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HomeMy WebLinkAboutContract 57413 DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 CSC No. 57413 FORT NORTH CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT This Cooperative Purchase Agreement ("Agreement") is entered into by and between HD Supply Facilities Maintenance LTD ("Vendor") and the City of Fort Worth, ("City"), a Texas home rule municipality. The Cooperative Purchase Agreement includes the following documents which shall be construed in the order of precedence in which they are listed: 1. This Cooperative Purchase Agreement; 2. Exhibit A— Seller's Quote, Scope of Services or Purchase Order; 3. Exhibit B—Cooperative Agency Contract OMNIA Partners 16154; and 4. Exhibit C—Conflict of Interest Questionnaire Exhibits A, B, and C,which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all exhibits thereto. City shall pay Vendor in accordance with the fee schedule in Exhibit A and in accordance with the provisions of this Agreement. Total payment made under this Agreement by City shall not exceed the amount of Four Hundred Thousand Dollars ($400,000.00). Vendor shall not provide any additional items or services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. The term of this Agreement is effective beginning on the date signed by the Assistant City Manager below ("Effective Date") and expires on December 31, 2022. The City shall be able to renew this agreement for four (4) one-year renewal options by written agreement of the parties. Vendor agrees that City shall,until the expiration of three (3)years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books,documents,papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 To CITY: To VENDOR: City of Fort Worth HD Supply Facilities Maintenance, LTD Attn: Reginald Zeno, Interim Asst. City Manager Robert Reifsteck,Regional VP,Government Housing 200 Texas Street Fort Worth, TX 76102-6314 Address: Facsimile: (817) 392-8654 3400 Cumberland Blvd SE Atlanta, GA 30339 With copy to Fort Worth City Attorney's Office at same address Facsimile: N/A The undersigned represents and warrants that he or she has the power and authority to execute this Agreement and bind the respective Vendor. CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: 49� By signing I acknowledge that I am the person By Reginald Zeno(Apr 14,202217:05CDT) responsible for the monitoring and administration of this •7 Name: Reginald Zeno contract,including ensuring all performance and Title: Interim Assistant City Manager reporting requirements. Date: APPROVAL RECOMMENDED: By: Name: Cynthia Garcia Title: Assistant Finance Director By: APPROVED AS TO FORM AND LEGALITY: Name: Anthony Rousseau Title: Acting Finance Director ,00a4pRa ATTEST: of F°°o�°�aao By: ago° ���dd Name: Taylor Paris pvo o=d Title: Assistant City Attorney ° o a oOEooxoo pooBY J (Apr T) pa CONTRACT AUTHORIZATION: Name: Jannette Goodall °naa44 M&C: 22-0210 Title: City Secretary VENDOR: HD Sup Docu5igned by: nance,LTD 196083B7EBC778455ebt v r666 -& By• ... Name: Robert Reifsteck Title: Regional VP,Government Housing OFFICIAL RECORD Date:3/24/2022 1 2:54:27 PM EDT CITY SECRETARY FT.WORTH,TX DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP EXHIBIT A PRICING SERIAL 16154-RFP BFO NIGP CODE:45041 RESPONDENT'S NAME: HD Supply Facilities Maintenance,Ltd. COUNTY VENDOR NUMBER: VC0000004973 ADDRESS: 3100 Cumberland Blvd.,Ste. 1700 Atlanta,GA 30339 P.O.ADDRESS: PO Box 509055, San Diego,CA 92150 TELEPHONE NUMBER: 877-610-6912 FACSIMILE NUMBER: 877-219-8526 WEB SITE: hdsupplysolutions.com CONTACT(REPRESENTATIVE): C nde Smith REPRESENTATIVE'S E-MAIL ADDRESS: cynde.smithCa),hdsEpp1y.com YES WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT [X] WILL ACCEPT PROCUREMENT CARD FOR PAYMENT: [X] 1.0 PRICING: 1.2 Wholesale Catalog Discount By Category Annual Issue Date of Catalog M, ch/A ril Insert Sub-categories as necessary) MINIMUM MINIMUM Discount from List 1.1 Category 1 Appliances Refrigerators 5 % Ovens 5 % Oven Repair 20 % Laundry 5 % Dishwashers&other Appliances 5 % Refrigerator Repair 15 % Microwaves 10 % Range Hood Filters 20 % Range Hoods 20 % Washer&Dryer Repair 15 % Gas Supply Lines&Fittings 15 % Laundry Carts 5 % Dishwasher Repair 15 % Ice Machines 5 % Ice Machine Repair 10 % 1.2 Category 2 Building Materials 5 % Slab Doors 10 % Bi-Fold 5 % Moldings 10 % DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP Bypass Doors 5 % Pre-hung Int.Doors 5 % Exterior Doors 5 % 1.3 Category 3 Hardware 5 % Residential Locksets 10 % Door&Wall Protection 15 % Screen Doors,Frame&Wire 15 % Door Security Hardware 15 % Commercial Locksets 10 % Mailboxes&Accessories 15 % Weatherization&Thresholds 20 % Ceiling Tile 5 % Door Hinges&Closers 10 % Wardrobe Hardware 15 % Cabinet&Drawer Hardware 15 % Window Hardware 10 % Commercial Door Hardware 10 % Electronic Locks&Safes 5 % Sliding Patio Door Hardware 10 % Gate&Garage Door Hardware 10 % Fasteners 10 % Storm Door 5 % 1.4 Cate go 4 HVAC 5 % Fireplace 10 % Air Filtration 15 % PTAC&Ductless Mini Splits) 5 % Refrigerants&Compressed Gases 5 % Thermostats&Temperature Control 10 % Window&Portable Air Conditioners 10 % Wall Air Conditioners 5 % Exhaust Fans 15 % Condensing Units 5 % Repair Parts 10 % Tools&Supplies 10 % Heaters 10 % H dronic Products,Controls&Gauges 5 % Indoor Air Quality(IAQ) 10 % Air Handlers,Furnaces&Coils 5 % Ventilation 10 % Compressors&Fittings 10 % Warranty/OEM Parts 0 % Thru-The-Wall Condensers 5 % Clearance-HVAC 0 % 1.5 Category 5 Kitchen and Bath Cabinets 10 % Medicine Cabinets 15 % Countertops 0 % DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP Bathroom Vanities 15 % Kitchen Cabinets 10 % 1.6 Category 6 Janitorial 5 % Floor Mats 10 % Paper Product 20 % Cleaning Chemicals 20 % Cleaning Equipment 15 % Waste Receptacles And Liners 10 % Pest Control 10 % Trash Liners 20 % Vacuums And Accessories 5 % Carpet Extractors&Floor Machines 5 % Odor Control 5 % Hand Soaps&Sanitizers 15 % Dilution Systems 5 % 1.7 Category 7 Landscaping Equipment and Supplies 5 % Planters 5 % Garden Hoses&Nozzles 10 % Sprinkler Heads,Nozzles&Accessories 5 % Sprinkler Valves&Accessories 10 % Outdoor Equipment 5 % Ice Melt 5 % Utility Vehicle&Accessories 5 % 1.8 Category 8 Motors/Pwn s 5 % Motors&Fan Blades 5 % Circulator Pumps 5 % Pumps&Regulators 5 % 1.9 Category 9 Paints/Coatings 5 % Caulking 15 % Interior Surface Repair 15 % Paint Application 10 % Tapes&Adhesives 10 % Paint 5 % Spray Paint 10 % Primers 5 % Exterior Surface Repair 5 % Category 1.10 10 Plumbing 5 % Kitchen&Bar Faucets 10 % Lavatory Faucets 10 % Stems&Cartridges 10 % Tub Spouts&Showerheads 10 % Bathroom Hardware 15 % Sinks 10 0/0 Faucet&Shower Valve Repair 15 DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP Specialty&Commercial Faucets 5 % Handles And Index Buttons 10 % Tub&Shower Trim Kits&Valves 5 % Pop Ups&Repair 10 % Spouts&Aerators 10 % Decorative Bath Hardware 10 % Escutcheons and Flanges 10 % Clearance faucets and showerheads 0 % Water Heaters 5 % Toilet&Tank Repair 10 % Disposers&Repair 5 % Shower Doors,Tubs&Enclosures 10 % Toilets 10 % Toilet Seats 20 % Drain Cleaning Equipment 5 % Metal&Plastic Tubular 10 % Public Washroom 10 % Water Heater Repair 5 % Sink Repair 20 % Water Coolers&Bubblers 5 % Tub Waste and Drain Repair 10 % Pipe Repair&Weatherization 10 % Category 1.11 11 Pool Supplies 5 % Pool And Patio Fumiture 5 % Pool Chemicals 5 % Pool Equipment 10 % Category 1.12 12 Tools,Hand-Held General Purpose 5 % Acrylic Sheet 5 % Hand Tools 10 % Ladders&Ladder Ace. 5 % Lubricants 10 % Plumbing Hand Tools 10 % Carts&Trucks 10 % Wheels&Casters 10 % Storage 15 % Category 1.13 13 Tools,Power Type 5 % Power Tools 5 % Shop Tools 5 % Power Tool Accessories 10 % Power Equipment 5 % Bench Top Tools 5 % Category 1.14 14 Flooring and Window Coverings 10 Vinyl Mini Blinds 20 % DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP Standard Vertical Blinds 20 % 1"Deluxe Vinyl Mini Blinds 20 % Aluminum Mini Blinds 20 % Window Shades&Rods 15 % Faux Wood Blinds 15 % Deluxe Vertical Blinds 10 % Window Covering Accessories 15 % 2"Deluxe Vinyl Mini Blinds 15 % Floor Tile 10 % Flooring Tools 15 % Floor Prep&Adhesive 15 % Category 1.15 15 Hospitality 5 % Hospitality-Banquet Furniture 5 % Hospitality-Shower Curtains&Liners 5 % Hospitality-Guest Room Case Goods&Furniture 5 % Hospitality-Food&Beverage Equipment&Supplies 10 % Hospitality-Guest Room Coffee Makers&Coffee 5 % Hospitality-Guest Room Appliances 5 % Hospitality-Personal Care Amenities 5 % Hospitality-Telephones&Accessories 5 % Hospitality-Guest Room Supplies 10 % Hospitality-Beds&Frames 5 % Hospitality-Office Supplies&Equipment 10 % Hospitality-Housekeeping Carts&Accessories 10 % Hospitality-Fitness Equipment 5 % Hospitality-Extended Stay/Timeshare Supp&Equipment 5 % Hospitality-Bellman's Carts&Accessories 5 % Hospitality-Logo Amenities 5 % Hospitality-Business Forms 15 % Hospitality-Guest Room Printed Supplies 10 % Hospitality-Baby Cribs&Sheets 1 5 % Hospitality-Bathroom Hardware(Hospitality) 5 % Hospitality-Restaurant Equipment&Supplies 5 % Hospitality-Crowd Manage ent 5 % Hospitality-ADA Communications 5 % Hospitality-Artwork,Frames&Mirrors 5 % Hospitality-Room Decor 1 5 % Hospitality-Laundry Carts&Accessories 10 % Hospitality-Guest Kitchen Appliances 5 % Hospitality-Safety&Si na e 5 % Category 1.16 16 Water/Wastewater Treatment 5 % Water Supply&Fittings 15 % Pipe&Pipe Fittings 5 % Water Filtration 5 % 1.17 Category Miscellaneous 5 % DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 17 Ability One-Floor Care 5 % Ability One-Cleaning Supplies 10 % Ability One-Brooms&Brushes 5 % Ability One- Safety &Sundries 5 % Ability One-Paper Products 5 % Ability One-Paint&Tape 5 % Electrical-Carbon Monoxide Alarms 15 % Electrical-Smoke Alarms&Fire Safe 15 % Electrical-Fire Extinguishers&Cabinets 5 % Electrical-Wiring Devices-GFCIs 15 % Electrical-Wall Plates 15 % Electrical-Wiring Devices-Receptacles 15 % Electrical-Wiring Devices 15 % Electrical-Power Cords&Connectors 15 % Electrical-Two-Way Communications 5 % Electrical-Door Chimes&Intercoms 15 % Electrical-Wiring Supplies 10 % Electrical-Circuit Breakers&Fuses 10 % Electrical-Building Wire 10 % Electrical-Electrical Tools&Meters 10 % Electrical-Security&Surveillance 10 % Electrical-Conduit&Weatherproof/Electrical Boxes 15 % Electrical-Lighting Controls 15 % Electrical-Telephone&Video Repair 15 % Electrical-Surge Protection 15 % Electrical-Time Switches 15 % Electrical-Audio/Video Equipment 5 % Electrical-Plug&Connectors 15 % Electrical-Audio/Video Accessories 10 % Electrical-Clearance-Electrical 0 % Electrical-Cameras 5 % Grounds-Benches&Picnic Tables 5 % Grounds-Petwaste Stations&Accessories 10 % Grounds-Flags 5 % Grounds-Bike Racks 5 % Grounds-Barbecues 5 % Grounds-Playgrounds 5 % Healthcare-Patient Care 10 % Healthcare-Bathing&Toiletin 5 % Healthcare-Bathing Units/Supplies&Repair 5 % Healthcare-Shelving&Stora e 5 % Healthcare-Resident Room Fumiture 5 % Healthcare-Nurse Call&Audio/Video Equipment 5 % Healthcare-Bed Repair Parts 10 % Healthcare-Incontinent Care 5 % Healthcare-Wheelchair Repair Parts 15 % Healthcare-Wheelchair Cushions&Accessories 5 % Healthcare-Biohazard Containment 10 % DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP Healthcare-Therapy&Fitness 5 % Healthcare-Privacy Curtains&Hardware 10 % Healthcare-Carts&Receptacles 5 % Healthcare-Lift Repair 5 % Healthcare-Mattresses 5 % Healthcare-Wheelchairs&Walkers 5 % Healthcare-Beds&Accessories 5 % Healthcare-Respiratory Aid 10 % Healthcare-Lifts&Slings 5 % Healthcare-Mobility Aids&Repair Parts 5 % Healthcare-Bed&Bath Linen 1 5 % Healthcare-Resident Monitoring/Fall Prevention 5 % Healthcare-Hampers and Accessories 5 % Healthcare-Scales 5 % Healthcare-Aids to Daily Living 5 % Healthcare-Diagnostic 5 % Healthcare-Exam Gloves 10 % Healthcare-Recliners and Accessories 5 % Healthcare-Wheelchair Rams 5 % Healthcare-Healthcare Office 5 % Healthcare-Defibrillators 5 % Lamps&Ballasts-Fluorescent Tubes 20 % Lamps&Ballasts-Pin Based Compact Fluorescents 20 % Lamps&Ballasts-Batteries&Flashlights 20 % Lamps&Ballasts-Fluorescent Lamp Adapters 20 % Lamps&Ballasts-Ballasts&Starters 10 % Lamps&Ballasts-LED Lams 5 % Lamps&Ballasts-A-Lams 10 % Lamps&Ballasts-H.I.D.Lams 10 % Lamps&Ballasts-Decorative Lams 10 % Lamps&Ballasts-PAR Lams 10 % Lamps&Ballasts-Reflector Lams 10 % Lamps&Ballasts-Halogen Lams 10 % Lamps&Ballasts-Special Application Lams 10 % Lamps&Ballasts-Clearance-Lamps&Ballast 5 % Lighting Fixtures-Indoor LED Fixtures 15 % Li ng Fixtures-Outdoor LED Fixtures 10 % Lighting Fixtures-Indoor Incandescent Ceiling Fixtures 20 % Lighting Fixtures-Emergency Lighting Fixtures 10 % Lighting Fixtures-Ceiling Fans 15 % Lighting Fixtures-Light Fixture Glass 10 % Lighting Fixtures-Linear Fluorescent Fixtures 10 % Lighting Fixtures-Bathroom Fixtures 10 % Lighting Fixtures-Indoor Fluorescent Ceiling Fixtures 15 % Lighting Fixtures-Outdoor Fluorescent Fixtures 10 % Lighting Fixtures-Security Lighting 10 % Lighting Fixtures-Outdoor Incandescent Fixtures 10 % Lighting Fixtures-Light Fixture Repair 10 % Lighting Fixtures-Indoor Wall Fixtures 10 DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP Lighting Fixtures-Lamp Shades 10 % Lighting Fixtures-Chandeliers&Pendants 10 % Lighting Fixtures-Recessed&Track Lighting 5 % Lighting Fixtures-Hospitality Portable Fixtures 10 % Property Marketing-Banners 5 % Property Marketing-Marketing Flags 5 % Property Marketing-Gifts 5 % PropertyMarketin -Apparel 5 % Property Marketing-Yard Signs 5 % Property Marketing-Key Tags 5 % Property Marketing-A-Frame Signs 5 % Property Marketing-Drinkware 5 % PropertyMarketin -Balloons 5 % Property Marketing-Events 5 % Property Marketing-Indoor Banners 5 % Raw Materials-Hardware 0 % Raw Materials-Raw Materials 5 % Raw Materials-Screening 5 % Office Solutions-Storage 10 % Office Solutions-Forms 5 % Office Solutions-Parking Permits 5 % Office Solutions-Paper 5 % Office Solutions-Violations 5 % Office Solutions-Ink/Toner 5 % Office Solutions-Message Boards 5 % Office Solutions-Presentation 5 % Office Solutions-Desktop 5 % Office Solutions-Filing 5 % Office Solutions-Mailroom/Shi in 5 % Office Solutions-Technology 5 % Office Solutions-Low Tech 5 % Office Solutions-Station 5 % Office Solutions-Writing 5 % Office Solutions-Planning/Organization 5 % Office Solutions-Labels 5 % Office Solutions-Note Pads 5 % Office Solutions-Greeting Cards 5 % Office Solutions-Binders 5 % Office Solutions-Pool Permits 5 % Safety Products-Hand Protection 20 % Safety Products-Safety Apparel 10 % Safety Products-First Aid 10 % Safety Products-Respiratory Protection 15 % Safety Products-Eye Protection 1 15 % Safety Products-Spill Control&Containment 10 % Safety Products-Lockout Ta out 10 % Safety Products-Hearing Protection 15 % Safety Products-Safety Training Materials 10 % Safety Products-Fall Protection 1 1 5 % DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP Safety Products-Traffic Safe 5 % Safety Products-Safety Storage 10 % Si e-Traffic Signs 5 % Si e-Interior Signs 5 % Si na e-Specialty Signs 5 % Si a e-Exterior Signs 5 % Si na e-Sign Post 5 % Si e-Safety Signs 5 % Textiles-Mattress Pads Covers Toppers 5 % Textiles-Towels 5 % Textiles-Sheets 5 % Textiles-Pillows And Protectors 5 % Textiles-Blankets 5 % Textiles-Top Of Bed 5 % Textiles-Table Line 5 % Textiles-Robes And Slippers 5 % Category 1.18 18 In Store Services 0 % Fab-Kitchen Cabinets 0 % Fab-Countertops 0 % Mirror/Glass Fabrication 0 % Fab-5/8"TF Cabinet Doors&Fronts 0 % Fab-Cabinet Drawer Boxes 0 % Fab-Cabinet Doors&Fronts 0 % Bypass Doors Fabrication 0 % Screening Fabrication 1 0 % Fab-Interior Slab Bypass Doors 0 1.2 Do you offer a Rebate in lieu of a discount Y* Y/N "Rebate is offered in addition to a discount" If annualized net purchases ...the rebate paid on net are... purchases will be... but not of the over... will be... amount over... over... $500,000 $999,999 1.00% $0 $1,000,000 $1,999,999 1.50% $0 $2,000,000 NA 2.00% $0 The rebate will be calculated at the Agency level based on its properties or facilities within its account hierarchy in HD Supply's database.At HD Supply's discretion,rebates will only be available to purchasers and will not include group purchasing organizations or similar entities. The rebate percentages apply only to net purchases above the noted thresholds. Net purchases are defined as invoiced product purchases less returns,other discounted items,and invoices that are 90+days beyond terms from all customer properties.The rebate is paid annually based on HD Supply's fiscal calendar,which typically begins in February. Rebate payments are accompanied by a detailed report showing the purchases by property and region established in our database.Any invoices that are 90+days beyond terms at the time of incentive calculation and payment may be excluded from incentive payments or discounts. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 Exhibit B SERIAL 16154 RFP MAINTENANCE,REPAIR,OPERATING SUPPLIES,INDUSTRIAL SUPPLIES,AND RELATED PRODUCTS AND SERVICES(U.S. Communities)Contract-HD Supply Facilities Maintenance LTD. DATE OF LAST REVISION: November 21,2019 CONTRACT END DATE:December 31,2026 CONTRACT PERIOD THROUGH DECEMBER 31,202-12026 TO: All Departments FROM: Office of Procurement Services SUBJECT: Contract for MAINTENANCE,REPAIR,OPERATING SUPPLIES,INDUSTRIAL SUPPLIES,AND RELATED PRODUCTS AND SERVICES Attached to this letter is published an effective purchasing contract for products and/or services to be supplied to Maricopa County activities as awarded by Maricopa County on January 11,2017(Eff.02/01/17). All purchases of products and/or services listed on the attached pages of this letter are to be obtained from the vendor holding the contract. Individuals are responsible to the vendor for purchases made outside of contracts. The contract period is indicated above. I cvm Tyne, Chl Procurement Officer Office of Procurement Services SA/mm Attach Copy to: Office of Procurement Services Erick Blue,Facilities Management Beth Cressman,Facilities Management DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 0� CONTRACT PURSUANT TO RFP SERIAL 16154-RFP This Contract is entered into this l I'day of January,2017 by and between Maricopa County("County"),a political subdivision of the State of Arizona, and HD Supply Facilities Maintenance, Ltd., Florida Limited Partnership ("Contractor")for the purchase of Maintenance Repair and Operating Supplies and Services. 1.0 CONTRACT TERM: 1.1 This Contract is for a term of Five (5) years, beginning on the l' day of February, 2017 and ending the 311 day of December,202 f 2026. 1.2 The County may, at its option and with the agreement of the Contractor, renew the term of this Contract for additional terms up to a maximum of five (5) additional years, (or at the County's sole discretion, extend the contract on a month-to-month bases for a maximum of six(6) months after expiration). The County shall notify the Contractor in writing of its intent to extend the Contract term at least sixty(60)calendar days prior to the expiration of the original contract term, or any additional term thereafter. 1.3 CONTRACT COMPLETION: The Contractor shall make all reasonable efforts for an orderly transition of its duties and responsibilities to another provider and/or to the County. This may include, but is not limited to preparation of a transition plan and cooperation with the County or other providers in the transition.The transition includes the transfer of all records,and other data in the possession, custody or control of Contractor required to be provided to the County either by the terms of this Contract or as a matter of law. The provisions of this clause shall survive the expiration or termination of this Contract. 2.0 FEE ADJUSTMENTS: 2.1 Any request for a fee adjustment must be submitted sixty (60) days prior to the current Contract expiration. Requests for adjustment in cost of labor and/or materials must be supported by appropriate documentation. If County agrees to the adjusted fee, County shall issue written approval of the change. The reasonableness of the request will be determined by comparing the equest with the(Consumer Price Index)or by performing a market survey. 3.0 PAYMENTS: 3.1 As consideration for performance of the duties described herein, County shall pay Contractor the prices based on the discounts stated in Exhibit"A."or Task Order. 3.2 Payment shall be made upon the County's receipt of a properly completed invoice. 3.3 INVOICES: 3.3.1 The Contractor shall submit one (1) legible copy of their detailed invoice before payment(s) can be made. Incomplete invoices will not be processed. At a minimum, the invoice must provide the following information: DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP • Company name,address and contact • County bill-to name and contact information • Contract Serial Number if provided during account set-up or • County purchase order number • Invoice number and date • Payment terms • Date of shipment • Quantity • Contract Item number(s) • Description of Purchase(product or services) • Pricing per unit of purchase • Freight(if applicable) • Extended price • Total Amount Due 3.3.2 Problems regarding billing or invoicing shall be directed to the using agency as listed on the Purchase Order. 3.3.3 Payment shall be made to the Contractor by Accounts Payable through the Maricopa County Vendor Express Payment Program. This is an Electronic Funds Transfer (EFT) process. After Contract Award the Contractor shall complete the Vendor Registration Form located on the County Department of Finance Vendor Registration Web Site (bl!p://www.maricopa.gov/FinanceNendors.aspx). 3.3.4 Discounts offered in the contract shall be calculated based on the date a properly completed invoice is received by the County(ROI). 3.3.5 EFT payments to the routing and account numbers designated by the Contractor will include the details on the specific invoices that the payment covers. The Contractor is required to discuss remittance delivery capabilities with their designated financial institution for access to those details. 3.4 PAYMENT RETENTION:(By Task Order/Project if required) 3.4.1 Ten percent(10%) of monies paid for Project Management and Project Labor earned by CONTRACTOR related to work under this agreement shall be retained by COUNTY until Final Completion of the services. COUNTY may elect to release specific retention payments based on mutually agreed milestones,but in no case shall retention be released prior to Final Completion. All other payment terms and conditions shall not be affected by the retention. In the event of termination or cancellation of this contract by County through no fault of CONTRACTOR, CONTRACTOR shall be entitled to the refund of any funds in the retention account. 3.4.2 The CONTRACTOR shall have the right,pursuant to Arizona Revised Statues,to submit securities in lieu of retention for all work completed. The CONTRACTOR is required to request this option at least ten(10)business days prior to submission of first Application for Payment to allow time for preparation of forms. The CONTRACTOR shall request and obtain securities forms through COUNTY. The COUNTY must identify either securities option or retention option prior to first Application for Payment. 3.5 APPLICABLE TAXES: 3.5.1 Payment of Taxes: The Contractor shall pay all applicable taxes. With respect to any installation labor on items that are not attached to real property performed by Contractor under the terms of this Contract, the installation labor cost and the gross receipts for materials provided shall be listed separately on the Contractor's invoices. 3.5.2 State and Local Transaction Privilege Taxes: Maricopa County is subject to all applicable state and local transaction privilege taxes. To the extent any state and local transaction privilege taxes apply to sales made under the terms of this contract it is the DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP responsibility of the seller to collect and remit all applicable taxes to the proper taxing jurisdiction of authority. 3.5.3 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; hold Maricopa County harmless from any responsibility for taxes, damages and interest,if applicable,contributions required under Federal,and/or state and local laws and regulations and any other costs including transaction privilege taxes, unemployment compensation insurance,Social Security and Worker's Compensation. 3.6 TAX: (SERVICES) No tax s1W1 be levied against labor based on appheable law and ptffsttant to tax exempti wgulations. it is the wsponsibility of the GoiaVactor-to determine any and all taxes and include same in proposal price. No tax shall be invoiced or paid against Contractor's labor. It is the responsibility of the Contractor to determine any and all applicable taxes and include the cost in the proposal price. 3.7 TAX(COMMODITIES): Tax shall not be invoiced against Contractor's labor. Sales/use tax will be determined by County.Tax will not be used in determining low price. 3.8 STRATEGIC ALLIANCE for VOLUME EXPENDITURES($AVE): 3.8.1 The County is a member of the $AVE cooperative purchasing group. $AVE includes the State of Arizona,many Phoenix metropolitan area municipalities,and many K-12 unified school districts. Under the $AVE Cooperative Purchasing Agreement, and with the concurrence of the successful Respondent under this solicitation, a member of $AVE may access a contract resulting from a solicitation issued by the County. If you do not want to grant such access to a member of$AVE,please so state in your proposal. In the absence of a statement to the contrary,the County will assume that you do wish to grant access to any contract that may result from this Request for Proposal. 3.9 INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENTS(ICPA's) 3.9.1 County currently holds ICPA's with numerous governmental entities throughout the State of Arizona. These agreements allow those entities,with the approval of the Contractor,to purchase their requirements under the terms and conditions of the County Contract. Please indicate on Attachment A, your acceptance or rejection regarding such participation of other governmental entities. Your response will not be considered as an evaluation factor in awarding a contract 3.10 VOLUNTARY EMPLOYEE DISCOUNTS 3.10.1 Vendors may voluntarily offer discounts to County employees for products or services provided under this contract. Whether a vendor offers or does not offer an employee discount is not a factor in nor considered in the evaluation of responses to this solicitation. 3.10.2 Any discount offered is part of a commercial transaction between the vendor and individual County employees and the County is not a party to the transaction. Any disputes or issues arising from an individual commercial transaction between the vendor and an individual County employee are a matter between the vendor and the employee. If a discount is offered,the terms will be announced to County employees. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 4.0 AVAILABILITY OF FUNDS: 4.1 The provisions of this Contract relating to payment for services shall become effective when funds assigned for the purpose of compensating the Contractor as herein provided are actually available to County for disbursement. The County shall be the sole judge and authority in determining the availability of funds under this Contract. County shall keep the Contractor fully informed as to the availability of funds. 4.2 If any action is taken by any state agency, Federal department or any other agency or instrumentality to suspend, decrease, or terminate its fiscal obligations under, or in connection with,this Contract,County may amend,suspend,decrease,or terminate its obligations under,or in connection with, this Contract. In the event of termination, County shall be liable for payment only for services rendered prior to the effective date of the termination,provided that such services are performed in accordance with the provisions of this Contract. County shall give written notice of the effective date of any suspension, amendment, or termination under this Section,at least ten (10)days in advance. 5.0 DUTIES: 5.1 The Contractor shall perform all duties stated in Exhibit`B",Task Order or as otherwise directed in writing by the Procurement Officer. 6.0 TERMS and CONDITIONS: 6.1 INDEMNIFICATION: To the fullest extent permitted by law, and to the extent that claims, damages, losses or expenses are not covered and paid by insurance purchased by the Contractor, the Contractor shall defend indemnify and hold harmless the County (as Owner), its agents, representatives, agents, officers, directors,officials,and employees from and against actual and direct claims,damages,losses,and expenses(including,but not limited to reasonable attorneys' fees, court costs, expert witness fees, and the costs and attorneys' fees for appellate proceedings)to the extent arising out of, or alleged to have resulted from the negligent acts, errors, omissions, or willful misconduct relating to the Contractor's performance of this Contract. Contractor's duty to defend, indemnify, and hold harmless the County, its agents,representatives, agents, officers, directors, officials, and employees shall arise in connection with any actual and direct claim,damage,loss, or expense that is attributable to bodily injury, sickness,disease, death or injury to, impairment of, or destruction of tangible property, including loss of use resulting there from, to the extent caused by negligent acts, errors, omissions, or willful misconduct in the performance of this Contract, but only to the extent caused by the negligent acts or omissions of the Contractor,a subcontractor,any one directly employed by them,or anyone for whose acts they may be liable, except to the extent such claim, damage, loss, or expense is caused in part by a party indemnified hereunder. Contractor's obligation to indemnify,defend and hold harmless County shall not apply in cases of County's negligence or intentional misconduct. Further, Contractor shall not be so obligated and specifically disclaims any liability for claims that are due to: building design and/or construction, product misuse, misapplication of the product, improper site or surface preparation, improper selection of product and/or color, or improper maintenance. The amount and type of insurance coverage requirements set forth herein will in no way be construed as limiting the scope of the indemnity in this paragraph. The scope of this indemnification extends to the negligence of County. 6.2 INSURANCE. 6.2.1 Contractor, at Contractor's own expense, shall purchase and maintain the herein stipulated minimum insurance from a company or companies duly licensed by the State DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP of Arizona and possessing a current A.M. Best, Inc. rating of B++. In lieu of State of Arizona licensing, the stipulated insurance may be purchased from a company or companies, which are authorized to do business in the State of Arizona, provided that said insurance companies meet the approval of County. The form of any insurance policies and forms must be acceptable to County. 6.2.2 All insurance required herein shall be maintained in full force and effect until all work or service required to be performed under the terms of the Contract is satisfactorily completed and formally accepted. Failure to do so may, at the sole discretion of County, constitute a material breach of this Contract. 6.2.3 Contractor's insurance shall be primary insurance as respects County, and any insurance or self-insurance maintained by County shall not contribute to it. 6.2.4 Any failure to comply with the claim reporting provisions of the insurance policies or any breach of an insurance policy warranty shall not affect the County's right to coverage afforded under the insurance policies. 6.2.5 The insurance policies may provide coverage that contains deductibles or self-insured retentions. Such deductible and/or self-insured retentions shall not be applicable with respect to the coverage provided to County under such policies.Contractor shall be solely responsible for the deductible and/or self-insured retention and County,at its option,may require Contractor to secure payment of such deductibles or self-insured retentions by a surety bond or an irrevocable and unconditional letter of credit. 6.2.6 The insurance policies required by this Contract, except Workers' Compensation and Errors and Omissions, shall name County, its agents, representatives, officers, directors, officials and employees as Additional Insureds,except where such agent or representative is a contractor or subcontractor retained by the County. 6.2.7 The policies required hereunder, except Workers' Compensation and Errors and Omissions, shall contain a waiver of transfer of rights of recovery (subrogation) against County, its agents, representatives, officers, directors, officials and employees for any claims arising out of Contractor's work or service, except where such agent or representative is a third-party contractor or subcontractor retained by the County. 6.2.8 Commercial General Liability. Commercial General Liability insurance and, if necessary, Commercial Umbrella insurance with a limit of not less than $2,000,000 for each occurrence, $4,000,000 Products/Completed Operations Aggregate, and $4,000,000 General Aggregate Limit. The policy shall include coverage for premises liability, bodily injury, broad form property damage, personal injury, products and completed operations and blanket contractual coverage, and shall not contain any provisions which would serve to limit third party action over claims. There shall be no endorsement or modifications of the CGL limiting the scope of coverage for liability arising from explosion, collapse, or underground property damage. 6.2.9 Automobile Liability. Commercial/Business Automobile Liability insurance and, if necessary, Commercial Umbrella insurance with a combined single limit for bodily injury and property damage of not less than $1,000,000 each occurrence with respect to any of the Contractor's owned, hired, and non-owned vehicles assigned to or used in performance of the Contractor's work or services or use or maintenance of the Premises under this Contract. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 6.2.10 Workers' Compensation. Workers' Compensation insurance to cover obligations imposed by federal and state statutes having jurisdiction of Contractor's employees engaged in the performance of the work or services under this Contract;and Employer's Liability insurance of not less than $1,000,000 for each accident, $1,000,000 disease for each employee, and $1,000,000 disease policy limit. Contractor, its contractors and its subcontractors waive all rights against County and its agents, officers, directors and employees (except for third-party contractors or subcontractors retained by the County) for recovery of damages to the extent these damages are covered by the Workers' Compensation and Employer's Liability or commercial umbrella liability insurance obtained by Contractor, its contractors and its subcontractors pursuant to this Contract. 6.2.11 Errors and Omissions(Professional Liability)Insurance. Errors and Omissions (Professional Liability) insurance and-Commercial Umbrella insurance,which will insure and provide coverage for errors or omissions or professional liability of the CONTRACTOR,with limits of no less than$2,000,000 for each claim. 6.2.12 Builder's Risk(Property)Insurance. CONTRACTOR shall purchase and maintain,on a replacement cost basis,Builders'Risk insurance and;Commercial Umbrella insurance, if necessary, in the amount of the initial Contract amount as well as subsequent modifications thereto for the entire work at the site. Such Builder's Risk insurance shall be maintained until completion of the units under construction subject to the agreement as complete. This insurance shall include interests of COUNTY,CONTRACTOR,and all subcontractors and sub-subcontractors in the work during the life of the Contract and course of construction, and shall continue until the work is completed and accepted by COUNTY. For new construction projects, CONTRACTOR agrees to assume full responsibility for loss or damage to the work being performed and to the structures under construction. For renovation construction projects,CONTRACTOR agrees to assume responsibility for loss or damage to the work being performed at least up to the full Contract amount,unless otherwise required by the Contract documents or amendments thereto. Builders' Risk insurance shall be on a special form and shall also cover false work and temporary buildings and shall insure against risk of direct physical loss or damage from external causes including debris removal, demolition occasioned by enforcement of any applicable legal requirements, and shall cover reasonable compensation for architect's service and expenses required as a result of such insured loss and other"soft costs"as required by the Contract. Builders' Risk insurance must provide coverage from the time any covered property comes under CONTRACTOR'S control and/or responsibility, and continue without interruption during construction, renovation, or installation, including any time during which the covered property is being transported to the construction installation site, and while on the construction or installation site awaiting installation.The policy will provide coverage while the covered premises or any part thereof are occupied. Builders' Risk insurance shall be primary and any insurance or self-insurance maintained by the County is not contributory. If the Contract requires testing of equipment or other similar operations, at the option of COUNTY, CONTRACTOR will be responsible for providing property insurance for these exposures under a Boiler Machinery insurance policy or the Builders' Risk Insurance policy. 6.2.13 Certificates of Insurance. 6.2.13.1 Prior to Contract AWARD, Contractor shall furnish the County with valid and complete certificates of insurance, or formal endorsements as required by the Contract in the form provided by the County, issued by Contractor's insurer(s), as evidence that policies providing the required coverage, conditions and limits required by this Contract are in full force and effect. Such certificates shall identify this contract number and title. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 6.2.13.2 In the event any insurance policy (ies) required by this contract is (are) written on a"claims made" basis, coverage shall extend for two years past completion and acceptance of Contractor's work or services and as evidenced by annual Certificates of Insurance. 6.2.13.3 If a policy does expire during the life of the Contract,a renewal certificate must be sent to County fifteen(15)days prior to the expiration date. 6.2.14 Cancellation and Expiration Notice. Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor's insurance shall provide prior written notice of cancellation to Maricopa County based on state guidelines. Such notice shall be sent directly to Maricopa County Office of Procurement Services and shall be mailed or hand delivered to 160 South 4tn Avenue 320 West r ineol St+ee. Phoenix, AZ 85003, or emailed to Procurement Officer noted in solicitation.- 6.3 BOND REQUIREMENT:(If required by Project/Task Order) 6.3.1 Concurrently with the submittal of the Contract, the Contractor shall furnish the Contracting Agency the following bonds,which shall become binding upon the award of the contract to the Contractor. 6.3.1.1 A Performance Bond equal to the full Contract amount($ or as specified) conditioned upon the faithful performance of the Contract in accordance with plans, specifications and conditions thereof. Such bond shall be solely for the protection of the Contracting Agency awarding the Contract. 6.3.1.2 A Payment Bond equal to the full contract amount($ or as specified) solely for the protection of claimants supplying labor and materials to the Contractor or his Subcontractors in the prosecution of the work provided for in such Contract. 6.3.2 Each such bond shall include a provision allowing the prevailing party in a suit on such bond to recover as a part of his judgment such reasonable attorney's fees as may be fixed by a judge of the court. 6.3.3 Each bond shall be executed by a surety company or companies holding a certificate of authority to transact surety business in the State of Arizona issued by the Director of the Department of Insurance. The bonds shall not be executed by an individual surety or sureties. The bonds shall be made payable and acceptable to the Contracting Agency.The bonds shall be written or countersigned by an authorized representative of the surety who is either a resident of the State of Arizona or whose principal office is maintained in this state,as by law required,and the bonds shall have attached thereto a certified copy of the Power of Attorney of the signing official. In addition, said company or companies shall be rated"Best-A"or better as required by the Contracting Agency, as currently listed in the most recent Best Key Rating Guide,published by the A.M.Best Company. 6.4 FORCE MAJEURE 6.4.1 Except for payment obligations, neither party shall be liable for failure of performance, nor incur any liability to the other party on account of any loss or damage resulting from any delay or failure to perform all or any part of this Contract if such delay or failure is caused by events, occurrences, or causes beyond the reasonable control and without negligence of the parties. Such events, occurrences, or causes will include Acts of God/Nature (including fire, flood,earthquake, storm,hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, riots, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, lockout, blockage, embargo, DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP labor dispute,strike,interruption or failure of electricity or telecommunication service. 6.4.2 Each party, as applicable, shall give the other party notice of its inability to perform and particulars in reasonable detail of the cause of the inability. Each party must use best efforts to remedy the situation and remove, as soon as practicable, the cause of its inability to perform or comply. 6.4.3 The party asserting Force Majeure as a cause for non-performance shall have the burden of proving that reasonable steps were taken to minimize delay or damages caused by foreseeable events, that all non-excused obligations were substantially fulfilled, and that the other party was timely notified of the likelihood or actual occurrence which would justify such an assertion,so that other prudent precautions could be contemplated. 6.4.4 The County shall reserve the right to terminate this Contract and/or any applicable order or contract release purchase order upon non-performance by Contractor. The County shall reserve the right to extend the Contract and time for performance at its discretion. 6.5 WARRANTY OF SERVICES: 6.5.1 The Contractor warrants that all services provided hereunder will conform to the requirements of the Contract, including all descriptions, specifications and attachments made a part of this Contract. County's acceptance of services or goods provided by the Contractor shall not relieve the Contractor from its obligations under this warranty. 6.5.2 In addition to its other remedies,County may,at the Contractor's expense,require prompt correction of any services failing to meet the Contractor's warranty herein. Services corrected by the Contractor shall be subject to all the provisions of this Contract in the manner and to the same extent as services originally furnished hereunder. 6.5.3 Notwithstanding the foregoing, with respect to materials provided hereunder, Contractor is a reseller of goods only, and as such does not provide any warranty for the goods it supplies hereunder,Notwithstanding this as-is limitation,Contractor shall pass through to County any transferrable manufacturer's standard warranties with respect to goods purchased hereunder. COUNTY AND PERSONS CLAIMING THROUGH COUNTY SHALL SEEK RECOURSE EXCLUSIVELY FROM MANUFACTURERS IN CONNECTION WITH ANY DEFECTS IN OR FAILURES OF GOODS, AND THIS SHALL BE THE EXCLUSIVE RECOURSE OF COUNTY AND PERSONS CLAIMING THROUGH COUNTY FOR DEFECTIVE GOODS, WHETHER THE CLAIM OF COUNTY OR THE PERSON CLAIMING THROUGH COUNTY SHALL SOUND IN CONTRACT, TORT, STRICT LIABILITY, PURSUANT TO STATUTE, OR FOR NEGLIGENCE. COUNTY SHALL PASS THESE TERMS TO SUBSEQUENT BUYERS AND USERS OF GOODS. CONTRACTOR EXCLUDES AND DISCLAIMS ALL OTHER EXPRESS AND IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CONTRACTOR ASSUMES NO RESPONSIBILITY WHATSOEVER FOR CONTRACTOR'S INTERPRETATION OF PLANS OR SPECIFICATIONS PROVIDED BY COUNTY,AND COUNTY'S ACCEPTANCE AND USE OF GOODS SUPPLIED HEREUNDER SHALL BE PREMISED ON FINAL APPROVAL BY COUNTY OR BY COUNTY'S RELIANCE ON ARCHITECTS, ENGINEERS, OR OTHER THIRD PARTIES RATHER THAN ON CONTRACTOR'S INTERPRETATION,TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW. IN NO EVENT, WHETHER IN CONTRACT, WARRANTY, INDEMNITY, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING DIRECTLY OR INDIRECTLY OUT OF THE PERFORMANCE OR BREACH OF THESE TERMS, SHALL CONTRACTOR BE LIABLE FOR (a) ANY INCIDENTAL, INDIRECT, PUNITIVE, SPECIAL, COINCIDENTAL OR SIMILAR DAMAGES SUCH AS LOSS OF USE, LOST PROFITS, ATTORNEY'S FEES OR DELAYED DAMAGES, EVEN IF SUCH DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP DAMAGES WERE FORESEEABLE OR CAUSED BY CONTRACTOR'S BREACH OF THIS AGREEMENT, (b) ANY CLAIM THAT PROPERLY IS A CLAIM AGAINST THE MANUFACTURER, OR (c) ANY AMOUNT EXCEEDING THE AMOUNT PAID TO CONTRACTOR FOR GOODS FURNISHED TO COUNTY WHICH ARE THE SUBJECT OF SUCH CLAIM(S). ALL CLAIMS MUST BE BROUGHT WITHIN ONE YEAR OF ACCRUAL OF A CAUSE ACTION. 6.6 INSPECTION OF SERVICES: 6.6.1 The Contractor shall provide and maintain an inspection system acceptable to County covering the services under this Contract. Complete records of all inspection work performed by the Contractor shall be maintained and made available to County during contract performance and for as long afterwards as the Contract requires. 6.6.2 County has the right to inspect and test all services called for by the Contract, to the extent practicable at all reasonable times and places during the term of the Contract. County shall perform inspections and tests in a manner that will not unduly delay the work. 6.6.3 If any of the services do not conform to Contract requirements, County may require the Contractor to perform the services again in conformity with Contract requirements, at no cost to the County. When the defects in services cannot be corrected by re-performance, County may: 6.6.3.1 Require the Contractor to take necessary action to ensure that future performance conforms to Contract requirements;and 6.6.3.2 Reduce the Contract price to reflect the reduced value of the services performed. 6.6.4 If after being provided written notice and reasonable opportunity to cure the Contractor fails to promptly perform the services again or to take the necessary action to ensure future performance in conformity with Contract requirements,County may: 6.6.4.1 By Contract or otherwise, perform the services and charge to the Contractor, through direct billing or through payment reduction, any cost incurred by County that is directly related to the performance of such service;or 6.6.4.2 Terminate the Contract for default. 6.7 REQUIREMENTS CONT-n CT-i not gaampAee mber of ptwehases A414 be made. It on4p e Gounty Pr-eeweMePt�4ser With 4e1+ H044c-a4^^ tO f0110W PFOHVtly. 93= DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 6.8 Background Check: Contractors need to be aware that there may be multiple background checks (Sheriff's Office, County Attorney's Office,Courts as well as Maricopa County general government)to determine if the respondents employees are acceptable for the contractor to do business with the County. This applies to(but is not limited to)the company and sub-contractors.Employees or others who fail to pass these checks shall not be allowed to work on County projects. Failure to meet these requirements may lead to termination of the contract. 6.9 Suspension of Work The Procurement Officer may order the Contractor,in writing,to suspend,delay,or interrupt all or any part of the work of this contract for the period of time that the Procurement Officer determines appropriate for the convenience of the County.No adjustment shall be made under this clause for any suspension, delay, or interruption to the extent that performance would have been so suspended, delayed, or interrupted by any other cause, including the fault or negligence of the Contractor. No request for adjustment under this clause shall be granted unless the claim, in an amount stated,is asserted in writing as soon as practicable after the termination of the suspension, delay,or interruption,but not later than the date of final payment under the contract. 6.10 Stop Work Order The Procurement Officer may, at any time, by written order to the Contractor, require the Contractor to stop all, or any part, of the work called for by this contract for a period of 90 days after the order is delivered to the Contractor, and for any further period to which the parties may agree. The order shall be specifically identified as a stop work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. Within a period of 90 days after a stop-work is delivered to the Contractor, or within any extension of that period to which the parties shall have agreed, the Procurement Officer shall either- 6.10.1 Cancel the stop-work order;or 6.10.2 Terminate the work covered by the order as provided in the Default, or the Termination for Convenience of the County,clause of this contract. 6.10.3 The Procurement Officer may make an equitable adjustment in the delivery schedule and/or contract price, or otherwise, and the contract shall be modified, in writing, accordingly, if the Contractor demonstrates that the stop work order resulted in an increase in costs to the Contractor. 6.11 UNCONDITIONAL TERMINATION FOR CONVENIENCE: Maricopa County may terminate the resultant Contract for convenience by providing sixty (60) calendar days advance notice to the Contractor. 6.12 TERMINATION FOR DEFAULT: The County may,by written notice of default to the Contractor,terminate this contract in whole or in part if the Contractor fails to: 6.12.1 Deliver the supplies or to perform the services within the time specified in this contract or any extension; 6.12.2 Make progress,so as to endanger performance of this contract;or 6.12.3 Perform any of the other provisions of this contract. 6.12.4 The County's right to terminate this contract under these subparagraph may be exercised DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP if the Contractor does not cure such failure within 10 days (or more if authorized in writing by the County) after receipt of the notice from the Procurement Officer specifying the failure. 6.13 STATUTORY RIGHT OF CANCELLATION FOR CONFLICT OF INTEREST: Notice is given that pursuant to A.R.S. § 38-511 the County may cancel any Contract without penalty or further obligation within three years after execution of the contract, if any person significantly involved in initiating, negotiating, securing, drafting or creating the contract on behalf of the County is at any time while the Contract or any extension of the Contract is in effect, an employee or agent of any other party to the Contract in any capacity or consultant to any other party of the Contract with respect to the subject matter of the Contract. Additionally,pursuant to A.R.S § 38-511 the County may recoup any fee or commission paid or due to any person significantly involved in initiating, negotiating, securing, drafting or creating the contract on behalf of the County from any other party to the contract arising as the result of the Contract. 6.14 CONTRACTOR LICENSE REQUIREMENT: 6.14.1 The Respondent shall procure all permits, insurance, licenses and pay the charges and fees necessary and incidental to the lawful conduct of his/her business, and as necessary complete any required certification requirements, required by any and all governmental or non-governmental entities as mandated to maintain compliance with and in good standing for all permits and/or licenses. The Respondent shall keep fully informed of existing and future trade or industry requirements, Federal, State and Local laws, ordinances, and regulations which in any manner affect the fulfillment of a Contract and shall comply with the same. Contractor shall immediately notify both Office of Procurement Services and the using agency of any and all changes concerning permits, insurance or licenses. 6.14.2 Respondents furnishing finished products, materials or articles of merchandise that will require installation or attachment as part of the Contract, shall possess any licenses required. A Respondent is not relieved of its obligation to possess the required licenses by subcontracting of the labor portion of the Contract.Respondents are advised to contact the Arizona Registrar of Contractors, Chief of Licensing, at(602) 542-1525 to ascertain licensing requirements for a particular contract. Respondents shall identify which license(s),if any,the Registrar of Contractors requires for performance of the Contract. 6.15 SUBCONTRACTING: 6.15.1 The Contractor may not assign to another Contractor or Subcontract to another party for performance of the terms and conditions hereof without the written consent of the County, which consent shall not be unreasonably withheld. All correspondence authorizing subcontracting must reference the Bid Serial Number and identify the job project. 6.15.2 The Subcontractor's rate for the job shall not exceed that of the Prime Contractor's rate, as bid in the pricing section, unless the Prime Contractor is willing to absorb any higher rates or the County has approved the increase. The Subcontractor's invoice shall be invoiced directly to the Prime Contractor, who in turn shall pass-through the costs to the County, without mark-up. A copy of the Subcontractor's invoice must accompany the Prime Contractor's invoice. 6.16 AMENDMENTS: All amendments to this Contract shall be in writing and approved/signed by both parties.Maricopa County Office of Procurement Services shall be responsible for approving all amendments for Maricopa County. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 6.17 ADDITIONS/DELETIONS OF SERVICE: 6.17.1 The County reserves the right to add and/or delete materials and services to a Contract. If a service requirement is deleted, payment to the Contractor will be reduced proportionately, to the amount of service reduced in accordance with the bid price. If additional materials or services are required from a Contract, prices for such additions will be negotiated between the Contractor and the County. 6.17.2 T-4e Gew4y r-esen,es t4e i4ght of 4Bal appr-oval on proposed stag for- a4 Task Qr-der-s, l ri o the dis . employees �v 2ri�"�2r�c^o County St}b St�tF}t�p@.�59""of basedw of the County..,;+i.;.,two business days,unless r tsly approved by the r,.,,.,+.. 6.18 VALIDITY: The invalidity, in whole or in part, of any provision of this Contract shall not void or affect the validity of any other provision of the Contract. 6.19 SEVERABILITY: The invalidity, in whole or in part, of any provision of this Contract shall not void or affect the validity of any other provision of this Contract. 6.20 RIGHTS IN DATA: The County shall have the use of data and reports resulting from a Contract without additional cost or other restriction except as may be established by law or applicable regulation. Each party shall supply to the other party,upon request,any available information that is relevant to a Contract and to the performance thereunder. 6.21 NON-DISCRIMINATION: E*eett4ve Order-2009 09 super-sedes E*eetAive order-99 4 and amends E*eet4ive order-75 5 aad 1. .7 1 .7 + tho of +he +e A i�hi_y'--v�E'���VV —cQ� �viavaa a �6� irc� �a-iiviicrS P Site ..,t,;,.t, ;s he-eb.. Contractor agrees to comply with all provisions and requirements of Arizona Executive Order 2009-09 including flow down of all provisions and requirements to any subcontractors. Executive Order 2009-09 supersedes Executive order 99-4 and amends Executive order 75-5 and may be viewed and downloaded at the Arizona State Library Research website (htti)://azmemory.azlibrarv.gov/cdm/singleitem/collection/execorders/id/680/rec/11 which is hereby incorporated into this contract as if set forth in full herein. During the performance of this Contract,Contractor shall not discriminate against any employee,client or any other individual in any way because of that person's age,race,creed, color,religion,sex,disability or national origin. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 6.23 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION The tinder-signed (authorized offleial signing for the Contraetor-) eerfifies to the best of Ws or-her- knowledge and belief-,t4at the GoMfaeto-F come6tion NN4th obtaining,attempting to obtain,.. perf ,-Ring a public.(Fe dera State.. 1..eal) t,-..,,s..e fio,, o contract tinder- .. public t,-..,,s..e fion; violation of Federal or- State ant tpdst st..t„es ., eonunissionof embezzlement, tL.eft f..,- e bribery, f.. sifi.atio.. o destruction of,-ocor ds mal;ng false state, ewe o stole pr'ope-rt..• ei4ity (Feder-a!, State or- loeal) w4h wA*iss of a of the .9onses efmmerated-iit ram,e not 3 yee'lr period rjir@E e l+g tr'aS Gewfaet aric t,-.,.,saet;.,.,(Fe do,-.,1 Stateor-1.,...,1)re ,,,;,,.,red fea+tse of.def.,,,l+ 6.23.1 The undersigned(authorized official signing on behalf of the Contractor)certifies to the best of his or her knowledge and belief that the Contractor, its current officers and directors; 6.23.1.1 are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from being awarded any contract or grant by any United States Department or Agency or any state, or local jurisdiction; 6.23.1.2 have not within three(3)year period preceding this Contract; 6.23.1.2.1 been convicted of fraud or any criminal offense in connection with obtaining, attempting to obtain, or as the result of performing a government entity (Federal, State or local) transaction or contract; and 6.23.1.2.2 been convicted of violation of any Federal or State antitrust statues or conviction for embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property regarding a government entity transaction or contract; and 6.23.1.2.3 are not presently indicted or criminally charged by a government entity (Federal, State or local) with commission of any criminal offenses in connection with obtaining, attempting to obtain, or as the result of performing a government entity public (Federal, State or local) transaction or contract; and are not presently facing any civil charges from any governmental entity regarding obtaining, attempting to obtain, or from performing any governmental entity contract or other transaction; and have not within a three (3) year period preceding this Contract had any public transaction (Federal, State or local)terminated for cause or default. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 6.23.1.3 If any of the above circumstances described in the paragraph are applicable to the entity submitting a bid for this requirement,include with your bid an explanation of the matter including any final resolution. 6.23.2 The Contractor shall include, without modification, this clause in all lower tier covered transactions (i.e. transactions with subcontractors) and in all solicitations for lower tier covered transactions related to this Contract. 6.24 VERIFICATION REGARDING COMPLIANCE WITH ARIZONA REVISED STATUTES §41- 4401 AND FEDERAL IMMIGRATION LAWS AND REGULATIONS: 6.24.1 By entering into the Contract, the Contractor warrants compliance with the Immigration and Nationality Act (INA using e-verify) and all other federal immigration laws and regulations related to the immigration status of its employees and A.R.S. §23-214(A). The contractor shall obtain statements from its subcontractors certifying compliance and shall furnish the statements to the Procurement Officer upon request. These warranties shall remain in effect through the term of the Contract. The Contractor and its subcontractors shall also maintain Employment Eligibility Verification forms (I-9) as required by the Immigration Reform and Control Act of 1986, as amended from time to time, for all employees performing work under the Contract and verify employee compliance using the E-verify system and shall keep a record of the verification for the duration of the employee's employment or at least three years, whichever is longer. I-9 forms are available for download at USCIS.GOV. 6.24.2 The County retains the legal right to inspect contractor and subcontractor employee documents performing work under this Contract to verify compliance with paragraph 6.24.1 of this Section. Contractor and subcontractor shall be given reasonable notice of the County's intent to inspect and shall make the documents available at the time and date specified. Should the County suspect or find that the Contractor or any of its subcontractors are not in compliance, the County will consider this a material breach of the contract and may pursue any and all remedies allowed by law, including, but not limited to: suspension of work, termination of the Contract for default, and suspension and/or debarment of the Contractor. All costs necessary to verify compliance are the responsibility of the Contractor. 6.25 INFLUENCE As prescribed in"�r�02 MCl-1203 of the Maricopa County Procurement Code, any effort to influence an employee or agent to breach the Maricopa County Ethical Code of Conduct or any ethical conduct may be grounds for Disbarment or Suspension under MCI-902. An attempt to influence includes,but is not limited to: 6.25.1 A Person offering or providing a gratuity, gift, tip, present, donation, money, entertainment or educational passes or tickets, or any type valuable contribution or subsidy, 6.25.2 That is offered or given with the intent to influence a decision, obtain a contract, garner favorable treatment,or gain favorable consideration of any kind. If a Person attempts to influence any employee or agent of Maricopa County, the Chief Procurement Officer, or his designee, reserves the right to seek any remedy provided by the Maricopa County Procurement Code,any remedy in equity or in the law,or any remedy provided by this contract. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 6.26 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS. 6.26.1 The Parties agree that this Contract and employees working on this Contract will be subject to the whistleblower rights and remedies in the pilot program on contractor employee whistleblower protections established at 41 U.S.C. §4712 by section 828 of the National Defense Authorization Act for Fiscal Year 2013 (Pub. L. 112-239) and section 3.908 of the Federal Acquisition Regulation; 6.26.2 Contractor shall inform its employees in writing, in the predominant language of the workforce, of employee whistleblower rights and protections under 41 U.S.C. §4712, as described in section 3.908 of the Federal Acquisition Regulation.Documentation of such employee notification must be kept on file by Contractor and copies provided to County upon request. 6.26.3 Contractor shall insert the substance of this clause, including this paragraph (c), in all subcontracts over the simplified acquisition threshold($150,000 as of September 2013). 6.27 UNIFORM ADMINISTRATIVE REQUIREMENTS By entering into this Contract the Contractor agrees to comply with all applicable provisions of Title 2,Subtitle A,Chapter II, PART 200—UNIFORM ADMINISTRATIVE REQUIREMENTS, COST PRINCIPLES,AND AUDIT REQUIREMENTS FOR FEDERAL AWARDS contained in Title 2 C.F.R. §200 et seq. 6.28 ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR OTHER REVIEW: 6.28.1 In accordance with section MCI 371 of the Maricopa County Procurement Code the Contractor agrees to retain all books, records, accounts, statements, reports, files, and other records and back-up documentation relevant to this Contract for six(6) years after final payment or until after the resolution of any audit questions which could be more than six (6) years, whichever is latest. The County, Federal or State auditors and any other persons duly authorized by the Department shall have full access to,and the right to examine,copy and make use of,any and all said materials. 6.28.2 If the Contractor's books,records , accounts, statements,reports, files, and other records and back-up documentation relevant to this Contract are not sufficient to support and document that requested services were provided,the Contractor shall reimburse Maricopa County for the services not so adequately supported and documented. 6.28.3 If at any time it is determined by the County that a cost for which payment has been made is a disallowed cost,the County shall notify the Contractor in writing of the disallowance. The course of action to address the disallowance shall be at sole discretion of the County, and may include either an adjustment to future invoices, request for credit, request for a check or deduction from current billings Submitted by the Contractor by the amount of the disallowance, or to require reimbursement forthwith of the disallowed amount by the Contractor by issuing a check payable to Maricopa County. 6.29 AUDIT DISALLOWANCES: If at any time, County determines that a cost for which payment has been made is a disallowed cost, such as overpayment, County shall notify the Contractor in writing of the disallowance. County shall also state the means of correction, which may be but shall not be limited to adjustment of any future claim submitted by the Contractor by the amount of the disallowance, or to require repayment of the disallowed amount by the Contractor. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 6.30 OFFSET FOR DAMAGES; In addition to all other remedies at Law or Equity,the County may offset from any money due to the Contractor any amounts Contractor owes to the County for damages resulting from breach or deficiencies in performance of the contract. 6.31 PUBLIC RECORDS: Under Arizona law, all Offers submitted and opened are public records and must be retained by the Records Manager at the Office of Procurement Services. Offers shall be open to public inspection and copying after Contract award and execution, except for such Offers or sections thereof determined to contain proprietary or confidential information. by the Office of Procurement Services. If an Offeror believes that information in its Offer or any resulting Contract should not be released in response to a public record request under Arizona law,the Offeror shall indicate the specific information deemed confidential or proprietary and submit a statement with its offer detailing the reasons that the information should not be disclosed. Such reasons shall include the specific harm or prejudice which may arise from disclosure. The Records Manager of the Office of Procurement Services shall determine whether the identified information is confidential pursuant to the Maricopa County Procurement Code. 6.32 PRICES: Pricing will be compliant with the Pricing Commitments as described in the Administration Agreement dated as of January 12, 2017 by and between U.S. Communities Government Purchasing Alliance and Contractor. 6.33 INTEGRATION: This Contract represents the entire and integrated agreement between the parties and supersedes all prior negotiations,proposals, communications,understandings,representations, or agreements, whether oral or written,express or implied. 6.34 RELATIONSHIPS: 6.34.1 In the performance of the services described herein,the Contractor shall act solely as an independent contractor, and nothing herein or implied herein shall at any time be construed as to create the relationship of employer and employee, co- employee, partnership, principal and agent, or joint venture between the County and the Contractor. 6.34.2 The County reserves the right of final approval on proposed staff for all Task Orders. Also, upon request by the County, the Contractor will be required to remove any employees working on County projects and substitute personnel based on the discretion of the County within two business days, unless previously approved by the County. 6.35 GOVERNING LAW: This Contract shall be governed by the laws of the state of Arizona. Venue for any actions or lawsuits involving this Contract will be in Maricopa County Superior Court or in the United States District Court for the District of Arizona,sitting in Phoenix,Arizona DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 6.36 ORDER OF PRECEDENCE: In the event of a conflict in the provisions of this Contract and Contractor's license agreement, if applicable,the terms of this Contract shall prevail. 6.37 ORDERING AUTHORITY: Any request for purchase shall be accompanied by a valid purchase order, issued by Office of Procurement Services,a Purchase Order issued by the using Department or direction by a Certified Agency Procurement Aid(CAPA)with a Purchase Card for payment. 6.38 NO MINIMUM OR MAXIMUM PURCHASE OBLIGATION: 6.38.1 This Contract does not guarantee any minimum or maximum purchases will be made. Orders will only be placed under this Contract when the County identifies a need and proper authorization and documentation have been approved. 6.38.2 Contractors agree to accept verbal notification of cancellation of Purchase Orders from the County Procurement Officer with written notification to follow. Contractor specifically acknowledges to be bound by this cancellation policy. 6.39 PURCHASE ORDERS: County reserves the right to cancel Purchase Orders within a reasonable period of time after issuance. Should a Purchase Order be canceled, the County agrees to reimburse the Contractor for actual and documentable costs incurred by the Contractor in response to the cancellation. The County will not reimburse the Contractor for any costs incurred after receipt of County notice of cancellation, or for lost profits, shipment of product prior to issuance of Purchase Order,etc. 6.40 CONFIDENTIAL INFORMATION: Any information obtained in the course of performing this Contract may include information that is proprietary or confidential to the County. This provision establishes the Contractor's obligation regarding such information. The Contractor shall establish and maintain procedures and controls that are adequate to assure that no information contained in its records and/or obtained from the County or from others in carrying out its functions (services) under the Contract shall be used by or disclosed by it, its agents, officers, or employees, except as required to efficiently perform duties under the Contract.The Contractor's procedures and controls at a minimum must be the same procedures and controls it uses to protect its own proprietary or confidential information.If,at any time during the duration of the Contract,the County determines that the procedures and controls in place are not adequate,the Contractor shall institute any new and/or additional measures requested by the County within fifteen(15)calendar days of the written request to do so. Any requests to the Contractor for County proprietary or confidential information shall be referred to the County for review and approval,prior to any dissemination. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 6.41 INCORPORATION OF DOCUMENTS: The following are to be attached to and made part of this Contract: 6.41.1 Exhibit A,Pricing; 6.41.2 Exhibit B,Scope of Work; 6.41.3 Exhibit C Facilities Management Requirements NOTICES: All notices given pursuant to the terms of this Contract shall be addressed to: For County: Maricopa County Office of Procurement Services ATTN:Contract Administration 320 West Lincoln Street 160 South 4'Avenue Phoenix,Arizona 85003-2494 For Contractor: with a copy to: HD Supply Facilities Maintenance,Ltd. HD Supply Facilities Maintenance,Ltd. PO Box 509055 34001100 Cumberland Blvd,c,�00 San Diego,CA 92150-9055 Atlanta,GA 30339 Attn:Contracts Department Attn:Legal DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP IN W]TNESS WHERE OF, this Contract is exocuted on the date set forth above. CONTRACTOR T a AUTHOKI F17 SIGNATURE Robin 5oehl, VP, Information lntogrity& Compliance PRINTED NAME AND TITLE 101 Riverview Parkway, Santee,CA 92071 ADDRESS DATE 1VMA,R,ICOPA COUNTY IK241-1 / >1 JAN 17 70'a CHAIRMAN, BOARD OF SUPS VISORS DATE .ATTESTED: CLEKK OF THE BOARD UlUtj DATE APPROVED AS TO MRM- l4?ft,&A,M rR, / 2— 1 DEPUTY COUNTY ATTORNEY PATE DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP EXHIBIT B SCOPE OF WORK CONTRACT FOR MAINTENANCE,REPAIR,OPERATING SUPPLIES,INDUSTRIAL SUPPLIES,AND RELATED PRODUCTS AND SERVICES(U.S.Communities) 1.0 INTENT: The Contractor shall have a strong national presence for a vast array of supplies and equipment necessary for maintenance and repair in residential,commercial and industrial environments for use by various public entities nationwide. Other governmental entities under agreement with the County may have access to services provided hereunder. The County reserves the right to award in whole or in part, by item or group of items, by section or geographic area,or make multiple awards,where such action serves the County's best interest. The County reserves the right to add additional contractors, at the County's sole discretion,in cases where the currently listed contractors are of an insufficient number or skill-set to satisfy the County's needs or to ensure adequate competition on any project or task order work. 1.1 INTRODUCTION,BACKGROUND AND INTENT: MASTER AGREEMENT Maricopa County, AZ (herein "Lead Public Agency" on behalf of itself and all states, local governments, school districts, and higher education institutions in the United States of America, and other government agencies and nonprofit organizations (herein "Participating Public Agencies")is soliciting proposals from qualified suppliers to enter into a Master Agreement for a complete line of Maintenance,Repair and Operating(MRO) Supplies and Industrial Supplies in a Retail and Wholesale environment; and Related Products and Services (herein "Products and Services"). 1.2 GENERAL DEFINITION OF PRODUCTS AND/OR SERVICES Contractors are to have the broadest possible selection of MAINTENANCE, REPAIR, OPERATING SUPPLIES AND RELATED PRODUCTS AND SERVICES they offer. The intent of this contract is to provide Participating Public Agencies with a comprehensive offering of products and services to meet their various needs. 1.2.1 Maintenance,Repair,Operating(MRO)Supplies and Related Services(Installation, Repair and Renovation)—A complete and comprehensive offering of wholesale and/or retail MRO supplies such as appliances, building materials, hardware, HVAC, kitchen and bath cabinets, janitorial supplies, landscaping equipment and supplies, motors, pumps, paints and coatings, plumbing, pool chemicals and supplies, hand-held general purpose tools, power tools, flooring, window coverings, and any other miscellaneous MRO supplies offered by Supplier. In addition, a complete range of services available through the Supplier such as, but not limited to, installation, renovation services, repair services, training services and any other related services offered by Supplier. 1.2.2 Related Products and Services (Including Installation, Repair and Renovation Services) — A complete range of related products and services offered by Supplier including,but not limited to,installation,repair and renovation services for replacements, upgrades, and remodeling in the residential, commercial and industrial environments relating to any of the following (non-inclusive): roofing, gutters, downspouts, HVAC, plumbing, electrical, exterior decks, patios and porches, exterior siding, windows and DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP doors, interior and exterior painting, weatherization, ADA improvements, hose fabrication, hydraulic repairs, gearbox repairs, conveyor system repairs, vulcanizing, rubber fabrication, and any other types of residential, commercial and industrial environments. 2.0 SCOPE OF WORK: 2.1 MAINTENANCE, REPAIR, OPERATING SUPPLIES (MRO) AND RELATED SERVICES (INSTALLATION,REPAIR AND RENOVATION): Provide a complete and comprehensive offering of Wholesale and/or Retail MRO supplies such as appliances, building materials, hardware, HVAC, kitchen and bath cabinets, janitorial supplies, landscaping equipment and supplies, motors, pumps, paints and coatings, plumbing, pool chemicals and supplies,hand-held general purpose tools,power tools,flooring,window coverings, and any other miscellaneous MRO supplies offered by Supplier. In addition,a complete range of services available through the Supplier such as,but not limited to, installation, renovation services, repair services, training services and any other related services offered by Supplier. 2.2 RELATED PRODUCTS AND SERVICES (INSTALLATION, REPAIR AND RENOVATION SERVICES): 2.2.1 Any related products offered by Supplier. 2.2.2 Services may also include replacements,upgrades,remodeling; and product, turnkey and major category installations. 2.2.3 Services performed shall be non-structural in nature. 2.2.4 Products used in performing these services shall be procured under the awarded contract, at contract prices. 2.2.5 These services may be required in the residential and commercial environments and may be any of the following(non-inclusive): 2.2.5.1 Roofing,Gutters,Downspouts 2.2.5.2 HVAC 2.2.5.3 Plumbing 2.2.5.4 Electrical 2.2.5.5 Exterior decks,patios and porches 2.2.5.6 Exterior Siding 2.2.5.7 Windows,Doors 2.2.5.8 Interior/Exterior Painting 2.2.5.9 Weatherization—Storm Windows/Doors,Insulation,Weather Stripping 2.2.5.10 ADA Improvements 2.2.6 Services: 2.2.6.1 As part of your Proposal response, detail your finn's program in offering services including: 2.2.6.2 Providing and managing qualified contractors 2.2.6.3 Budget management in keeping projects on budget 2.2.6.4 Project management services in design, planning, organizing, scheduling and managing all stages of a project. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 2.2.7 Service Providers(Labor): 2.2.7.1 Contractor shall serve as the single point of contact between Participating Public Agencies and Service Providers. 2.2.7.2 Contractor shall verify that all Service Providers are fully licensed for the type of work being performed in the respective state(s). 2.2.7.3 Contractor shall verify each Service Provider maintains at a minimum,the levels of insurance specified under in draft contract. 2.2.7.4 Contractor shall perform a background screen of all Service Providers consisting of(at a minimum): 2.2.7.4.1 National Employee Database 2.2.7.4.2 SSN Verification 2.2.7.4.3 National Criminal Database Check 2.2.7.4.4 Two County Search 2.2.7.4.5 Sex Offender Search 2.2.7.4.6 Annual Review(National Criminal Database) 2.2.7.4.7 Two(2)Year Complete Re-Screen and Renewal 2.2.7.4.8 Financial Background 2.2.7.5 All Service Provider employees shall wear a Service Provider's issued picture identification badge at all times. 2.3 PRODUCT CATEGORIES: This Solicitation is to establish a nationwide purchasing agreement for the acquisition of the following products. The category descriptive examples below are not to be considered restrictive, but rather,provide a general,non-inclusive,description of the category. These are standard use in the residential, commercial, and industrial environments. Your firm may not have the ability to provide all categories. All products offered shall be new,unused and of the latest design and technology. The intent is for each Proposer to submit their complete product line so that Participating Public Agencies may order a wide array of product as appropriate for their needs. You may subcontract items your firm does not supply. 2.3.1 CATEGORY 1: APPLIANCES Large appliances:refrigerators,washers,dryers,dishwashing machines, stoves, cooktops, range hoods and ovens; TVs, DVR's, small appliances: mixers, toasters, microwave ovens, food processors, disposals, trash compactors, and all ancillary supplies, tools, and components. 2.3.2 CATEGORY 2: BUILDING MATERIALS Lumber(dimensional and timber),millwork, roofing, siding, plywood, paneling, hardwood, trim, molding, fencing, decking, gates, brick, block, doors, windows, bagged goods (concrete, mortar, sand, or asphalt), drywall, rebar, acoustical tiles, rain gutters, garage door openers,insulation,and all ancillary supplies,tools,and components. 2.3.3 CATEGORY 3: HARDWARE Fasteners (nuts/bolts, screws, washers, rivets, nails), builders hardware (hinges,gate hardware,barrel bolts/hasps,comer braces, shelf brackets, closet hardware, springs),threaded rod/steel shapes, anchors,padlocks, lock sets, wheels, casters, ball bearings, rope, chain, metal stock, dry cell batteries, fire extinguishers, signs, cabinet hardware, mail boxes, safes, drop boxes, weatherization products, and all ancillary supplies, tools,and components. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 2.3.4 CATEGORY 4: HEATING,VENTILATION,AND AIR CONDITIONING(HVAC) Equipment,package units,evaporative coolers,tools,parts,ducting,air filtration,thermostats,portable and fixed heaters,fans,and all ancillary supplies,tools,and components. 2.3.5 CATEGORY 5: KITCHEN AND BATH CABINETS Kitchen cabinets, bath vanities, countertops, medicine cabinets, mirrors,and all ancillary supplies,tools,and components. 2.3.6 CATEGORY 6: JANITORIAL SUPPLIES Cleaners, soaps, waxes, strippers, polishes, vacuums, brooms, mops, buckets,gloves,carts,paper goods,and all ancillary supplies,tools,and components. 2.3.7 CATEGORY 7: LANDSCAPING EQUIPMENT AND SUPPLIES Lawn and landscape equipment (gasoline and electric), shovels, rakes, axes,hoes, hoses, nozzles, insect control, herbicides, fertilizers, plants, trees, sprinkler/irrigation equipment and supplies and all ancillary supplies,tools,an components. 2.3.8 CATEGORY 8: MOTORS/PUMPS Fractional and full horse, starters, pulleys, belts, fans, motor controls, and all ancillary supplies,tools,and components. 2.3.9 CATEGORY 9: PAINTS AND COATINGS All types of paints and coatings,wall paper,caulking, spray equipment, aerosol paints, pressure washers, sand blasters, finishes, abrasives, epoxy, cleaners, drywall supplies, tarps, compounds, adhesives, accessories,and all ancillary supplies,tools,and components. 2.3.10 CATEGORY 10:PLUMBING Equipment,parts,piping and fittings,water heaters,furnaces,disposals, pneumatic piping, filters, commodes, sinks, bathtubs, showers, shower doors, faucets, water conditioning equipment, water dispensing equipment,salt,and all ancillary supplies,tools,and components. 2.3.11 CATEGORY 11:POOL SUPPLIES Pool chemicals, tools, timers, pump/motor units, vacuum equipment, patio furniture,parts,and all ancillary supplies,tools,and components. 2.3.12 CATEGORY 12:TOOLS,HAND-HELD GENERAL PURPOSE Hand-held (electric, battery, or pneumatic operated), including accessories, automotive type tools, welding equipment, testing and measuring tools, carts and hand trucks, work benches, tool cabinets, ladders,and all ancillary supplies and components. 2.3.13 CATEGORY 13:TOOLS,POWER TYPE Electric or gas operated,mobile or stationary,bench or floor mounted, including accessories,and all ancillary supplies and components. 2.3.14 CATEGORY 14:FLOORING AND WINDOW COVERINGS All flooring, including but not limited to,vinyl plank, VCT, vinyl tile, ceramic tile, hardwood, carpet tile, carpet and cove base; blinds, shades,screens,window glass,mirrors,parts,and all ancillary supplies, tools,and components. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 2.3.15 CATEGORY 15:HOSPITALITY Guest room supplies and appliances, personal care amenities, telephones,bed and bath linens,housekeeping cleaning supplies,public restroom supplies, carts, banquet and conference room supplies, guest room and suite furniture, fixtures, and equipment, pool and patio equipment,and other hospitality supplies. 2.3.16 CATEGORY 16:WATER AND WASTE WATER TREATMENT Aeration, chart and data recorders, chemical feed, collection systems, flow metering, gauges, grounds maintenance, hose, hydrants, lab chemicals, equipment, and testing, location and leak detection, level and pressure, pipe, plugs, process analysis, pumps, sampling equipment,storm water,tanks,tools,valves,and water treatment. 2.3.17 CATEGORY 17:MISCELLANEOUS Including, but not limited to: shelving (metal or wood composite), safety and emergency equipment, first aid supplies, conditioning salt, scaffolding (purchased), packaging supplies, communication supplies, electrical supplies, lighting supplies, office products, and property management products. 2.3.18 CATEGORY 18:IN STORE SERVICES Including, but not limited to: glass cutting, pipe threading, planning services (flooring and cabinet), verbal technical advice, special orders, rental equipment,etc. 2.4 PRODUCT ORDERING: 2.4.1 Contractors complete product line (Wholesale or Retail) shall be available for internet ordering 24/7. 2.4.2 Products may be ordered by any of the following methods: Internet Will Call(Phone or FAX order) 2.5 PRODUCT PRICING: 0 bee- allowed 2.5.1 Discounts by product subcategory are set forth in Exhibit A - Pricing. Percentages are applied to the then-current list price. All customers will be guaranteed our published list price, minus the category discount in Exhibit A - Pricing; however, certain products requiring special processing, such as design services, may be subject to tiered pricing based on volume. 2.5.2 List price on all stocked items shall remain fixed from approximately March to March of each year. Stocked items are all items in the catalog or on the website as "next day delivery" (excluding refrigerant products and other mutually agreed upon items). New pricing for each year will be published during March of each year. 2.5.3 List price on all non-stocked items,which are items not identified in the catalog or on the website as "next day delivery", may be adjusted at any time without notice. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP The discount percentages will remain fixed for the duration of the Contract and will be applied to the list price in effect at the time of sale. 2.5.4 Discount percentages will not apply to Special Orders, Promotional Items, Renovations, Installations or Contract Priced Items. The list price may be accessed by logging in to https://hdsupplysolutions.com/or through the Easy Order App. Due to the uncertain impact of tariffs referenced in httt)s://ustr.gov,pricing of stocked items may be adjusted from time to time. Any changes will be provided to County for review and approval not less than ten(10)business days prior to implementation.Any changes rejected by County in writing prior to implementation shall not be implemented,and Contractor shall have the option to make such stocked items unavailable. Failure to reject any changes prior to implementation as provide above shall be deemed express approval by County of such changes. 2.6 ON-LINE CATALOG DISCOUNT PRICING: Presently, the capability exists to access an on-line catalog reflecting contract pricing of all products. 2.7 RELATED PRODUCTS AND SERVICES (INSTALLATION, REPAIR AND RENOVATION SERVICES)PRICING: 2.7.1 All Participating Public Agencies shall receive a detailed written quotation for all services to be performed,and product(s)to be provided. 2.7.2 All quotations shall be for a"not to exceed"amount. 2.7.3 As an audit tool, the Contractor(s) shall provide a copy of the most current R.S. Means Bare Cost Data (including any city cost index adjustment) pertaining to all written quotations. 2.8 SALES REPORTING: Describe your firm's ability to provide detailed management reporting by Participating Public Agency. Identify the level(s) (Agency, Division, Department, Individual) of reporting detail available in the following categories: 2.8.1 Sales Dollars 2.8.2 Sales histories by manufacturer,item description,part number,quantity,NIGP codes 2.8.3 Procurement card(MasterCard or Visa brand) 2.9 BRAND NAMES: The County reserves the right to request samples to determine quality and acceptability of materials bid by Contractor. In some cases, brand names have been listed in order to define the desired quality and are not intended to be restrictive or to limit competition. Materials substantially equivalent to those designated shall qualify for consideration. 2.10 DELIVERY,FREIGHT REQUIREMENTS: 2.10.1 All domestic ground shipments shall be FOB Destination, Freight Prepaid and Included. Any handling fees shall also be included in the pricing. 2.10.2 Should a Participating Public Agency determine that rush shipping or other alternate shipping is required, it shall notify the Contractor. The Contractor shall determine any additional costs associated with such delivery terms and communicate that cost to the Participating Public Agency. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 2.10.3 The Proposer shall retain control for carrier selection and payment of freight charges of all goods until received by the requesting Participating Public Agency and the contract coverage completed. The Proposer shall also file all claims for visible or concealed damage. The Participating Public Agency will notify the Proposer of any damaged goods and shall assist the Proposer in arranging for inspection of the goods. 2.10.4 Any requests for local delivery of orders placed at local stores shall be subject to local delivery fees,if applicable. 2.10.5 Shipping and handling fees are allowable to destinations outside the continental U.S. 2.10.6 A packing list or other suitable shipping document shall accompany each shipment and shall include the following: 2.10.6.1 Contract Serial number 2.10.6.2 Contractor's name and address 2.10.6.3 Participating Public Agency's name and address 2.10.6.4 Participating Public Agency's purchase order number 2.10.6.5 A description of product(s) shipped, including item number(s), quantity(ies), as applicable 3.0 PROCUREMENT REQUIREMENTS: 3.1 SHIPPING TERMS: Bid price(s)and terms shall be F.O.B.Destination at ordering Agencies locations. 3.2 OPERATING MANUALS(If required): Upon delivery, Contractor shall provide comprehensive operational manuals, service manuals and schematic diagrams,if required by the Using Agency. 3.3 INSTALLATION:(If required): The Contractor's price shall include delivery and installation of all equipment in a complete operating condition. 3.4 ACCEPTANCE:(If required): Upon delivery and successful installation, the material(s) shall be deemed accepted and the warranty period shall begin. All documentation shall be completed prior to final acceptance. 3.5 CONTRACTOR EMPLOYEE MANAGEMENT: 3.5.1 Contractor shall endeavor to maintain the personnel proposed in their offer throughout the implementation of the Solution. In the event that Contractor personnel's employment status changes, Contractor shall provide County a list of proposed candidates with equivalent experience with the Solution. County reserves the right to assist in the selection of the replacement candidate. Under no circumstances is it acceptable for the implementation schedule to be impacted by a personnel change on the part of the Contractor. 3.5.2 Contractor shall not reassign any provided personnel without the express consent of the County. 3.5.3 County reserves the right to immediately remove from its premises any Contractor personnel it determines is a risk to County operations. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 3.5.4 County reserves the right to request the replacement of Contractor personnel at any time, for any reason. 3.6 TRAINING: The Contractor shall provide a minimum of TBD (hours or days) to completely train County personnel in the use and care of the equipment. All training is to take place on-site at Maricopa County. 3.7 WARRANTY: 3.7.1 All items furnished under this Contract shall conform to the requirements of this Contract. 3.7.2 The warranty period for workmanship shall be for an initial period of twelve(12)months and commence upon prompt acceptance by County. 3.7.2.1 The Contractor shall indicate on the Price Sheet the duration of the warranty and any applicable limitations or conditions which may apply. 3.7.2.2 The Contractor agrees that he will, at his own expense, provide all labor and parts required to remove, repair or replace, and reinstall any such defective workmanship which becomes or is found to be defective during the term of this warranty. 3.7.2.3 Notwithstanding the foregoing, with respect to materials provided hereunder, Contractor is a reseller of goods only,and as such does not provide any warranty for the goods it supplies hereunder. Notwithstanding this as-is limitation, Contractor shall pass through to County any transferrable manufacturer's standard warranties with respect to goods purchased hereunder. COUNTY AND PERSONS CLAIMING THROUGH COUNTY SHALL SEEK RECOURSE EXCLUSIVELY FROM MANUFACTURERS IN CONNECTION WITH ANY DEFECTS IN OR FAILURES OF GOODS, AND THIS SHALL BE THE EXCLUSIVE RECOURSE OF COUNTY AND PERSONS CLAIMING THROUGH COUNTY FOR DEFECTIVE GOODS, WHETHER THE CLAIM OF COUNTY OR THE PERSON CLAIMING THROUGH COUNTY SHALL SOUND IN CONTRACT, TORT, STRICT LIABILITY, PURSUANT TO STATUTE, OR FOR NEGLIGENCE. COUNTY SHALL PASS THESE TERMS TO SUBSEQUENT BUYERS AND USERS OF GOODS. CONTRACTOR EXCLUDES AND DISCLAIMS ALL OTHER EXPRESS AND IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CONTRACTOR ASSUMES NO RESPONSIBILITY WHATSOEVER FOR CONTRACTOR'S INTERPRETATION OF PLANS OR SPECIFICATIONS PROVIDED BY COUNTY, AND COUNTY'S ACCEPTANCE AND USE OF GOODS SUPPLIED HEREUNDER SHALL BE PREMISED ON FINAL APPROVAL BY COUNTY OR BY COUNTY'S RELIANCE ON ARCHITECTS, ENGINEERS, OR OTHER THIRD PARTIES RATHER THAN ON CONTRACTOR'S INTERPRETATION, TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW. IN NO EVENT, WHETHER IN CONTRACT, WARRANTY, INDEMNITY, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING DIRECTLY OR INDIRECTLY OUT OF THE PERFORMANCE OR BREACH OF THESE TERMS, SHALL CONTRACTOR BE LIABLE FOR (a) ANY INCIDENTAL, INDIRECT, PUNITIVE, SPECIAL, COINCIDENTAL OR SIMILAR DAMAGES SUCH AS LOSS OF USE, LOST PROFITS,ATTORNEY'S FEES OR DELAYED DAMAGES,EVEN IF SUCH DAMAGES WERE FORESEEABLE OR CAUSED BY DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP CONTRACTOR'S BREACH OF THIS AGREEMENT, (b) ANY CLAIM THAT PROPERLY IS A CLAIM AGAINST THE MANUFACTURER,OR(c) ANY AMOUNT EXCEEDING THE AMOUNT PAID TO CONTRACTOR FOR GOODS FURNISHED TO COUNTY WHICH ARE THE SUBJECT OF SUCH CLAIM(S). ALL CLAIMS MUST BE BROUGHT WITHIN ONE YEAR OF ACCRUAL OF A CAUSE ACTION. 3.8 USAGE REPORT: The Contractor shall furnish the County a usage report upon request delineating the acquisition activity governed by the Contract. The format of the report shall be approved by the County and shall disclose the quantity and dollar value of each contract item by individual unit. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 16154 EXHIBIT G F n C H rTI c MANAGEMENT n E Q rrn E ENT- 1 n 14OURS OF SERN 4P z.i REGULAR unrrnc e be#weei4 6.00 AM ai4 6.00 n>\a >\a,.,4da +1 -o gh Friday, Gefft y 11 Lida s 1 2 AFTER 14OURS;s after-6:00 PN4 and rfio-+„ 6:00 n>\4 M,,,,day Offotig >~,-:da, 1.4 unrdl r n VQ a ('e o fft y Holidays(Coo(''.,,,.,+.,holiday sehedt le.,++.,..r,..epA) i.5 Sen4ees shall be ai,ailable24 liews per-day,7 days per-wee-k,�65 days per-year -1.6 Gop aetor- s4all pr-A;,idy 24 44pi;pq per-day, 7 days per-wee-k, 46� days per-5,ea,-telep4oae aeeess, 2.0 RESPONSE TIMES-. 2.i DwiRg REQ rr n n HOURS,c AFTER unrrnc WEEKEND unr rn n ys C;E)PAFaCt9rs4all site w4hi+i�wo (2)liettfs E)f r-eeeipt of a seFviee r-e"est r-ega-Fdless of t44e time E)f day,WEEKEND unr - n TUro runnG • �.i N4C;SQ J=ake Aid c s(Apaehe�e# BlRe PoiPA, Pffidgtiar-o) Gofft+y off ees loeaced 41 Btie-keye, AZ 4.0 rnrrTn nrTnn n> nrrrn> \a> rrTc• DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 4.4 All employees of the Coi4metor-shall wear-a eompany thq4foFm idei4ified with the compaily name 4.4.2 Vest 4.4. the Cei+tfaeter, site.,11 .dob fis ..-,a4e fiats aR d o epA., i4e d w4h+ho.t ofk pe-F,-Rw.d 5.0 RTT7T� CSl7EGURiTV(KEYS • Keys maybe aeqHi+ed b�- 1.,..at4o.,s+h.,++he set o, Leys o .,o.d w44 +ho eost d.eiRg 1..,Rw by the r.,.,+,-.,.for .dice-et4o+, of FN4P � r-e4t+R all badges a*d-keys to FMP. 6.0 SnT.7nr_R: 7.0 TNVOIGES AND PAYMENT-Si rrnr NTe n n v n u r>~4, r n rr >\4 n n rrnn n ri nn 1 if gees ea^^bee-mailed, U.S. Mailzs A,,-;zo+i, 8500� -ram mpairy+iamc-address-2inre9pAaetva 7 Go Roy hill to., .d +.&6* to-; F,-..�,at4o., -,z � me-a�e��� ee�,s�� DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 7 Z R„;l.diag Name a*d R„;l.di+ig N,..b-ff 7.9 lies..,-;,-t4o+, of Dtwehase(sef ; e-F,-..e d) 7.10 Labor--h,-cak do „• rate per-how x Re.of 14ou-s by p „ol type (time R.,.ate- applie(r-ags, elea*er-s, se4,eFAS, gasses, ete.), miseellaReotis paAs (ser-Ows, bolts H+4s, small items ete.), Mise. Shop �ee ehar-ge of iip to $25.00 per-woFk order-to eowr-these�ype of expeffses. A+,,y444i�g beyoi+d+ho$25 limit will be pr-oN;.deal .,++he...,.,+.-.,eto-'s own expe+lse. GONTRAGTOR EN4PJ GYRE R A(''TI(`_DlITTND C;14EC;Ki DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 16154 EXHIBIT C FACILITIES MANAGEMENT REQUIREMENTS Maricopa County Facilities Management operation requirements. 1.0 HOURS OF SERVICE(any fluctuations to these hours will be handled in the Solicitation): 1.1 REGULAR HOURS are between the hours of 6:00 a.m. and 6:00 p.m., Monday through Friday,excluding County holidays. 1.2 AFTER HOURS are between the hours of 6:00 p.m. and prior to 6:00 a.m.,Monday through Friday. 1.3 WEEKENDS are anytime on a Saturday or a Sunday. 1.4 HOLIDAYS are County holidays. 1.5 Services shall be available 24 hours per day,7 days per week,365 days per year. 1.6 The Facilities Management Parts Warehouse is open for deliveries between the hours of 7:00 a.m.to 3:00 p.m.weekdays except for County holidays. 2.0 BEGINNING OF WORK: 2.1 Contractor shall provide 24 hours per day, 7 days per week, 365 days per year telephone access, and respond to a call for services within thirty (30) minutes of receipt via phone or email. 2.2 During REGULAR HOURS, AFTER HOURS, WEEKEND or HOLIDAYS, Contractor shall respond on-site to begin work within four (4) hours of receipt of a service request unless arranged for a later date/time with the County per the work order or notice to proceed. 2.3 The four (4) hour response time shall carryover to the next working day if called into Contractor's office as a non-emergency call after 2:00 p.m. The Contractor will be required to begin work by 8:00 a.m.the following day. 2.4 Contractors shall respond to EMERGENCY requests immediately and report on-site to begin work within two (2) hours service call request regardless of the time of day, WEEKEND or HOLIDAY. 3.0 TRIP CHARGE: One-time trip charges of$50.00 (one per work order) are permitted when Time and Materials work is requested at the following sites ONLY: 3.1 MCSO Lake Aid Stations(Apache,Bartlett,Blue Point,Canyon and Saguaro) 3.2 County offices located in Gila Bend,AZ 3.3 County offices located in Buckeye,AZ 3.4 County offices located in Aguila,AZ 4.0 DEAD END CHARGE: If the Contractor is unable to locate a County representative familiar with the work or is unable to gain access to the work site, the Contractor shall call the County Boiler Room (602-506-3310). The DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP Boiler Room technician will give Contractors further instruction at this time. If the Contractor is delayed or turned away,a$50.00 trip charge shall be authorized by the County. 5.0 CONTRACTOR REQUIREMENTS: 5.1 Contractor shall provide and maintain during the entire period of this contract, all labor, supervision, materials, effort, tools, and equipment sufficient in number, condition and capacity to efficiently perform the work and render the services required by this contract. Contractor shall provide evidence of his ability to furnish equipment and personnel. The Contractor's service truck fleet and/or warehouse shall carry sufficient supply of repair parts and equipment to perform services per Scope of Work presented. 5.2 The Contractor shall perform the work in such a way as to minimize disruption to the normal operation of the County site and building occupants. Upon completion of work,the Contractor is responsible for cleaning and removing from the job site; all debris, materials, and equipment associated with the work performed and County property is restored to the same condition prior to start of the job. Such disturbances may include,but are not limited to: loose dirt, dislocated gravel; removed vegetation; footprints; old asphalt/concrete; etc. Documentation will be performed through an audit and feedback system of contract administration.If an inspection reveals that the Contractor failed to clean up after work has been performed, the County will notify the Contractor of the discrepancy and the Contractor will have twenty-four (24) hours to make the needed correction. Should the Contractor fail to correct noted issues, the County reserves the right to make other arrangements to have the area cleaned and the cost of such work shall be offset from any monies due the Contractor. 5.3 The Contractor shall perform all services in such a manner that does not damage County property. In the event damage occurs to County property,or any adjacent property due to any services performed under this contract, the Contractor shall notify the County representative immediately of damages and replace or repair the same at no cost to the County. If damage caused by the Contractor has to be repaired or replaced by the County, and the cost of such work shall be deducted from the monies due the Contractor. 5.4 Contractor's bidding on this solicitation may visit the sites to determine conditions that would affect prices and work performance.As some sites do have internal restrictions,a site visit may be scheduled if necessary. See GIS link for site directions: httt)s://i!ist)ortal.maricot)a.i!ov/FMD/Facility/Index.html. 5.5 Contractors must have a facility sufficient to support the work contemplated by this contract within fifty(50)miles of 401 W.Jefferson St.,Phoenix AZ 85003. 5.6 The County will inspect vendor facilities prior to award and reserves the right to make award based on the condition and quality of vendor facilities and equipment. 5.7 The Contractor agrees to utilize only experienced, responsible, and capable people in the performance of the work. 5.8 All vehicles used by Contractor shall be clearly identified with the name of the company on each side of the equipment, including personnel transportation vehicles. The letters shall be of such size that they are distinguishable from a reasonable distance. 5.9 All employees of the Contractor shall wear a company uniform identified with the company name consisting of a minimum of one of the following: • Shirt/blouse • Vest • Cap DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 5.10 Only authorized employees of the Contractor are allowed on the premises of Maricopa County. Contractor's employees are NOT to be accompanied in their work area by acquaintances, family members, assistants, or any other person unless said person is an authorized employee of the Contractor. 5.11 All work must comply with EPA,OSHA,and any State,County,or local regulations in effect at each service location. Contractor shall adhere to all regulations, rules, ordinances, and standards set by Federal, State,County,and Municipal governments pertaining to safety on the jobsite. If the Contractor is found not to be in compliance with Federal, State, County, and/or Municipal safety rules, ordinances, policy, procedure, or codes, the County may, in accordance with the"Suspension of Work"clause of the contract,suspend the work without cost to the County until such non-compliant issues are rectified to the satisfaction of the Using Agency.Continued non-compliance may result in termination. 6.0 BUILDING ACCESS: 6.1 The Contractor may be provided access to County Facilities at the discretion of Facilities Management. Keys,badges,or access cards will be provided per the following guidelines: 6.2 Contractor employees may sign out a set of keys (all looped on a single key ring) upon arrival at site, and must turn-in key set after completion of duties unless they are issued a permanent key. 6.3 Permanent keys may be provided to Contractor employees on a case-by-case basis. Should an employee leave the Contractor's work force, Contractor must immediately notify the County and keys,badges,and access cards must be returned to the County. 6.4 The Contractor shall notify the County within twenty-four(24)hours if any keys,badges,or access cards are lost,misplaced,stolen or otherwise not within the Contractor's control. 6.5 Once this Contract is complete, expired, or terminated, the Contractor shall immediately return all keys,badges,or access cards to the County. 6.6 Failure to comply with these requirements may result in the Contractor being assessed the cost of replacing keys or access cards and any associated cost to ensure the security of County facilities including but not limited to,re-keying the ENTIRE building at the expense of the Contractor. 7.0 SALVAGE: Salvage and trade-in rights shall be evaluated on a project-by-project basis by the County and shall be determined prior to incorporation in the Contractor's bid price. Salvageable materials without pre-approved Contractor salvage rights shall be securely stored and are not to be transported off the site without written permission from Maricopa County. If Contractor is given salvage rights, salvageable materials shall be removed daily. On-site storage of Contractor's salvaged materials is not permitted. 8.0 DELIVERY: 8.1 Delivery shall be made to the County no later than 3:00 p.m. on the seventh (7r") calendar day after order is received. 8.2 Exceptions to delivery schedule will be special order items that must be identified to the County. 8.3 Maricopa County reserves the right to obtain material on the open market in the event vendors fail to make delivery and charge any price differential to the vendor. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 8.4 Delivery will be made to the following address: FACILITIES MANAGEMENT DIVISION(FMD)WAREHOUSE 2401 S.28th Dr. Phoenix,AZ 85009 Warehouse Manager: 602-506-1935 Warehouse Specialist: 602-506-1943 Receiving hours: 7:00 a.m.—3:00 p.m. 9.0 FACILITIES MANAGEMENT INVOICES AND PAYMENTS: 9.1 Payment terms shall be calculated based on the date of a properly completed invoice. 9.2 Contractors shall provide the County with invoices no later than fourteen (14)days after all services and delivery of goods are complete and accepted by the County rendered final. 9.3 Invoices should contain all of the following information at a minimum: • Company name,address and contact information • County bill-to name and contact/requestor information • Building name and building number • County purchase order number • Contract or BidSync agreement number • Maximo(Facilities Management)work order number • Invoice number and date • Date of service or delivery(for Project work:use"Completion date") • Description of services performed • Line item description of parts and materials(Time and Materials work) • Line item labor breakdown: arrival and completion time, rate per hour x no. of hours by personnel type(Time&Materials work) • Total amount due with tax amounts separated(Time and Materials work). *On a separate line,clearly indicate the tax rate being applied • Payment Terms as stated in the Contract 9.4 Questions regarding billing or invoicing shall be directed to the email address below. 9.5 Invoices shall be e-mailed to: FMD-ACCOUNTSPAYABLE(a),MAIL.MARICOPA.GOV 9.6 If invoices cannot be e-mailed,send by mail to: Maricopa County Facilities Management—Accounts Payable 401 W.Jefferson St. Phoenix,Arizona 85003 DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP 9.7 Payment shall be made to the Contractor by the Accounts Payable/Finance department through an Electronic Funds Transfer(EFT)process.After Contract Award the Contractor shall complete the Contractor Registration Form located on the County Department of Finance Contractor Registration Web Site(httt)://www.mairicot)a.gov/922Nendors). 9.8 EFT payments to the routing and account numbers designated by the Contractor will include the details on the specific invoices that the payment covers. The Contractor is required to discuss remittance delivery capabilities with their designated financial institution for access to those details. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 SERIAL 16154-RFP HD SUPPLY FACILITIES MAINTENANCE LTD.,PO BOX 509058,SAN DIEGO,CA 92150-9058 PRICING SHEET:NIGP CODE 45041 Terms: 2%10 DAY NET 30 DAYS Vendor Number: VC0000004973 Certificates of Insurance Required Contract Period: To cover the period ending December 31,2424-2026. DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 Exhibit C CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code.An offense under this section is a misdemeanor. jJ Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire.(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information is being disclosed. N/A Name of Officer 4j Describe each employment or other business relationship with the local government officer, or a family member of the officer,as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer. Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form CIO as necessary. A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income, from the vendor? Yes F-1 No B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? Yes F-1 No 5 Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or other business entity with respect to which the local government officer serves as an officer or director,or holds an ownership interest of one percent or more. s ❑ Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1). �p`DocuSignepd.by: 7 �byt r66L 6D83B7E 03/24/2022 BC778456... Signature of vendor doing business with the governmental entity Date Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021 DocuSign Envelope ID:507740B5-9CF4-4CA1-8872-C31297882BE4 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form. Local Government Code§176.001(1-a): "Business relationship"means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code§176.003(a)(2)(A)and(B): (a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than$100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code§ 176.006(a)and (a-1) (a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity, or a family member of the officer,one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B),excluding any gift described by Section 176.003(a-1);or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application,response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity;or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer,described by Subsection(a); (B) that the vendor has given one or more gifts described by Subsection(a);or (C) of a family relationship with a local government officer. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021 3/30/22, 1:05 PM M&C Review Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA Fo Create New From This M&C DATE: 3/29/2022 REFERENCE **M&C 22- LOG NAME: 13PCOOP OP 16154 MRO NO.: 0210 SUPPLIES TD CITY CODE: P TYPE: CONSENT PUBLIC NO HEARING: SUBJECT. (ALL) Authorize Purchase Agreement with HD Supply Facilities Maintenance LTD. in the Amount of$400,000.00 and Authorize Five Consecutive One-Year Renewal Options for the Same Annual Amount for Maintenance, Repair and Operating Supplies for All City Departments Using OMNIA Partners Cooperative Contract No. 16154 RECOMMENDATION: It is recommended that the City Council authorize a purchase agreement with HD Supply Facilities Maintenance LTD. in the amount of$400,000.00 and authorize five consecutive one-year renewal options for the same annual amount for maintenance, repair and operating supplies for all City Departments using OMNIA Partners Cooperative Contract No. 16154. DISCUSSION: This City-wide Agreement will be used by various departments to purchase maintenance, repair and operating supplies. HD Supply Facilities Maintenance LTD provides operating supplies such as appliances, building materials, hardware, heating, ventilation, and air conditioning (HVAC), cabinets, janitorial supplies, landscaping equipment, motors/pumps, paints, power tools, floor/window, coverings, hospitality supplies, and water/waste water treatment supplies. OMNIA Partners Contract No. 16154 had an initial term through December 31, 2021, amended to end through December 31, 2026. The Request for Proposals for OMNIA Partners Contract No. 16154 was published on August 4, 2016, and responses were opened on September 22, 2016. OMNIA Partners contracts offer fixed discounts. Staff reviewed the pricing and determined it to be fair and reasonable. The maximum amount allowed under this agreement citywide will be $400,000.00, however the actual amount used will be based on the need of the department and available budget. This agreement may be renewed for up to five additional one-year terms, in accordance with the terms of the OMNIA Partners Contract. Should OMNIA Partners elect to exercise the renewal option, the City will do the same. State law provides that a local government purchasing an item under a Cooperative Purchasing Agreement satisfies state laws requiring that the local government seek competitive bids for purchase of the item. OMNIA has been competitively bid to increase and simplify the purchasing power of government entities. OMNIA conducted competitive bidding for the contract during August 2016 through Maricopa County, AZ (Request for Proposal 16154-RFP). A M/WBE goal is not assigned when purchasing from an approved purchasing cooperative or public entity. This project will serve ALL COUNCIL DISTRICTS. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the participating department's Operating Funds to support the approval of the above recommendation and execution of the purchase agreement. Prior to any expenditure being incurred, the participating departments have the responsibility to validate the availability of funds. apps.cfwnet.org/counciI_packet/mc_review.asp?ID=29764&counciIdate=3/29/2022 1/2 3/30/22, 1:05 PM M&C Review BQN\\ TO Fund Department Account Project Program Activity Budget Reference # Amount ID ID Year (Chartfield 2) FROM Fund Department Account Project Program Activity Budget Reference # Amount ID I I ID I Year (Chartfield 2) Submitted for City Manager's Office by_ Reginald Zeno (8517) Originating Department Head: Anthony Rousseau (8338) Additional Information Contact: Cynthia Garcia (8285) Taylor Dean (7648) ATTACHMENTS 2022 City of Forth Worth Document Complete 24Feb.pdf (CFW Internal) SAMS HD Supply Facilities Maintenance LTD.pdf (CFW Internal) a pps.cfwnet.o rg/council_packet/mc_review.asp?I D=29764&cou nci Idate=3/29/2022 2/2