3-B:Offer Forme 3 Template version 2.0(01-FEB-2017) Page 13 of 47 Available online at : f' r o c u r e . A Z , a o v ` Request for Proposal Arizona nvortment of 1 Yift. Solicitation No. Adnnitrrrion K s ADSPO111-000011097—Amendment 02 State Procurement Office `)°�'� roc N 156Ave.,SWN 201 �}. __ y Description: an y AZMO7 `fI)j li►' Training-Professional Development and-or Related Conisultstion 1.13 Full disdoeure of any criminal or chill offense. 1.14 Offeror shall provide svidenoe of any Arizona required business icense to provide these services. 1.15 Offeror shall provide copies of any professional or industry certifications that represent the services detaied in this RFP. Offeror response begins on following page. . . PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 16 of 47 Available online at : p r o c u r e . A Z . o o v 40:11111,;;; Request for Proposal Ariro►u of AthYniusbibm ` Solicitation Na. _ " ADSP018-00008087 Amendment 02 Procurementr " ��r Description: 100 N 15 h At¢►.,Ste•201 o4 Training-Professional Development and-or Related Consultation 'et'AZ 85007 Offeror Response: 1.1 AGTS,Inc.,now a nonprofit Corporation,was formed in 1980 to provide Training- Professionsl Development.and&or Related Consultation services to a consortium of Arizona local governments. 1.2 AGTS began operations in July 1980 under the name Local Government Regional Training Center. 1.3 AGTS,Inc.is now a non profit corporation.(Incorporation date July 1,2002.)(There are no owners per se,but if sold.the proceeds from such sale would must go to a nonprofit community organization of similar mission.) 1.4 Location In which Offeror is incorporated:Phoenix,AZ 1.5 Main Office: 530 E.McDowell Road,Suite 107-483.Phoenix,AZ 85004.(This is the firm's malting address.See Attacirnsntj-B Suppl anent,l1 (of 2) Points of Clarification for explanation.) 1.8 The key point of contact relative to the contract is the AGTS,Inc.President and CEO,Dallas Porter-Stowe.See organization chart below. 01,17, 5'.tYte j 1'y° 2; ^V.AAq 11 ., . z 1.7 AGTS,Inc.Is unaware of any potential conflict of interest between AGTS,Inc and any State employee who functions or has responsbilites in the review or approval oil the undertaldng or carrying out of the Contract; 1.8 AGTS,Inc.has never filed(or had tiled against it)any bankruptcy or insolvency proceeding, whethervokmtary or involuntary,or undergone the appointment of a receiver,trustee,or PART 3 of the_Solicitation Documents SECTION 3-13:Offer Forms Template version 2.0(01-FEB-2017) Page 17 of 47 A v a i l able online at P roc u r e . A Z . g o v �-o -;f. Request for Proposal Arizona De,,,, a 'U Solicitation No. "a"1°"1e'a0t' ADSPO1 B-000080S7.Amendment 02 Seats Procurement Office ' Description: 100 N 151h Ave.,Sine 201 3I Training-Professional Developmentand-or Related Consultation Phoon6r'K � i assignee for the benefit of creditors. 1.9 There are no panting Securities Exchange Commission investigations involving AGTS,Inc. 1.10 ACTS,Inc.has no open or pending litigation Initiated by AGTS,Inc or where AGTS,inc.Is a defendant or party in any litigation that may have a material impact on the fimi%ability to deliver the contracted services; 1.11 AGTS,Inc.hes no open or pending litigation initiated by AGTS,Inc or where AGTS,Inc,Is a defendant or party in any litigation with a Public Sector client; 1.12 AGTS,Inc.has never had a Public Sector contract terminated for cause or convenience in the past five(5)years. 1.13 Neither ACTS.Inc.or any of its employees has incurred any criminal or dvN offense. 1.14 ACTS,Inc.is not required to have an Arizona business license to provide its services. 1.16 N/A. Question 2: Company Experience A. What market(s)are your current clients primarily in? B. What experience do you have serving clients In Business Markets within the State of Arizona State? C. What is the range in size of your current clients? ents? D. Provide two(2)examples that exhibit your experience with different types end sizes of Training- Professional Development and-or Related Consultative services for clients? E. How long have you provided services to your longest tenured client? F. Why did your last three former clients cancel their contracts? G. With what relevant trade andlor professional associations are you involved?How does this participation give you an advantage over your competition? Offeror Response: A. Public Sector dents make up approximately 70%of our market. The balance is a combination of private sector and nonprofit organizations. B. Although they make up a relativvely small portion of our market,we have been serving private sector businesses off and on since the 1900'a.A recent Arbon*example Includes:1.)WWNS Towers Watson,(Scottsdale office,March 2018)—a custom on-site offering of Modem Pradioes in Grammar and Punctuation/Proofreading Sktlia and 2.)PHI Air Medical(Phoenix,June 2013)-7 units of All l Said Wes-Avoiding Unintended insults Iquitos,itos,end Slights In Today's Divers Ica' C. As an example of the range of size of our current clients,City of Phoenix has 14,000+ employees,Salt River Project has 5000+employees,City of Avondale hes 500+employees. D. As an example of different types/sizes of services,for Salt River Project,to supplement their internal training function each fiscal year,ACTS Inc.provides on-site training In a variety of topics(writing skills,management development topics,conenunication skills,comma management,managing multiple pr9orities,presentation skips,etc).For smeller clients that don't have the employee population for onafte offerings(e.g.Town of Queen Creek,City of Apache Junction,City of Tolleson and several Small private sector entities),we offer public ser elong of various topics where they can"cost share"with other organizations. PART 3 of the Soil Station Documents SECTION 3-B:Offer Forms 11111 Template version 2.0(01-FEB-2017) Page 18 of 47 Available online al : procure . A Z . o o v • *411.1eee Request for Proposal Anton!c., . a Solicitation No. Ad'""" i6v" State Procurement Mos ADSP01 i3-OOOOBOsff7-Amendment 02 ��a �� �`?. 0. 7/ Description: 18th Ave..Sub Training-Professional Development and-or Related Consultation Phoenix.AZ 85007 E. We have several organizations tied for longest tenured client.At 38 yews they Include City of Chandler,City of Mesa,and City of Tempe. F. Vile have never had a contract cancelled. G. ACTS,Inc.is alxredited as an authorized provider Of continuing educatiion snits by the International Association for Continuing Education and Training(IACET). Accreditation by this body is through.a rigorous process conducted every 5 yews.The official wording describing our relationship with IACET is'ACTS,Inc.is aorxerited by the International Asaodetlon for Continuing Edulcaiion and Training(IACET). AGTS,Inc.compiles wSh the AN.SL4ACET Standard which is recognized intema&vwily as a standard of aXce*l /me in Vial practices.As a result of this accreditation,ACTS,Inc.is authorized to issue the IACET CEU.' We believe this accreditation is an indicator of quality that provides extra reassurance to a potential customer. Question 3: Financial/Accounting Information Offeror must provide evidence of financial stability and capability to fund all costs associated with providing the services throughout the term of the Contract. The latest two(2)years audited annual financial statements inducing Total Revenue,Net Income,and Total Assets must be submitted with the Offeror's proposal. If audited financial data is unavailable,explain In full the reason.and provide the latest non-audited financial information to include Balance Sheet,Income Statement,as well as Statements of Cash flows and Change in Financial Position. Include information to attest to the accuracy ofthe information provided. Offeror shall provide information regarding any ilregularlilee that ware discovered In any accounts maintained.by the Offeror on behalf of others. Describe the circumstances and disposition of the irregularities. Offeror Response: ACTS,Inc.does not currently have financial relationships that require audited financial statements although we use a CPA to prepare and submit ACTS annual tax returns AGTS employs an Individual who provides certified bookkeeping services(among other duties).The required financial statements(non-audited)have been compiled in Attachment_2-BSuppiemsnt 2(of 2)Financial Statements. The documents cover the latest two fiscal years and include Balance Sheets,Income Statements,and Statements of Cash Flows Question 4: Proposed Project Members and Organization Utilize Attachment 3-B to identify Key Personnel to be utilized to perform services within a resultant contract. in add0O n,also state the Members related experience with large Wei stale on d reds si.government Offeror Response: We have utilized Attachment 3-B to identify Key Personnel to perform services in a resultant contract.Our AGTS teem(identified in the attachment)Is an administrative team.As such we coordinate all aspects of service delivery and subcontract with vetted tralnerslfaditators to provide a requested training service. As to our members'experience providing services to a large government agency,as a team end with our lead trainer for the topic,we recently provided back-to-back offerings of the Ilse AGTS Contracting Academy to the City of Phoenix(14,000+employees). The customer's goat was to train as many targeted City personnel as possible in an 18 month period.The rollout was successful and may be renewed for a second round in the new fiscal year. PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms III Template version 2.0(01-FEB-2017) Page 19 of 47 Available online et : Pr o c u• r e . A Z . g o v " ' Requestfor �!!.� : Proposal Moons Deportmont of Adnuninfrabon 44. v.' .--� Solicitation No. r;`ItIt�, �,�, ADSPOI8-000080e7—Amendment 02 0q"" Description: State Prment Office Aso w 15111 Ave..suw.7nt AZ Training-Professional Development and-or Related Consultation `n', a 5087 Question 5: Subcontractors Utilize Attachment 3-C to identify Proposed Subcontractors to be utilized to perform services within a resultant contract Offeror Response: We have utilized Attachment 3-C to identify Proposed Subcontractors. AGM subcontracta with seasoned professionals on an"as needed"basis. We require at least g years of recent experience in their subject areas for an individual to be considered for work with AGO and our customers.We look for top notch platen skills and a solid grounding in adult learning practices,group dynamics,and group process. We require references and evaluations from previous work as well as an audition with a panel of ling and development professionals. All current faculty have at least io years with AGTS and some twice that. (Biographical statements and a list of each individual's topics can be found at the faculty tab on the AGTS webette: bttps://wwwests.conn/faculty/:) Question 6: Submit copies of those certificates and licenses that the Offeror believe best support their ability to provide the Training-Professional Development and-or Related Consultation services being proposed. Offeror Response: N/Afor AGTS,Inc. PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FE8-2017) Page 20 of 47 Available online at : P r o c u r e . A Z . o o v *044> Request for Proposal Arizona Department of Adm nMenPon Solicitation No. ADSP018-00008087—Amendment 02 ProcurementOffice %' Description: State 100 N 15th Ave.suite 101 �i 16. Training-Professional Development and-or Related Consultation Roma.Azasarr EXPERIENCE REFERENCES: The State intends to conduct reference chedcs for account referenced provided by Offerors.It may,edits sole dieastion, contact additional Clients not presented as reibrsnceas. Offerors shall provide at least three(3)d sent references for assignments that replicate or mirror the requlrernents of this RFP.At least one(1)of the projects referenced must be Arizona government related.An assignments shall be far rscsivedsnc(cornstiatedwiehin Molest live t61 vests. Cent Company/Address Contact Begin Date End Date AZ OEM of the Auditor General,.20910 N. Laurie DeMarr.M.Ed./Manager 04/13/i8 04/13/ 44th 8t,#41o,Phoenix,AZ 85018 Recruiting&Training Phone Number Email Address 602.553.9759 ldemarrtj@azauditor..gov Event Scope and deliverables,fndude number of resources engaged In project,timeline of project(major milestones) One&hour event:The Hiring Process.Resources included the AGTS administrative support team and the subcontracted trainer/facilitator(4 personnel totem. List job positions provided and technologies utilized to supplement services. Position provided!Subcontracted trainer/facilitator. Technologies included standard, instructor-led classroom equipment/audio-visual support. IIIClient Company/Address Contact Begin Date End Date Arizona Department of Transportation Melvin G.Brander/AUUf 113o N.and Avenue.Phoenix,AZ 85oog Corporate Training Manager 4/ 'i8 4/ /18 Phone Number Email Address 6o2.712 72.85 nibrendar@azdot.gov Event Scope and deliverables,include number of resources engaged in project.timeline of project(major milestones) One 8-hour event:Powerful Business Writing.Resources included the AGTS administrative support team and the subcontracted trainer/fac thtator(4 personnel total). List job positions provided and technologies utilized to supplement services. Position provided:Subcontracted trainer/taca7ltator. Technologies included standard instructor-led classroom equipment/audio-visual support. PART 3 of the Soieftation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 21 of 47 Available online at : P roc u r e . A Z . g o v 44, li;1 Request for Proposal ,,,, ,,, ,f r Solicitation No. ^°"' "tion L,0001) �` �� Stab Procurement Office . q, ti AOS Pt}7 S-0OOii809T—Amendment 02 100 N 181�,Aw.,aura 3Di Description: Pen AZ80oor Training-Professional Development and-or Related Consultation Client Company/Addresa Contact Begin Date End Date-- i City of Phoemx/Procurement Division,251. Jim Campion/Deputy Finance W.Washingon Street,Phoenix,AZ 85003 Director,Procurement Division 9/12/16 9/ /16 PhoneAlurnbsr Email Address 6094944460 Jim.campion@phoenix.gov Event Scope and deliverables,Include number of resources engaged ink project,timeline of project(rnajor milestones). This event was the first of 8 units of service of a tailored 12-hour version of the"AGTS Contracting Academy" The program rolled out at the City of Phoenix in an initiative to lift the skills of employees responsible for contract administration.Mr.Campion was on the organizing committee fox the initiative.The program was revised after each iteration(based on feedback from participants)until it stabilised into the current version which last ran on o1/16/18-ot/18/18.ACTS stepped up with registration services(at no charge)to help relieve City personnel of that burden.Resources included the AGTS administrative support team and the subcontracted trainer/facilitator(4 personnel total). List job positions provided and technologies ublzed to supplement services. Position provided:Subcontracted trainer/facilitator. Technologies included standard instructor-led classroom equipment/audio-visual.support. 1131 Client Company/Address Contact Begin Date End Date City of Chandler(oiled 6 AGT8 Ire fauna*o genimtinne),175 8.Arizona Ave,5th Floor, Debra Stipleton,l Adniini ittve 4/24/i8 4/24/18 Chandler.AZ 85s25 Services Di�u:t�,� Phone Number Email Address 480.782 2350 Debra.atepltaon ichandlersz.gov Project Scope and deliverables,Include number of resources engaged in project timeline of project(major milestones) x A one-day event Equal Employmtent Opportunity.Resources included the AGTS administrative support team and the subcontracted trainer/facilitator(4 personnel total). List job positions provided and technologies utilized to supplement services. Position provided:Subcontracted trainer/facilitator. Technologies included standard instructor-led classroom equipment/audio-visual support PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms 3 Template version 2.0(01-FEB-2017) Pegs 22 of 47 Available online at : P r o c u r e , A Z . a 0 v 64 id Request for Proposal Anyone Department of ��,• ` ` "� Solicitation N0. Administratorsh :. ADSPO18-00008087--Amendment 02 State cerement OfficeDescription: � 100 N 10th Ave,Sults 201 ` �' :y�tf Training-Professional Development and-or Related Consultation Phnom,AZ B5007 1111 Client Company/Address Contact Begin Date End Date (sty of Peoria Tracey Booth,M.Ed.,CPM, 84ot W.Monroe,Peoria,AZ 8534g Human Resources Manager 4/24/18 4J24J18 Pant Number Email Addtviss 623.773.5281 Tracey.booth@peoriaaz.gov Project Scope and deliverables,include number of resources engaged in project,timeline of projsct(major milestones) An 8-hour event Modern Practices in Grammar and Punctuation. Resources included the AC3TS adnunistrative support team and the subcontracted trainer/facilitator(4 personnel total). List job positions provided and technclogles utilized to supplement service& x Position provided-Subcontracted trainer/facilitator. Technologies included standard instructor-led classroom equipment/audio-visual support. End of Attachment 2-A PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 23 of 47 Available o n line at : P r o c u r e , A Z . g o v Request for Proposal Arizonaet Aisirdnessen ►� � Solicitation No. State ProciammentOffice ,.: • AD8P018-00008007—Amendment 02 44 .' Description: 100 N 1601 Ave,8ufte 201 .47Fw' Training-Professional Development and-or Related Consultation Phoenix,Azawor Attachment 2-B Organization Profile STATE MAY DETERMINE YOUR PROPOSAL IS NON-RESPONSIVE IF YOU DO NOT ANSWER ALL QUESTIONS FULLY, ORGANIZATION PROFILE Firm Name AO'TS,Inc. Year established 198o (street,city state) 53o E.McDowell Road,Suite w7-488►Phoenix,AZ 85004 Entity type: Professional services provider Structure: Nonprofit corporation w/Board of Directara Branch or Division: N/A Parent N/A Years of experience providing goods similar in type and quantity as required by this Solictatisn. N/A Years of experience performing services similar In size and scope as required by this Solicitation. 33 Years the organization has conducted business in Arizona 38 tintaCt L._, Name Title , Telephone Number E-Mail Address I. Dallas Porter-Stowe President and CEO (480)9677544,x-5 dallss@aagts.eom Z Katrina King Onsite/Costorn Training (4So)967 7,44,x-3 katrinaks.agts,com Specialist Description Issuer { Number Expiration 3. N/A F it n11:1.7 IIr .ir'i�I� _t ip•.�I li•tiS� VJI�I1 III"'1't l'• +ll-,Illi_� l'!1 , Ratinglissuer Score/Rank Date Please see Attach ment_e-B_Supplement_#x 4. (of a)Pointe of Clarification and Attathmeia-B_Supplement_#a (of a) Financial Statements Location Work herGonned Number Staff Capacity See Attachment_2-B_Supplement S' #z(of 2)Points of Clarification PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2,0(01-FEB-2017) Page 24 of 47 Available online at : p r o c p r e . A Z , o o v Request for Proposal Arizona Depannientof Solicitation No. Admkadridion ',1 ADSPO18-00008097—Amendment 02 Stets Procurement Office rs �, Description: 100 N Training1501 AZ -Professional Development and-or Related Consultation ATTACHMENT 2-B SUPPLEMENTS: (Offeror to Insert as required and Net here or type'None"on first Intl) 11110 W ri.i I _ L .Attachment*-B_Supplement_or (o4.29.18) i Purpose is to clarify certain (of 2)Points of Clarification responses to Attachment 2-B 7 ' Attachment-B.._Supplemsnt s2 June 3o,201.6 6 Purpose is to provide requested (of a)Financial Statements and June 3o, financial records for pest two fiscal 2or7 years. End of Attachment 2-8 PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 25 of 47 II Available online a t • P r o c u r e . A Z . g o v • Attachment 2-B_Supplement 01 (of 2) Points of Clarification (04.29.18) 1.Year Established: AGTS began operations In 1980.It Incorporated as a nonprofit corporation In 2002 which made it a separate legal entity from the earlier organization.However,the firm has been under the same management with the same mission since 1980. 2.Principal Address: The address listed here and elsewhere In our response Is the mailing address for the firm.In March of 2010,AGTS,Inc.dropped bricks and mortar as part of(successful)efforts to reduce overhead in order to survive the economic downturn that began In 2008. 3.Financial Information:ACTS,inc.does not currently have financial relationships that require audited financial statements although we use a CPA to prepare and submit ACTS annual tax returns.ACTS employs an individual who provides certified bookkeeping services for the firm (among other duties).The required financial statements (non-audited)have been compiled In Attachment 2-B Supplement(2 of 2)Financial Statements.The documents cover the latest two fiscal years end include Balance Sheets,Income Statements,and Statements of Cash Flows. 4.Capacity: We were not sure what was wanted here.This may not apply to AGTS, Inc.since we don't have different locations,but we assume Information about our ability to perform contracted work either financially or with adequate staffing is wanted.We believe we have given evidence of capacity elsewhere in our response and trust that will suffice.Our operations are Arizona based and our entire administrative team is dedicated to the provision of contracted professional development services.We've regularly provided over 500+units of service annually without default. „,`'' 1 Request for Pr(moss! Atom a. ,«Ka AAdrionedraien .e�r��. � P Lii„, �= Solicitation No. ADSPOlS4ODO8067—Amendment 02Desc Slots Procurement Office f .?+yt-` `4 wo N 151h Ave,Suite 20'1 1 Training-Pro(essionhl Development nt and-or Related Consultation Phoenix,AZ 0 OW Attachment 3-A Method Proposal (Method of Approach) The Offeror.shall provide a narrative response to each question that demonstrates their understanding of the Scope of Work requirements and describes your company's overall method of approach for providing the service stated in this solicitation If there is a question that is not stook:able to the services required by the Scope of Work,you may mark it N/A Question 1: Describe your past experience in providing services similar to those slated In the Scope of Work. Include: a. Provide a general concise description of your company's past experience providing services similar to those stated in the Scope of Work. b. List and describe three Training and/or Professional Development and/or Related Consultation events that your firm has managed in the past two years that included some or art of the services stated in the Scope of Work? include: 1. Type of Training and/or Professional Develbprnent end/or Related Consultation provided. 2. Size and/or Scope of event 3. Method of delivery 4. Location—State,City,type of facility 5. For whom event was delivered:Company/Entity 6. Type of participant—ciessftfcatian type,level of expenence/aktil level,any other description which provides the reader an underg of the type of participant Offeror Response: Question 1 a: Our company's mission,from inception(ig8o)to date has been to provide training and/or professional development and/or related consultation services to government clients. Question 1 b: Three Training and/or Professional Development and/or Related Consultation events in last two years that included some or an of the services stated in the Scope of Work Example]: Type of training: The Ilemg Process Size/Scope;8 hours(04/1.3/17) Method.Tnstinctor led Location:Arizona Office of the Auditor General,classroom Customer AZ Auditor General/Laurie DeMarr,M.Ed.,Manager Recruiting&Training Type of participant Supervisory Example 2: Type of Powerful Business Writing ffize/Scope.8 hours(o3/o6/18) Method,Instructor led Location:ADOT Corporate Training Peaty(Igo N.22nd Ave,Phoenix,AZ 860o0 Customer ADOT/Melvin 0.Brander,Corporate Training Manager Type of participant. Mixed(professional,clerical,field personnel) Example 3: Type of training:The AG=Supervisor's Academy Size/Scope 81.5 bolus (8/31/17-11/16/17)(one Academy module/week) PART 3 of the Solldtalion Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 26 of 47 Available online at : Pro c u r e . A Z . a o v Request for Proposal • AdzorlikDeparialentOf Adinis Solicitation No- "' °"'" ADSPO18400080g7—Amendment 02 HOC+" ice ' Description: 100 N 15th Ave.,awe 201 tInzigV Training-Professional Development and-or Related Consultation • Phoenix.AZ 86007 Method:Instructor led Location.Local government training room,16o0o N.Civic Center Plaza,Surprise,AZ 85374 Customer:City of Surprise/Donna Meuse,SPHR,Human Resources Manager 1 oof participant:supervisory • Question 2 State and describe the Categories you are proposing to provide. Include responses to the following: a. What specific type(s)of Training and/or Professional Development and/or Consultation services are you propelling to provide? State what your specialty(les)Ia/are. b. What is the average lead time you need for an event? c. How many events can you handle at any one time? Explain If it depends on size and/or types of events. d. What time(s)of the year Cr.busiest for your business? e. If you are proposing Training and/or Professional Development-State If you are proposing to provide Structured arndlor Customized services. In addition: o Training Delivery Forma=-Provide a concise description of We you will comply with the Curiculurn Delversbles required in Section 32 of the Scope of Work. In addition: • if you ere Offering one or more of the following formats,provide details on how the Training and/or Professional Development servbes are accessed: " (CBT)-Computer Based Training • (E)-E-Leeming • (W)—Webinar • If there Is a Terms of fuse agreement that is normally required of your customers end which you would like required,please submit a copy with your Offer. o Curicdum Deliverables—Provide a brief and concise description of how you will comply wilh the Curriculum Deliverer required In Section 3.3.of the Scope of Work. o Trains g Planning-Provide a brief and concise description of how you will comply with the Curriculum Deiverables required in Section 3.4.of the Scope of Work. • Provide the minimum and•maxinum'average class or group size,If any,you believe are critical to the learning success of the participants, f. If you are proposing Training Consuttathre Services-PrOvide a brief and concise description of how you wll comply.with the Curriculum Deliverables required in Section 3.3.of the Scope of Work. Offeror Response: Question 2a:We are proposing a numberof topics related to the manapementiieaderahlp and personal development categories.(Specific topics are Hited as part of Attachment 4A).Our broad curriculum was developed over many years by serving,Initially,the local governme►its that formed us mind,later,other(Mainly)government organizations that heard of AGTS through their professional networka..Because Of the breadth of our Offerings and our reputation for quality,many of our clients consider us a"1-stop shop"(Witch is a type of"specialty area'in its).Our most commonly requested programming includes our signature AGTS Supervisors Academy(or modules thereof)and our series of writing ekills topics.Currently the AGTS Confirming Academy is of particularkderest as are topics related to cemmlaecaltion,conflict management and custonlereervioe. Question 2b:Re average leadirine for an event,we rarely need more than 30 days.For Stadia Made Easy,the Instructor is only available certain times of the year,but other than that our average tends to hold true. PART 3 of the Solicitation Documents SECTION 3-8:Offer Forms Template version 2.0(01-FEB-2017) Page 27 of 47 A v a l l a b r e online at : P r o c u r e . A Z . g o v Request for Proposal Arizona Drgertns+nt of Solicitation No. �"1°r' on ADSPOI B-00008097—Amendment 02 ProcurementOffice Description: State 100 201 %AA06007 Training-Professional Development and-or Related Consultation ' Question 2c:In"busy"seasons we often have 5-10 events(of mixed topics)all occurring In a given week.For certain topics we have two or more instructors available and could offer a particular topic concurrently on the same day.Certain unusual topics(e.g.Robert's Rules of Older,tics)have only one instructor so must be run one session at a time one day at a time. Question 2d:Our busiest seasons are from October through mid December and April through June. Question 2e:We are proposing structured services in the onsits classroom(SF)training delivery format. We have an established process for onetta classroom training delivery services that we have been perfecting over 38 years.Once we receive the ego ahead"for a particular event the process is satin motion.With regard to compliance with deliverables required In section 3.3 of the Scope of Work,-all but the assessments are'Weedy a part of our curricukrm process.Learning and development professionals have gone back end forth over the years as to the value of written assessments for prvfesskrnal deveiopmentPsof-ctdMs"topics.But,bottom line,assessments can be developed. With regard to compliance with training planning deliverables required In 3.4, we will develop a form that covers all aspects listed in 3.4 Currently we already provide no-charge planning.sessions,allow customer input,allow customer audits of training sessions etc. Question 2f:N/A Question 3:Provide Information on your client base. Include: a. Who are your top clients? b. What industries or market segments are key buyers of your ilrm's services? Offeror Response: Question ga.Top to clients in the last fiscal year in descending order from most services purchased to least are.Salt River Prot,City of Chandler,State of Arizona(aggregate of all State agencies),City of Avondale,City of Surprise,City of Phoenix,City of Peoria,City ofTempe,Coconino County,and City of Goodyear. Question gb: Organizations fn the public sector market(state and local government)are our key buyers. Question 4: Business Management—Address each of the following items: a. Describe your plan for the continuation of services if your dedicated representative(s)islare unavailable due to Maness,vacations,etc. b. Describe your process for tracking tine spent on each event. c. Are there any special technologies you use to Improve the quality of your services? Offeror Response: Question ea-If the president/CEO is unavailable for an extended period of time,the next in line to serve as dedicated contract representative is listed on Attachment a-B Organization Pie. (All members of the administrative team have been with Ar TS,Inc.for a minimum of re years and have a working knowledge of past State contracts,) Question 4b:We are not sure what is wanted here.Most events are relatively easy to arrange for and deliver. Some take longer(more overhead)to get to the PO stage.but they are In the minority.Once we get the go ahead,delivery and follow-up activities are fairly routine. Question ee: We use certain technologies to make follow-up deliverables more thinly(scanning software and scanner for evaluation,and a LMS that interfaces with our accounting software which makes invoicing nicer efficient).As fax as continuous improvement of our"product"goes,the evaluation system and scanner provide summaries that have been invaluable in identifying leverage points for improvement PART 3 of the Solicitation Documents SECTION 3-13:Offer Forms Template version 2.0(01-FEB-2017) Page 28 of 47 Available online at . P roc u r e . A Z . g o v •, , Request for Proposal Abm�re Department " y�* Solicitation No. Administration '• a PO18-00 ADS 008097—Amendment 02 State Procurement Wee t`ti Description: 100 N 15th Ave.,adle 201 Training-Professional Development and-or Related Consultation Phoenbc AZ E6007 Question 6: Quality Control—Address each of the following items. a. How do you maintain communication With your Customers? b. Whet is your process for responding to Customer concerns? c. Other methods used to ensure the quality of your services. Offeror Response: Question sa, Faceellence in customer service is one of our guiding principles/values.We develop lasting positive relationships with our customers who feel comfortable contacting us to request services or to let us brow how we can improve In the lifecycle of a request there is a flurry of communication at the beginning as a service is being arranged for.On the run up to an event,there are periodic customer contacts to double check on enrollment and classroom readiness. After an event or modules of an event,we follow up with the summary evaluation(usually within g business days unless we've detected a problem in which case we are in touch immediately).If all has gone well,we might not contact a customer again until they reach out for additional services. Question sin As mentioned above,a good relationship with our customers is critical. If there are customer concerns,it is our job to fix the problem and make it right—fast. As soon as we are alerted to an issue we act. We pride ourselves on resolving issues to the customer's satisfaction.It is through loyal customers we stay in business. Question se:AGT3 uses a robust Kirkpatrick first-level evaluation to determine participant satisfaction with a particular training event and to solicit feedback on how the event could be improved. These evaluations have been very helpful in identifying areas for improvement.In addition,our faculty members stay current in their fields of expertise and regularly update their programming to meet new practices and standards. Question 6: Value-Added Services. a. What makes the services you are proposing unique/different from other similar services available? Offeror Response: Question bar We believe the standards required of us for accreditation by IACET(discussed elsewhere in this response)and our having evolved into a"one-stop-shop' for a variety of professional development topics important to the government sector have made us a unique provider/vendor. End of Attachment 3-A PART 3 of the Solittation Documents SECTION 3-B:Offer Forms Template version 2.0(01-FEB-2017) Page 20 of47 A V a l i a b l e online et : P r o c u r e . A Z . a o v Ij r (0pp o0 on 6- v ai Ri 1��1 M ., Vi V a3 E it iS v► v► +n v► v► an t i 49 C° U) B5 H h § E E N E E E 11 i i i i i I S g C 1 i a Z gii$ v 36 ig sAa gi fly Ilfivii . In A4 el V111 11 i 1 Illili Jifti' Eliii Qppn ! 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Z htflt ift1llarE° ffi4 .� g'Q1 � E E e � E dl g $ g . fi r Q h. al ,Jd -g pipe h g ig ,t t E1iIiIIi4 el : ° {12f1S2 1 tigi, glailt aZill 261 ` IIU!b avt ll fliq z -8 Egsf ; 14. „ 2 -51 it § - wig. Ittle Oini till. 4 1 a1 aigi 8011g0 151119 tilli it I PilEVTA ilhi ! 111li11111 fi.gsp z-- 26 . d. efo am ? if . !iiittIE LIIIIIHIIIIIIII ! ‹ 110 e I F = n E i cc 3 ?N I 3 iii 0 v Z ii 1 wIrl E / 'ir ` . Request for Proposal Arlavaedspegmental A`'.,U • . .Adminldrabon Solicitation No. Stale nt ADSPO18-0400800T—Amendment 02 Description. too 161h Ave.;Sults 201 of Training-Professional Development and-or Related Consultation Phosnlr,AZ85007 Attachment Offer and Acceptance Form SUBMISSION Or OFFER Undersigned hereby offers aid.agrees to provide Training-Pnotesslorral Development aid-or Related Consultelion aervices in compliance with the Soldtatlon imamate'bow and our Offer indicated by the iaest dated version below: Onkei 1-,j 04/29/18 ;. ,!. . !o, J 7 .,.. 'f • '. dale , Revised dotes" kW marl Ideal date 01 whet Offers: 5.1 x Six 7..J x_ _ dale*4 inn* cable maid date 08 mad Best and 8. I x float Offer: date - iMsal • i• f i J �r ,_f 'r Ada lac. j Ohm company name Signature of person aulhonaed to sign Otter . Inhale 530 E.McDowell Road,Suite io7-483 Dallas Porter-Stowe,President/CEO mash, Ranted name and tee Phoenix,AZ 85004 Same Cay i Sate i aP Contact creme and tee 03-0463050 dallas@agts.com (480)967-7544,g 5 Federal tax rdender(EIN or SON) Contact Ernst Addrsse Canleat Mona number CENTIF ICAT1ON By signature In the above.O f eor certifies that I 1. off notdiaknkhste spinet any employee or applicant for employment In violation of federal lExecuthe Order 11248.(Paton]State Easaitlm Order 2009-0 or A.R.S.1i;41-1481 through 1488; 2. hes netgiven,offered to Owe nor Wends to eke et any tine hereafterdey economic opportunity,future employment,gift.loan,grab*. soda discount,trip,laver.or service to a pubic servant in correction with the submitted offer.Fabric to provide a veld signature affirming the a>I deka'regetted by this clause veal resralt in reracbon of the Offer.Blgntp the Offer with a file stelentent sell void the Offer,any osuNkip extract,end may be wafted to Neal penniless ender few; & compiles with A.R.S.!l 41-3622 when offering electronics or knfarrnalimh technology products,services,or militarised;and 4. N not debased from,or oitaerstes prohibited horn perfidpeitng In any contract awarded by federal slate,or local government ACCEPTANCE OF OFFER State hereby accepts the Wad OAr.Revised Offer,or Best end Find Offer!dialled by member.,—,et the top of Ihle town,and witch was dried: (ere Accepted Me*.Offeror is now brunt(ere Contractor)to carry at the Work under the asadaed Contract,ofwhich the Accepted Offer forms a part Contractor is cautioned net to commence any billable wort or to p►odde any materiel or perform any service under the Contract mil Contractor receives the applicable Order or written notice to proceed from Procurement Officer. States Centred No.ie The effective date of the Contract i Contract awarded Pnonsume nt Othow'ergnebse Procurement Officer. PART 3 of the Solicitation Documents SECTION 3-B:Offer Forms 11/111 Template version 2.0(01-FEB-2017) Page 14 of 46 Available online at : P roc u r e . A Z . a o v T• '; w,`r. Douglas A.Ducey �"� Governor 4t i le* Gilbert Davidson Chief Operating Officer and Acting Director ARIZONA DEPARTMENT OF ADMINISTRATION STATE PROCUREMENT OFFICE 100 NORTH FIFTEENTH AVENUE•SUITE 402 PHOENIX.ARIZONA 85007 (602)542-1500 July 30,2018 Dallas Porter-Stowe,President/CEO Email: dallas@agts.com AGTS,Inc. 530 E.McDowell Road, Suite 107-483 Phoenix,AZ 85004 Re: Solicitation ADSP018-00008097 for Training-Professional Development and-or Related Consultation Notification of Award Dear Mr.Porter-Stowe: Thank you for submitting a response to Request for Proposal#ADSPO 18-00008097.I am pleased to inform you that your company's offer has been selected for award for Training—Professional Development and or Related Consultation for the State of Arizona.The initial contract term shall begin on August 1,2018. All offers received were evaluated in accordance with the evaluation criteria set forth in the solicitation document.The procurement file for this solicitation,including evaluation documents and resultant contract, is now available for public viewing via the State's e-Procurement system,ProcureAZ. In accordance with Special Terms and Conditions,6.3 Contractor Insurance Verification of Coverage and prior to beginning work under the contract,your company is required to submit a Certificate of Insurance to the State Procurement Office. The certificate of insurance shall indicate that your company is in compliance with insurance requirements contained in the contract. PIease submit your certificate of insurance to me no later than August 10,2018. You are cautioned not to begin any work under the contract until the Procurement Officer assigned to your contract has issued a written notice to proceed. If you have any questions regarding your company's contract, please contact me at delia.walters("a),azdoa.gov or at 602-542-9125. We look forward to working with you. Sincerely, Delia A.Walters Procurement Manager,Senior,Statewide ��..44 AOTS-1 OP ID:NB A oanW RE' CERTIFICATE OF LIABILITY INSURANCE °"'04/24°"11V" ,6 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERS), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the polcy(les)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(e). PRODUCER Phone:520-795-8511 r ACT THE MAHONEY GROUP-TUCSON ---- _ 5330 N.La Cholla Blvd Fax:520-79541542 Mao, i — --— -- Tucson,AZ 85741-3815 8BU Horne Account --.— _It8URERIB)AFFORDING COVERAGE MAN:f INSURER A:Hartford Casualty Ins.Co. 29424 SISMED AOTS,Inc. INSURERB:Twin City Fire Ina.Company 129459T—� 530 E.McDowell Rd.S#107-483 INSURER _United Slat es Llablll __�----.—I25895 Phoenix,AZ 85004 IN5URBI D_—_—._—..__._.. I — --' INS1IRER B: i INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICES OF INSURANCE LISItu BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. DCSOlR _ pp�.y�-�•• L TYPE OP IN6URANCE i ems tALI two POLICY RIMIER !1N� ommo1YYWI I.._..__...._._�_....._-_ .---- UMMI GENERAL LIABaRY I I EA LiptorCURRENCE------S—�-�-- 2,000,000 A X1COMMERCIALGENERALumnu r X X 59SBATY7000 08/18/17 688 � SEEars1— s_�'7 ,____l CLkINS MADE rX I OCCUR I MED EXP(f'a me penon) S 10,000 --1---. —_ I PERSONAL a ADV INJURY $ 2,000,000 -_--- --i ! [GENERALAGOREGATE $ 4,000,000 _GEM.AGGREGATE( LIMIT APPIJEES PER. IPRODUCTS-COMP/OP AGG 8 4,000,000 1 POLICY I AT f.i cr i I LOC I $ AUTOMOBILE U./MUTT j I COMBINED SINGLE LNIT Ra yadenti 2,000,000 A ANY AUTO i 59SBATY7000 08/18/17 05118/18 sooty INJURY(Par person)$ -- 1 ALL OWNED 'SCHEDULED i _I AUTOS CHt AUTOS BODILY INJURY(Per accident) I X l HIRED AUTOS X I AN �4[i _ S—y._._—_ 1 f I I UMMJ.BRA UAB ' { OCCUR _ I ! LEACH OCCURRENCE 8 .—., t i I EXCESS LAB I CLAPASMADE t I AGGREGATE I DED ; i RETENTIONS I $ WORKERS COMPENSATION I ( WC StATu- i_MI.AND EMPLOYERS'UABSJTY ! i X,TT)HY—�+um I �----_ _ B ANY PROPRIETORIPARTNERIEXECUTIVE Y/N ! ! X 59WECTS0809 08/01/17 06/01/18 �EL.EACNACCIDENT a 1,000,000 Mandatary EM81BR EXCLUDED? Q N/A --- f�an.I+Wa1x order E .DISEASE-EA EMPLOYEE 8 1,000,000 PESGRI'TION OF OPERATIONS Gddir EL DISEASE-POLICY MST $ 1,000,000 C Professional SP18559658C 08/17h17 OB/t7/18 Ea Mine 2,000,000 Aggregate 2.000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(Mach ACORD 101,Adamnal Renlarls Sahedon,Braor.spew Ie regelled) *See Notes CERTIFICATE HOLDER CANCELLATION STATEAZ SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN `State of Arizona ACCORDANCE WITH THE POLICY PROVISIONS. State Procurement Attn: Connie Schneider AUrt10R1ZFDRttPRESEiNTATIVE 100 N 15th Ave Ste 201 YJ J ,�. / 4c- I Phoenix,AZ 65007 C ID 1988.2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010105) The ACORD name and logo are registered marks of ACORD NOTEPAD: STATEAZ AGTS-1 P, 2 swur art ACTS,Inc. OP ID:NB CATS 04/24118 �e to hold�includdesss: The State of Arizona,its dsperbnents, gennccies b srrde commissions,univeisitiss,ocere,moms. dd I u • Wai of Subrogad4n,ant f rimy on butanr on '5(tta apo ubrog lion own t isn per 08 04" EXHIBIT B TO COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND AGTS, INC. [Service Agreement] See following pages. Contract Date: 10/18/2018 AGTS, Inc. Service Agreement-- State Contract#ADSPOI8-210226 Page 1 ORGANIZATION: Town of Fountain Hills DEPT: Human Resources CONTACT: David Trimble PHONE: 480-816-5125 TITLE: Administrative Services Director EMAIL: dtrimble@fh.az.gov MAILING ADDRESS: 16705 E Avenue of the Fountains CITY: Fountain Hills STATE: AZ ZIP: 85268 BILLING ADDRESS: 16705 E Avenue of the Fountains CITY: Fountain Hills STATE: AZ ZIP: 85268 TOPIC: Supervisor's Academy INSTRUCTOR: Varies DATE 1: January 8, 2019 TIME: 8:30am-5:00pm TRAINING LOCATION: DATE 2: April 9, 2019 TIME: 8:30am-2:30pm Fountain Hills Community Center DATE 3: TIME: TBA DATE 4: TIME: 13001 N La Montana Blvd PARTICIPANTS PER SESSION: 25 CEU'S: 6.25 Fountain Hills AZ 85268 FEES: Base Fee: #of Sessions 1 x Fee 24,398.00 = $ 24,398.00 Development/Customization: Initial telephone consultation with trainer/consultant and minor cosmetic changes to workbooks are no charge. Additional development/customization is billed at$95/hour with a minimum of 1 hour: TOTAL HOURS-0 = $ Overbase: Maximum of 25 participants per session. Materials: #Workbooks 25 x $ 214.00 each = $ 5,350.00 #Instruments 25 x $ - each = $(Subject to change depending on actual number confirmed or requested) Expenses: = $ TOTAL= $ 29,748.00 THIS IS NOT AN INVOICE. YOU WILL BE BILLED AFTER THE SESSION. MATERIALS: NOTE: Please contact your In-House Coordinator, Katrina King at 480-967- 7544 x-3 by 2:00 p.m. on December 17, 2018 to confirm the number of participants. Materials charges are billed according to the number of participants confirmed. If no confirmation is received, 25 total workbooks will be ordered and billed. Materials ordered less than two weeks prior to the class may be subject to additional charges. SITE,AV NEEDS: Set in Clusters/Table Groups w/trainers table LCD Projector and Screen Access to room 45 min prior Flipchart easel & pad ALL AGTS SERVICES ARE 100% GUARANTEED. AGTS, Inc.,530 E McDowell Rd,Suite 107-483, Phoenix,AZ 85004,480-967-7544, Fax:480-966-6325 www.agts.com Additional Terms on Back AGTS Office Use Only: Canx&Count letter date entered(IH) T-Acct: T00003 bkpkr,S-drive(IH) Org: 271 Added/updated ACT(IH) X0013699 Contract Date: 10/18/2018 Page 2 ADDITIONAL TERMS OF THE AGREEMENT 1. Legal Advice: This course offered by AGTS is intended to provide accurate and authoritative information in regard to the subject matter covered. It is provided with the understanding that ACTS is not engaged in rendering legal, accounting, or other professional services. If legal advice or other expert assistance is required, the services of a competent professional person should be sought. 2. AGTS Roster/CEU's: AGTS classes are eligible for Continuing Education Units(CEU's). The CEU regulatory agency, IACET, requires that CEU recipients be present for the entire number of class contact hours. Participants will be expected to arrive on time, and return from lunch and breaks on time as well as participate fully in all class activities in order to receive CEUs.. The AGTS roster(s), provided by the instructor, is to be signed by all participants in the session and the original returned to the AGTS office so that a record exists for IACET verification purposes. 3. Certificates: A class certificate will be given to each participant the day of the training (unless you check otherwise below) certifying that he/she has completed the training as required by AGTS and IACET standards. This certificate will be required if the participant wants to be eligible for CEU's. Do you want your employees to receive a class certificate of completion for this session awarding them with CEU's? ❑ Yes ❑ No (please check one) 4. Materials: AGTS will provide materials for the number of participants requested. No part of the workbook or class materials may be reproduced in any form or by any means without prior written permission from AGTS, author or publishing company. 5. Client agrees that the classroom instruction and course materials will not be used by the Client to create other classes unless specific, written permission to do so has been obtained from AGTS in a "train-the-trainer agreement." 6. It is understood that this training may not be audiotaped, videotaped or broadcast without written permission. 7. It is understood that any subsequent training or consulting work with this trainer will be contracted through AGTS. 8. CANCELLATION POLICY: (Per state contract line item 2.5.2.1)AGTS requires cancellation notification 30 days prior to the scheduled class date. Should you need to cancel this training, please do so by December 7, 2018. 9. DEVELOPMENT/CUSTOMIZATION: Any development or customization time agreed upon by the Client as indicated in the fee section of the Service Agreement begins upon AGTS's receipt of the signed contract. In the event of a cancellation, Client agrees to pay any development/customization fees incurred up to the date of cancellation. If you have any questions regarding this training or any of the terms in this agreement please contact Katrina King @ 480-967-7544 x-3. det1.4(2 Client Signature Date atrina King Date Town of Fountain Hills Custom Training Specialist AGTS, Inc. Name (please print) Title Supervisor's Academy January 8,2019 Pi*