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HomeMy WebLinkAboutC2022-036- Matlick Ent. dba United Fire Equipment Co.1 Contract No. 2022-036 COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND MATLICK ENTERPRISES, INC. D/B/A UNITED FIRE EQUIPMENT COMPANY THIS COOPERATIVE PURCHASING AGREEMENT (this “Agreement”) is entered into as of November 2, 2021, between the Town of Fountain Hills, an Arizona municipal corporation (the “Town”), and Matlick Enterprises, Inc., D/B/A United Fire Equipment Company, a(n) Arizona corporation (the “Contractor”). RECITALS A. After a competitive procurement process, the State of Arizona (“State”) entered into Contract No. CTR050476, dated July 1, 2020, as amended (collectively, the “State Contract”) for the Contractor to provide emergency response, firefighting and safety equipment and supplies. A copy of the State Contract is 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 provide emergency response, firefighting and safety equipment and supplies (the “Materials and Services”), and (iii) setting the maximum aggregate amount to be expended pursuant to this Agreement related to the Materials and 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 November, 1, 2022 (the “Initial Term”), unless terminated as otherwise provided in this Agreement or the State Contract. After the expiration of the Initial Term, this Agreement may be renewed for up to four successive one-year terms (the “Renewal Term”) if: (i) it is deemed in the best interests of the Town, subject to availability and 2 appropriation of funds for renewal in each subsequent year, (ii) the term of the State Contract has not expired or has been extended, (iii) at least 30 days prior to the end of the then-current term of this Agreement, the Contractor requests, in writing, to extend this Agreement for an additional one-year term and (iv) the Town approves the additional one-year term in writing (including any price adjustments approved as part of the State Contract), as evidenced by the Town Manager’s signature thereon, which approval may be withheld by the Town for any reason. The Contractor’s failure to seek a renewal of this Agreement shall cause this Agreement to terminate at the end of the then-current term of this Agreement; provided, however, that the Town may, at its discretion and with the agreement of the Contractor, elect to waive this requirement and renew this Agreement. The Initial Term and any Renewal Term(s) are collectively referred to herein as the “Term.” Upon renewal, the terms and conditions of this Agreement shall remain in full force and effect. 2. Scope of Work. This is an indefinite quantity and indefinite delivery Agreement for Materials and Services under the terms and conditions of the State Contract. The Town does not guarantee that any minimum or maximum number of purchases will be made pursuant to this Agreement. Purchases will only be made when the Town identifies a need and proper authorization and documentation have been approved. For purchase(s) determined by the Town to be appropriate for this Agreement, the Contractor shall provide the Materials and Services to the Town in such quantities and configurations agreed upon between the parties, in a written invoice, quote, work order or other form of written agreement describing the work to be completed (each, a “Work Order”). Each Work Order approved and accepted by the parties pursuant to this Agreement shall (i) contain a reference to this Agreement and the State Contract and (ii) be attached hereto as Exhibit A and incorporated herein by reference. Work Orders submitted without referencing this Agreement and the State Contract will be subject to rejection. 2.1 Inspection; Acceptance. All Materials and Services are subject to final inspection and acceptance by the Town. Materials failing to conform to the requirements of this Agreement and/or the State Contract will be held at Contractor’s risk and may be returned to the Contractor. If so returned, all costs are the responsibility of the Contractor. Upon discovery of a non-conforming Materials or 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 Materials or Services into compliance and withhold the cost of same from any payments due to the Contractor. 2.2 Cancellation. The Town reserves the right to cancel Work Orders within a reasonable period of time after issuance. Should a Work Order be canceled, the Town agrees to reimburse the Contractor, but only for actual and documentable costs incurred by the Contractor due to and after issuance of the Work Order. The Town will not reimburse the Contractor for any costs incurred after receipt of Town notice of cancellation, or for lost profits, shipment of product prior to issuance of Work Order or for anything not expressly permitted pursuant to this Agreement. 3. Compensation. The Town shall pay Contractor for the Term amount not to exceed $75,000 for the Materials and Services at the rates that shall be agreed upon by the parties. The aggregate amount per renewal term shall not exceed $50,000 in any case unless the Agreement is affirmed and ratified via an executed amendment. All remaining terms and conditions of the Agreement shall remain in full force and effect. 3 4. Payments. The Town shall pay the Contractor monthly (and the Contractor shall invoice monthly), based upon acceptance and delivery of Materials and/or Services performed and completed to date, and upon submission and approval of invoices. Each invoice shall (i) contain a reference to this Agreement and the State Contract and (ii) document and itemize all work completed to date. The invoice statement shall include a record of materials delivered, time expended, and work performed in sufficient detail to justify payment. Additionally, invoices submitted without referencing this Agreement and the State Contract will be subject to rejection and may be returned. 5. Records and Audit Rights. To ensure that the Contractor and its subcontractors are complying with the warranty under Section 6 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 6 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. 6. 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. 7. 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. 8. Conflict of Interest. This Agreement may be canceled by the Town pursuant to ARIZ. REV. STAT. § 38-511. 9. 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. 4 10. 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. 11. Conflicting Terms. In the event of any inconsistency, conflict or ambiguity among the terms of this Agreement, any Town -approved work orders, the State Contract, and invoices, the documents shall govern in the order listed herein. Notwithstanding the foregoing, and in conformity with Section 2 above, unauthorized exceptions, conditions, limitations or provisions in conflict with the terms of this Agreement or the State Contract (collectively, the “Unauthorized Conditions”), other than the Town’s project-specific requirements, are expressly declared void and shall be of no force and effect. Acceptance by the Town of any work order or invoice containing any such Unauthorized Conditions or failure to demand full compliance with the terms and conditions set forth in this Agreement or under the State Contract shall not alter such terms and conditions or relieve Contractor from, nor be construed or deemed a waiver of, its requirements and obligations in the performance of this Agreement. 12. Rights and Privileges. To the extent provided under the State Contract, the Town shall be afforded all of the rights and privileges afforded to State and shall be “State” (as defined in the State Contract) for the purposes of the portions of the State Contract that are incorporated herein by reference. 13. Indemnification; Insurance. In addition to and in no way limiting the provisions set forth in Section 12 above, the Town shall be afforded all of the insurance coverage and indemnifications afforded to 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 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 5 or services of the Contractor, its officers, employees, agents, or any tier of subcontractor in the performance of this Agreement. 14. Notices and Requests. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if (i) delivered to the party at the address set forth below, (ii) deposited in the U.S. Mail, registered or certified, return receipt requested, to the address set forth below or (iii) given to a recognized and reputable overnight delivery service, to the address set forth below: If to the Town: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Attn: Grady E. Miller, Town Manager With copy to: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Attn: Aaron D. Arnson, Town Attorney If to Contractor: Matlick Enterprises, Inc., D/B/A United Fire Company 335 N. 4th Ave. Tucson, Az. 85705 Attn: Mike Lister 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] IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first set forth above. “Town” TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation Grady E. Miller, Town Manager ATTEST: Elizabeth A. Klein, Town Clerk APPROVED AS TO FORM: Aaron D. Arnson, Town Attorney [SIGNATURES CONTINUE ON FOLLOWING PAGES] Elizabeth Klein (Nov 17, 2021 15:31 MST) “Contractor” ____________________________________, By: Name: Title: MATLICK ENTERPRISES, INC. D/B/A UNITED FIRE EQUIPMENT COMPANY Robert Begany (Oct 8, 2021 12:48 PDT) Robert Begany Tucson Branch Manager Robert Begany EXHIBIT A TO COOPERATIVE SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND MATLICK ENTERPRISES, INC. D/B/A UNITED FIRE EQUIPMENT COMPANY [State Contract] See following pages. i STATE OF ARIZONA Arizona Department of Environmental Quality (ADEQ) 1110 W. Washington Street Phoenix, AZ 85007 INVITATION FOR BID (IFB) Solicitation Number BPM002337 Solicitation Title Emergency Response, Firefighting and Safety Equipment and Supplies Offer Due Date and Time May 29, 2020 at 3:00 P.M. MST Local Arizona Time Site Visit (Date/Time/Location) N/A Point of Contact / Telephone / Email Patricia Lorenzen / 602.771.4776 / Lorenzen.patricia@azdeq.gov Pre-Bid Meeting (Date/Time/Location) N/A Description The Arizona Department of Environmental Quality (ADEQ) is soliciting bids for Emergency Response, Firefighting and Safety Equipment and Supplies. Contract Type & Term (Refer to Terms & Conditions) (Choose One) ☒ Firm Fixed Price ☐ Other Pricing (Choose One) ☐ Single Requirement ☒Annual Requirement with Options for Renewal SUBMITTALS: Offers submitted in response to this Invitation for Bid (IFB) shall be submitted within the State’s e-Procurement system, Arizona Procurement Portal (APP) https://app.az.gov. Late submittals will not be considered. Offers received by the due date and time will be electronically opened. Offers submitted outside of APP, or those that are received after the due date and time, shall be rejected. FOR QUESTIONS REGARDING THE SOLICITATION - Submit questions in writing via the “Discussion Forum” tab in APP no later than: May 15, 2020, 1:00 P.M. MST Local Arizona Time. FOR APP TECHNICAL QUESTIONS – Contact the APP helpdesk staff by telephone at 602-542-7600. Due to heavy call volume, allow at least 24 hours to receive a response. APP Supplier Reference Guides: https://spo.az.gov/app/supplier/QRG OFFERORS ARE STRONGLY ENCOURAGED TO CAREFULLY READ THE ENTIRE SOLICITATION. Patricia Lorenzen Senior Procurement Specialist Email: lorenzen.patricia@azdeq.gov DATE: April 28, 2020 INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies TABLE OF CONTENTS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 ii CONTRACT PAGE Cover Sheet……………………………………………………………………………..……………… i Table of Contents………………………………..…………………………………………………….. ii Scope of Work…………………………………………………………………………………………. 1 Special Terms and Conditions…………………………………………………………………………. 5 Special Instructions to Offerors………………………………………………………………………… 15 ATTACHMENTS (OFFER FORMS) Attachment I - Offer and Acceptance Form Attachment II - Pricing Sheet Attachment III – Discount Schedule Attachment IV – Confidentiality and Trade Secrets Attachment V - Boycott of Israel Disclosure Attachment VI - Offeror’s References Attachment VII - Experience and Capacity Questionnaire Attachment VIII - Conformance Statements Attachment IX - Insurance Evidence Attachment X - Offer Checklist INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SCOPE OF WORK Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 1 1. What the Arizona Department of Environmental Quality (ADEQ) is soliciting: The Arizona Department of Environmental Quality (ADEQ), Procurement Division, as authorized under A.R.S. § 41-2501 is seeking to establish one or more “statewide” contracts to satisfy the needs for all state agencies, boards, and commissions, as well as participating purchasing cooperative members (collectively, the Eligible Agencies) to provide Emergency Response, Firefighting and Safety Equipment and Supplies. The Special Terms and Conditions provide a more detailed definition of Eligible Agencies, and a list of all state agencies is available on the State Procurement Office website at: https://azdirect.az.gov/agencies. A list of participating purchasing cooperative members is available at: https://spo.az.gov/procurement-services/cooperative-procurement. ADEQ anticipates awarding multiple contracts to begin providing services by a target date of July 2020. 2. Background: The Arizona Department of Environmental Quality (ADEQ) is seeking to establish multiple “statewide” contracts to satisfy the needs for all state agencies, boards, and commissions, as well as participating purchasing cooperative members (collectively, the Eligible Agencies) to provide Emergency Response, Firefighting and Safety Equipment and Supplies. The estimated dollar amount of equipment and supplies under the proposed contract is $ 500,000 annually based on historic data. This is an estimated usage and because this contract will be used on an as needed basis, ADEQ makes no guarantee as to the actual spend under any resultant contract. 3. Scope of Services: ADEQ is seeking to enter into Contract(s) with one or more qualified Contractors to provide discount percentage off catalog/online pricing for a wide variety of Emergency Response, Firefighting, and Safety Equipment and Supplies. 3.1 The Contractor shall provide a comprehensive selection of products available through manufacturer’s current published price lists. Products offered shall be the newest product model available from the manufacturer. No prototype, demo products, rebuilt or reconditioned products shall be accepted. Equipment shall conform, as applicable, to Occupational Safety & Health Administration (OSHA), as well as, all other industry standards, including the National Electric Code and the National Fire Protection Association, in effect at the time of delivery. 3.2 Contractor shall have the ability to create and process numerous individual accounts for order placement, billing and reporting purposes and have inventory and transportation capacities sufficient to meet customer demand and contract delivery requirements. 3.3 Contractor shall have the capacity to ship product within 2 days of order or shall state expected ship date at the time the quote/order is requested. 3.4 The Contractor shall have qualified and trained personnel capable of assisting all Eligible Agencies with all contract activities. Contract activities shall include such things as; customer dispute resolution services (at transaction level), multiple account set up and management, expediting services (order follow up), customer assistance, etc. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SCOPE OF WORK Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 2 3.5 The Contractor shall assign a representative(s) to the State to act as a liaison between the Eligible Agencies and the contractor. The representative(s) may be assigned by geographic region. At a minimum, one primary representative and one back-up shall be assigned to act as main points of contact for the Using Entities. 3.6 The Contractor shall have the ability to handle electronic, P-card, hard copy, phone, and/or walk in/will call orders as described within this solicitation. This includes providing and maintaining electronic and/or hardcopy catalogs along with toll-free phone customer service for ordering support and also web based catalogs that are maintained for the sole purpose of the State of Arizona Contract products and services. 3.7 The Contractor shall be responsible for ensuring the most current manufacturer’s published price lists are available to Eligible Agencies and shall keep updated any on-line catalogs as well as the documentation posted through the State’s e-Procurement system (APP). 3.8 The Contractor shall have a return process in place to accommodate for any defective or damaged product. Any item that is received in error or in a defective or damaged condition shall be replaced or returned within thirty (30) days at no cost to the Eligible Agency. 3.9 Upon receipt of any Release Purchase Order under this Contract the Contractor will be required to deliver all goods and services as requested within 45 days to Eligible Agency. 3.10 Contractor shall be capable of state wide delivery. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL TERMS AND CONDITIONS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 5 1. Authority to Contract: This Contract is issued under the authority of ADEQ in accordance with ARS §41-2533. 2. Contract Type: Firm Fixed Price. 3. Contract Award: Pursuant to provisions of the Arizona Procurement Code, A.R.S. 41-2501 Et Seq, the State of Arizona intends to establish a contract for the goods or services as listed herein in service to eligible agencies. The State may reject any or all Bids if such action is in the State's best interest. The State may waive informalities and minor irregularities on Bids received. The State reserves the right to make an award on any item for any quantity less than the quantity offered, at unit prices offered, unless the Offeror specifies otherwise in the Bid. The State reserves the right to make multiple awards if, after considering the additional administrative costs, it is in the State's best interest to do so. 4. Uniform Terms and Conditions v9 (Rev 7-1-2013): The State of Arizona's Uniform Terms and Conditions are hereby incorporated by reference as if fully set forth herein. This document may be accessed through the ADOA State Procurement Office Web Site: https://spo.az.gov/administration-policy/state-procurement-resource/standard-forms-and-documents https://spo.az.gov/sites/default/files/documents/files/Uniform%20Terms%20and%20Conditions%20V9_ %28Rev%207-1-2013%29.pdf 5. Term of Contract: The term of the Contract shall commence upon award and shall remain in effect for a period of one year thereafter unless terminated, canceled or extended as otherwise provided herein. The Contractor agrees that the State of Arizona shall have the right, at its sole option, to renew the contract up to forty- eight (48) additional months for a maximum of five (5) years. In the event that the State exercises such right, all terms, conditions and provisions of the original contract shall remain the same and apply during the renewal period with the exception of price. The Contractor shall agree that the price stated in the original contract shall apply unless otherwise allowed. 6. Amendments: Any change in the contract including the Scope of Work described herein, whether by modification or supplementation, must be accomplished by a formal contract amendment signed and approved by and between the duly authorized representatives of the Contractor and the Procurement Office of the State of Arizona. Any such amendment shall specify an effective date, any increases or decreases in the amount of the Contractors' compensation if applicable and entitled as an 'Amendment', and signed by the parties identified in the preceding sentence. The Contractor expressly and explicitly understands and agrees that no other method and/or no other document, including correspondence, acts, and oral communications by or from any person, shall be used or construed as an amendment or modification or supplementation to the contract. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL TERMS AND CONDITIONS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 6 7. Changes: ADEQ reserves the right to add or delete products and services and make other changes within the general specifications as may be deemed necessary to best serve the interests of the state. In the event that additional products or services are needed, they shall be documented by formal amendment to the contract. 8. Arizona Procurement Portal (APP) system: a. Offerors must be registered within the Arizona Procurement Portal (APP) system. Visit the Arizona Procurement Portal (APP) system for registration at: https://app.az.gov/. b. The Solicitation is sent through the Arizona Procurement Portal (APP) system https://app.az.gov/. c. For more information please access ADEQ Procurement site at: https://www.azdeq.gov/procurementoffice 9. Pricing: a. Price Adjustment: Price increase requests will only be considered 60 days prior to Contract extension and shall be for factors the Contractor was not aware of at the time of Offer submission. ADEQ shall determine whether the requested price increase or an alternate option is in the best interest of ADEQ. If a price increase request is received after the allotted time frame the requested price increase will not be accepted. b. Price Reduction: A price reduction adjustment may be offered at any time during the term of the Contract and shall become effective upon notice. 10. Estimated Quantities: a. Any Contract resulting from this Solicitation shall be on an as needed, if needed basis. ADEQ makes no guarantee as to the total quantity of goods/services to be purchased during the Contract period. b. A Purchase Order will be the mechanism to purchase any goods and services as detailed in Scope of Work. c. Additional related products and services may be purchased by an Eligible Agency from Contractor during the term of the contract per contract pricing. d. Additional Equipment, Equipment Upgrades, Parts and Accessories may be purchased at later date that will be compatible with the purchased equipment from this Contract and/or with current equipment already in use, at a discounted price (Attachment II, Pricing Sheet Section III - DISCOUNT). 11. Non-Exclusive Contract: An Eligible Agency has the right to procure the goods or services listed herein from Contractors other than those awarded pursuant to this Solicitation when necessary to meet the requirements of ADEQ. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL TERMS AND CONDITIONS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 7 12. Lobbying: Contractor shall not engage in lobbying activities, as defined in 40 CRF pt. 34 and ARS 41-1231 et. seq., using monies awarded under this contract. Upon award of a contract, contractor shall disclose all lobbying activities to ADEQ to the extent they are an actual or potential conflict of interest or where such activities would create an appearance of impropriety. Contractor shall implement and maintain adequate controls to ensure that monies awarded under a contract shall not be used for lobbying. All proposed subcontractors shall be subject to the same lobbying provisions stated above. Contractor must include anti-lobbying provisions in all contracts with subcontractors. 13. Delivery: Delivery shall be FOB Destination to the Eligible Agency at the address listed on the order document. The Unit Price indicated on the Quote for an Item shall include any cost associated with delivery. The Contractor shall retain title and control of all goods until they are delivered. Equipment shall be off -loaded by the shipper at the designated shipping point. Inside delivery is a requirement of this contract. All risk of transportation and all related charges shall be the responsibility of the Contractor. All claims for visible or concealed damage shall be filed by the Contractor. The Eligible Agency will notify the Contractor promptly of any damaged goods and shall assist the Contractor in arranging for inspections. 14. Warranty: a. One Year Warranty: If an extended warranty is not purchased, the Manufacturer Warranty shall commence on the day of installation/activation and shall remain in effect for a minimum of one year unless otherwise specified. The warranty shall cover all parts, labor and return shipping from the manufactures authorized service center. b. Extended Warranty: If an extended warranty (Pricing Sheet Attachment II, Section II-WARRANTY) is purchased, it shall cover all parts, labor and insured return shipping from authorized service center. At any time during the extended warranty period, if the Eligible Agency returns equipment to the Contractor for repair, calibration, etc. and the work performed will take longer than one week from receipt of the equipment, if requested, the Contractor shall provide to the Eligible Agency a like replacement unit, until the equipment is repaired and returned to the Eligible Agency. 15. Contractor Responsibilities: a. Operating and Maintenance Manuals: Within one week of purchase, the Contractor shall furnish a complete, detailed guide for maintenance and operation of the new equipment purchased. Manuals shall be provided at no additional cost to the Eligible Agency. b. Technical Assistance: Contractor shall provide on-call technical assistance via telephone during normal business hours of 9:00 a.m. to 4:00 p.m. Local Arizona Time. Within four business hours from the time technical assistance is requested, it shall be provided. This service shall be provided to the Eligible Agency during the initial and extended warranty periods at no cost to the Eligible Agency. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL TERMS AND CONDITIONS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 8 16. Current Products: a. All products offered in response to this solicitation shall be in current and ongoing production; shall have been formally announced for general marketing purposes; shall be a model or type currently functioning in a user (paying customer) environment and capable of meeting or exceeding all specifications and requirements set forth in this solicitation. 17. Payment: The State will make every effort to process payment for the purchase of goods or services within thirty (30) calendar days after receipt of goods or services and a correct notice of amount due, unless a good faith dispute exists as to any obligation to pay all or a portion of the account. Any bid that requires payment in less than thirty (30) calendar days shall not be considered. 18. Payment Discount: Payment discount periods will be computed from the date of receipt of goods or services or correct invoice, whichever is later, to the date State's warrant is mailed. Unless freight and other charges are itemized, any discount provided will be taken on full amount of invoice. Payment discounts of thirty (30) calendar days or more will be deducted from the bid price in determining the low bid. However, the State shall be entitled to take advantage of any payment discount offered by the Vendor, provided payment is made within the discount period. Billing: All billing notices shall identify the specific items being billed. Billing notices shall reference the Purchase Order number and contract number. Contractor shall submit all invoices to the Eligible Agency per the order document. a. The Eligible Agency shall process the approved claim for prompt payment in accordance with the standard operating procedures of the State of Arizona. Applicable taxes, if any, shall be listed separately. 19. Taxes: The State of Arizona is exempt from Federal Excise Tax, including Federal Transportation Tax. Sales Tax, if any, should be indicated as a separate item. a. The amount of any applicable transaction privilege or use tax of a political subdivision of the State is not a factor in evaluating the overall cost of an Offer. 20. Offshore Performance of Work Prohibited: Any services that are described in the specifications or scope of work that directly serve the State of Arizona or its clients and involve access to secure or sensitive data or personal client data shall be performed within the defined territories of the United States. Unless specifically stated otherwise in the specifications, this paragraph does not apply to indirect or overhead services, redundant back-up services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers. 21. Subcontractor: Contractor shall submit any proposed subcontractors not originally identified in Contractor’s proposal, or any substitution of subcontracts to ADEQ for its approval prior to Contractor entering into same. Upon termination of any subcontract, ADEQ shall be notified within one business day. Each subcontract to which ADEQ has consented shall contain a provision that further assignments shall not be made to any third or subsequent tier subcontractor without additional written consent of the ADEQ. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL TERMS AND CONDITIONS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 9 22. Indemnification: To the fullest extent permitted by law, Contractor shall defend, indemnify, save and hold harmless the State of Arizona, and its departments, agencies, 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 (including 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 alle ged 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 failure 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 invest igation, defense, and judgment 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 Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona. 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. 23. Insurance Requirements: 23.1 Contractor and subcontractors shall procure and maintain, until all of their obligations have been discharged, including any warranty periods under this Contract, insurance against claims for injury to persons or damage to property arising from, or in connection with, the performance of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors. 23.2 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 arise out of the performance of the work under this Contract by the Contractor, its agents, representatives, employees or subcontractors, and the Contractor is free to purchase additional insurance. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL TERMS AND CONDITIONS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 10 Minimum Scope and Limits of Insurance: Contractor shall provide within 15 days of Contract Award coverage with limits of liability not less than those stated below. Commercial General Liability (CGL) – Occurrence Form Policy shall include bodily injury, property damage, 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 o r on behalf of the Contractor. Business Automobile Liability Bodily Injury and Property Damage for any owned, hired, and/or non-owned automobiles used in the performance of this Contract. 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, 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, 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. Workers’ Compensation and Employers' Liability Workers’ Compensation Statutory Employers’ Liability Each Accident $1,000,000 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 shall 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 or Independent Contractor). INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL TERMS AND CONDITIONS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 11 Additional Insurance Requirements: The policies shall include, or be endorsed to include, as required by this written agreement, the following provisions: The Contractor's policies 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). Insurance provided by the Contractor shall not limit the Contractor’s liability assumed under the indemnification provisions of this Contract. 24. Notice of Cancellation: For each insurance policy required by the insurance provisions of this Contract, the Contractor must provide to the State of Arizona, within two (2) business days of receipt, a notice if a policy is suspended, voided, or cancelled for any reason. Such notice shall be mailed, emailed, hand delivered or sent by facsimile transmission to the Arizona Department of Environmental Quality, Attn: Purchasing, 1110 W Washington St., Phoenix, AZ 85007. 25. 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. 26. 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) as required by this Contract. An authorized representative of the insurer shall sign the certificates. All certificates and endorsements, as required by this written agreement, are to be received and approved by the State of Arizona before work commences. Each insurance policy required by this Contract must be in effect at, or prior to, commencement of work under this Contract. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal, is a material breach of contract. All certificates required by this Contract shall be sent directly to the Department. 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 copies of all insurance policies required by this Contract at any time. 27. Subcontractors: Contractor’s certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall 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 co verages 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 the Contract, proof from the Contractor that its subcontractors have the required coverage. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL TERMS AND CONDITIONS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 12 28. 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. 29. Exceptions: In the event the Contractor or subcontractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a certificate of self-insurance. If the Contractor or subcontractor(s) is/are a State of Arizona agency, board, commission, or university, none of the above shall apply. 30. Federal Immigration and Nationality Act: By entering into the Contract, the Contractor warrants compliance with the Federal Immigration and Nationality Act (FINA) and all other Federal immigration laws and regulations related to the immigration status of its employees. The Contractor shall obtain statements from its subcontractors certifying compliance and shall furnish the statements to the Procurement Officer upon request. These warranties shall remain in effect through the term of the Contract. The Contractor and its subcontractors shall also maintain Employment Eligibility Verification forms (I-9) as required by the U.S. Department of Labor's Immigration and Control Act, for all employees performing work under the Contract. I-9 forms are available for download at USCIS.GOV. a. The State may request verification of compliance for any Contractor or subcontractor performing work under the Contract. Should the State suspect or find that the Contractor or any of its subcontractors are not in compliance, the State may pursue any and all remedies allowed by law, including, but not limited to: suspension of work, termination of the Contract for default, and 31. Non-Discrimination: In accordance with A.R.S. §41-1461, contractor shall provide equal employment opportunities for all person, regardless of race, color, creed, religion, sex, age, national origin, disability or political affiliation. Contractor shall comply with the Americans with Disabilities Act. 32. E-Verify: 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 AAC Section A.R.S. §23-214, Subsection A. 33. Non-Availability of Funds: In accordance with A.R.S. §35-154, every payment obligation of the State under this Contract is conditioned upon the availability of funds appropriated or allocated for the payment of such obligation. If funds are not allocated and available for the continuance of this Contract, this Contract may be terminated by the State at the end of the period for which funds are available. No liability shall accrue to the State in the event this provision is exercised, and the State shall not be obligated or liable for any future payments or for any damages as a result of termination under this paragraph. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL TERMS AND CONDITIONS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 13 34. Audit of Records: In accordance with to A.R.S. §35-214, the Contractor shall retain and shall contractually require each subcontractor to retain all data, books and other records (“records”) relating to this Contract for a period of five years after 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 the original of any or all such records. 35. Conflict of Interest: In accordance to A.R.S. §38-511, the State may within three years after execution cancel the Contract, without penalty or further obligation, if any person significantly involved in initiating, negotiating, securing, drafting or creating the Contract on behalf of the State, at any time while the Contract is in effect, becomes an employee or agent or any other party to the Contract in any capacity or a consultant to any other party of the Contract with respect to the matter of the Contract. 36. Cancellation for Conflict of Interest: Pursuant to A.R.S. §38-511, the State of Arizona, its political subdivision or any department or agency of either may, within three years after its execution, cancel any contract, without penalty or further obligation, made by the state of Arizona, its political subdivisions, or any of the departments or agencies of either if any person significantly involved in initiating, negotiating, securing, drafting or creating the Contract on behalf of the state of Arizona, its political subdivisions or any of the departments or agencies of either is, at any time while the contract or any extension of the contract is in effect, an employee of or a consultant to any party to this contract with respect to the subject matter of the contract. A cancellation made pursuant to this provision shall be effective when the Contractor, and any successor to the Contractor, receives written notice of the cancellation unless the notice specifies a later time. 37. Applicable Law: In accordance with A.R.S. §41-2501 and AAC R2-7-101, et seq, Contract shall be governed and interpreted by the laws of the State of Arizona and the Arizona Procurement code. 38. Arbitration: In accordance with A.R.S. §12-1518, the parties agree to resolve all disputes arising out of or relating to this Contract through arbitration, after exhausting applicable administrative review except as may be required by other applicable statutes. 39. Inclusive Offeror(s): Offeror(s) are encouraged to make every effort to utilize subcontractors that are small, women-owned and/or minority owned business enterprises. This could include subcontracts for a percentage of deliveries made under any subsequent contract. Offerors who are committing a portion of their work to such subcontractors shall do so by identifying the type of service and work to be performed by providing detail concerning your organization's utilization of small, women -owned and/or minority business enterprises. Emphasis should be placed on specific areas that are subcontracted and percentage of contract utilization and how this effort will be administered and managed, including reporting requirements. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL TERMS AND CONDITIONS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 14 40. Certification of Small Businesses and Disadvantaged Business Enterprises (DBE): It is highly recommended that small businesses and DBEs get certified as such. EPA reporting, requirements have changed and it is in the best interests of such businesses to become certified as soon as possible, certification is typically free. Several certifying agencies are as follows: City of Phoenix, City of Tucson, Small Business Association (SBA), Arizona Department of Transportation (ADOT) and Environmental Protection Agency (EPA). INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL INSTRUCTIONS TO OFFERORS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 15 1. Solicitation Inquiries: The ADEQ Solicitation Contact Person listed on page (i) of this Solicitation shall be the sole point of contact for purposes of the preparation and submittal of the Solicitation. 2. Offer Format: The following information shall be submitted with each Bid. Failure to include all of the requested information may result in the Bid being rejected. Attachment I Offer and Acceptance Form Attachment II Pricing Sheet Attachment III Discount Schedule Attachment IV Confidentiality and Trade Secrets Attachment V Boycott of Israel Attachment VI Offeror’s References Attachment VII Experience and Capacity Questionnaire Attachment VIII Conformance Statements Attachment IX Insurance Evidence Attachment X Offer Checklist 3. Offer Submittal: Offeror shall submit Bid and required documents electronically in the Arizona Procurement Portal (APP) system by the Bid due date and time. 4. Offer Submission: Offerors shall complete and submit electronically all of the following no later than the Offer due date and time: 4.1 Completed and signed Offer and Acceptance Form (Attachment I). 4.1.1 Offeror shall complete the top half of the Offer and Acceptance form (Attachment I) which shall include the signature of a person authorized to bind the Offeror. 4.2 Completed Pricing Sheet Form (Attachment II) in response to this Solicitation. 4.2.1 In addition to completing Pricing Sheet Form, Offeror to enter “1” for the “Unit Price” field on the “Items” tab in Arizona Procurement Portal (APP) system. 4.2.2 If available, include Prompt Payment Terms on the Pricing Sheet (Attachment II) as requested. 4.2.3 On the Pricing Sheet (Attachment II) Offeror is to include a URL link to the Technical Documents for equipment on the Pricing Sheet or include the Technical Documents as part of bid. 4.3 Completed Discount Schedule (Attachment III) in response to this solicitation. 4.4 Completed Confidentiality and Trade Secrets Form (Attachment IV) 4.5 Completed and signed Boycott of Israel Disclosure (Attachment V). 4.6 Completed Offeror’s References Form (Attachment VI). 4.6.1 Offeror shall provide the names, addresses, contact persons, telephone numbers and email addresses of three (3) verifiable business entities or organizations for which the Offeror has provided similar product/services as stated in the Scope of Work. References shall be verifiable, provide contacts of individuals able to comment on the Offeror’s related experience and provision of product/services. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL INSTRUCTIONS TO OFFERORS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 16 4.7 Completed Offeror’s Organization (Experience and Expertise) Form (Attachment VII), 4.7.1 Offeror to provide narrative response to Solicitation (not to exceed 3 pages). 4.8 Completed Conformance Statements (Attachment VIII). 4.9 Insurance Evidence (Attachment IX). 5. Offer Acceptance Period: Any Offeror submitting an offer under this Solicitation shall hold its offer open for a period of sixty (60) days after the Offer due date. 6. Acknowledgement of Solicitation Amendments: Receipt of Solicitation Amendment(s) are to be acknowledged electronically in the Arizona Procurement Portal (APP) system prior to or by the Offer due date and time. Failure to acknowledge Solicitation Amendment(s) may result in the Bid being rejected. 7. Uniform Instructions to Offerors (Rev 9-2014): The State of Arizona's Uniform Instructions to Offerors are hereby incorporated by reference, as if in full text. This document may be accessed through the ADOA State Procurement Office Web Site: https://spo.az.gov/administration-policy/state-procurement-resource/standard-forms-and-documents https://spo.az.gov/sites/default/files/documents/files/Uniform%20Instructions%20to%20Offerors%20%2 8rev%209-2014%29.pdf 8. Bid Rejection: The State reserves the right to reject any, or all, bids, combinations of items, or lot, and to waive defects or informalities. 9. Erasures: Erasures or other modifications must be initialed by the individual signing the Invitation for Bid. 10. Exceptions: All exceptions included with the offer shall be submitted in a clearly identified separate section of the offer in which the Offeror clearly identifies the specific paragraphs of the Solicitation where the exceptions occur. The Offeror’s preprinted or standard terms will not be considered by the State as a part of any resulting contract. Any exceptions contained in the offer may negatively affect the offers evaluation based on the evaluation criteria. An offer that takes exception to any material requirement of the solicitation may be rejected. 11. Evaluation Criteria: The Contract shall be awarded to the lowest responsible and responsive bidder whose Bid conforms in all material respects to the requirements and criteria set forth in the Invitation for Bid. 12. Pricing: Pricing shall be submitted on an all inclusive basis and shall include all costs associated with performance of the Scope of Work, including without limitation, labor rates, travel and per diem, labor benefits, payroll burden, insurance, Workman’s compensation, fees, all taxes, profit, overhead and all other related cost factors to included delivery. INVITATION FOR BID (IFB) SOLICITATION NO. BPM002337 Emergency Response, Firefighting and Safety Equipment and Supplies SPECIAL INSTRUCTIONS TO OFFERORS Arizona Department of Environmental Quality 1110 W. Washington Street Phoenix, AZ 85007 17 12.1 Price Adjustment Price increase requests will only be considered 60 days prior to Contract extension and shall be for factors the Contractor was not aware of at the time of Offer submission. ADEQ shall determine whether the requested price increase or an alternate option is in the best interest of ADEQ. If a price increase request is received after the allotted time frame the requested price increase will not be accepted. 12.2 Price Reduction A price reduction adjustment may be offered at any time during the term of the Contract and shall become effective upon notice. 12.3 Estimated Quantities Any Contract resulting from this Solicitation shall be on an as needed, if needed basis. ADEQ makes no guarantee as to the total number of items to be purchased during the Contract period. 13. Reference Guides: Arizona Procurement Portal (APP) Reference Guides are available at https://spo.az.gov/app/supplier/QRG and/or contact the Arizona Procurement Portal Help Desk at 602-542-7600. 14. Withdrawal of Offer: Offerors may withdraw their Offer in Arizona Procurement Portal (APP) at any time prior to the due date and time. Douglas A. Ducey Governor June 12, 2020 Matlick Enterprises, DBA: United Fire Equipment Company Attn: Robert Begany 335 N. 4th Ave. Tucson, AZ 85705 SENT VIA EMAIL: bobb@ufec.com Re: Request for Clarification – Solicitation Number: BPM002337 “Emergency Response, Firefighting and Safety Equipment and Supplies” Dear Mr. Begany, Misael Cabrera Director ADEQ requests a written response to this Request for Clarification for subject Solicitation via email to lorenzen.patricia@azdeq.gov. Response to contain: Item # 3: Your offer listed Phos-Chek foam, but did not provide a discount percentage. Please verify any offered discount for Phos-Chek foam. Discount _______% Please respond no later than June 15, 2020 9:00 AM MST. X Signature Date: If you have any questions regarding this notification, please contact Patricia Lorenzen at lorenzen.patricia@azdeq.gov or 602-771-4776. Sincerely, Patricia Lorenzen, CPPB Procurement Officer Main Office 1110 Washington Street • Phoenix, AZ 85007 (602) 771-2300 Southern Regional Office 400 West Congress Street • Suite 433 • Tucson, AZ 85701 (520) 628-6733 Form approved by CPO, Rev. 12-18-2018 CONTRACT AMENDMENT CONTRACT NO.: AMENDMENT NO.: TITLE: CONTRACTOR: CTR050476 1 Emergency Response, Firefighting and Safety Equipment and Supplies Matlick Enterprises Inc. – United Fire Equipment Co. ADEQ PROCUREMENT 1110 W. Washington Street Phoenix, AZ 85007 602-771-4730 THE PURPOSE OF THIS AMENDMENT IS TO: 1. Contract is hereby extended to 6/30/2022. 2. Contractor shall procure, maintain and provide ADEQ with current certificate of insurance meeting the insurance requirements as stated in the Special Terms and Conditions Section 3-A. The Certificate of Insurance should be issued to: Arizona Department of Environmental Quality Contracts and Procurement 1110 W. Washington Street Phoenix, AZ 85007-2935 And emailed to shelley.kim@azdeq.gov 3. All other Requirements, Specifications, Terms and Conditions remain unchanged. ARIZONA DEPARTMENT OF ENVIRONMENTAL QUALITY ACKNOWLEDGEMENT AND AUTHORIZATION This contract extension shall be fully executed upon the approval electronically in Arizona Procurement Portal (APP) eProcurement System by an authorized representative of the Contractor and applied to the contract in APP by the Procurement Officer or delegate. Available online at Arizona Procurement Portal (APP) eProcurement System https://appstate.az.gov Page 1 Form approved by CPO, Rev. 12-18-2018 Invitation for Bid (IFB) SOLICITATION AMENDMENT SOLICITATION NO.: IFB BPM002337 AMENDMENT NO.: 1 TITLE: Emergency Response, Firefighting and Safety Equipment and Supplies ADEQ PROCUREMENT 1110 W. Washington Street Phoenix, AZ 85007 THE PURPOSE OF THIS AMENDMENT IS TO: 1. Correct Special Term and conditions section 4. 2. Replace Uniform Terms and Conditions v9 (Rev 7-1-2013) with: a. Special Terms and Conditions (rev 1-1-16) (5) b. The State of Arizona’s Special Terms and Conditions are hereby incorporated by reference as if fully set forth herein. This document may be accessed through the ADOA State Procurement Office Web Site: c. https://spo.az.gov/sites/default/files/documents/files/Special%20Terms%20and%20Conditions%2 0%28rev%201-1-16%29.doc d. Supplier shall review Special Terms and conditions 3. All other Terms and Conditions Remain Unchanged. IN ACCORDANCE WITH INSTRUCTIONS TO OFFERORS, ITEM 4.5, ACKNOWLEDGEMENT OF SOLICITATION AMENDMENTS; THE ABOVE REFERENCED SOLICITATION AMENDMENT SHALL BE ACKNOWLEDGED ELECTRONICALLY, VIA APP, PRIOR TO THE SOLICITATION DUE DATE AND TIME. Offeror Signature and Date Required (Include Amendment with offer) The above referenced Solicitation Amendment is hereby executed this 19th day of May 2020 at Phoenix, Arizona. Procurement Officer: Patricia Lorenzen Email Address: Lorenzen.patricia@azdeq.gov Available online at Arizona Procurement Portal (APP) eProcurement System https://app.az.gov Page 1 EXHIBIT B TO COOPERATIVE SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND MATLICK ENTERPRISES, INC. D/B/A UNITED FIRE EQUIPMENT COMPANY [Quote or Work Order] See following pages.