RFP PTD16-006 FINAL - City of Phoenix, AZ PTD16-006.pdf · 2.2 LEAN/SIX SIGMA BACKGROUND Originally utilized in the 1970’s by Toyota, “Lean Thinking” or “kaizen” (changing

CITY OF PHOENIX

CITY MANAGER’S OFFICE

REQUEST FOR PROPOSALS

RFP PTD16-006

PROCESS IMPROVEMENT METHODS TRAINING

PROPOSAL DUE DATE:

NOVEMBER 19, 2015 2:00 P.M. MST (LOCAL TIME)

302 NORTH FIRST AVENUE, SUITE 900 PHOENIX, AZ 85003

City of Phoenix Contact: Elizabeth Kellim, Contracts Specialist II

Office: (602) 256-3239 FAX: (602) 495-2002

[email protected]

CITY OF PHOENIX CITY MANAGER’S OFFICE

RFP PTD16-006 – PROCESS IMPROVEMENT METHODS TRAINING

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TABLE OF CONTENTS

SECTION PAGE

1. INTRODUCTION

1.1 Introduction ...................................................................................................... 1 1.2 Contractual Relationship ................................................................................. 1 1.3 Schedule of Events ......................................................................................... 1 1.4 Solicitation Transparency Policy .................................................................... 1 1.5 Definition of Key Terms ................................................................................... 2

2. SCOPE OF WORK

2.1 Overview ......................................................................................................... 4 2.2 Lean/Six Sigma Background ........................................................................... 4 2.3 Intent ............................................................................................................... 5 2.4 General Requirements .................................................................................... 5 2.5 Specific Requirements .................................................................................... 5

3. INSTRUCTIONS TO PROPOSERS

3.1 Inquiries ........................................................................................................... 8 3.2 Proposal Submittal Instructions ....................................................................... 8 3.3 Proposer Responsibility ................................................................................... 9 3.4 Proposal Guidelines. ....................................................................................... 9 3.5 Proposal Format ............................................................................................ 10 3.6 Addenda ........................................................................................................ 11 3.7 Proposer Exceptions ..................................................................................... 11 3.8 Proposer Rights ............................................................................................. 12 3.9 Price Proposal ............................................................................................... 12 3.10 Discounts ....................................................................................................... 12 3.11 City Reservation of Rights ............................................................................. 12 3.12 Late Proposals Not Considered .................................................................... 12 3.13 RFP Inconsistencies or Error ........................................................................ 12 3.14 Proposer Errors or Omissions ....................................................................... 13 3.15 Proposer Incurred Costs ............................................................................... 13 3.16 Modification or Withdrawal of Proposal ......................................................... 13 3.17 Proposer Certification .................................................................................... 13 3.18 City’s Right to Disqualify for Conflict of Interest ............................................ 13 3.19 Covenant Against Contingent Fees ............................................................... 13 3.20 Execution of Agreement ................................................................................ 14



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SECTION PAGE

4. EVALUATION AND AWARD

4.1 Proposal Evaluation, Negotiation and Selection ........................................... 15 4.2 Evaluation Committee ................................................................................... 15 4.3 Evaluation of Competitive Proposals ............................................................. 15 4.4 Protest Procedure ......................................................................................... 18

5. SPECIAL TERMS AND CONDITIONS

5.1 Term of Contract and Option to Extend ......................................................... 20 5.2 Method of Payment and Invoicing ................................................................. 20 5.3 Price .............................................................................................................. 20 5.4 Addition/Deletion of Services ........................................................................ 20 5.5 Unsatisfactory Performance .......................................................................... 21 5.6 Workmanship ................................................................................................ 21 5.7 Indemnification of City Against Liability ......................................................... 21 5.8 Insurance Requirements ............................................................................... 21 5.9 Contractor and Subcontractor Worker Background Screening ..................... 24 5.10 Access Controls, Badge and Key Access Procedures .................................. 26

6. GENERAL TERMS AND CONDITIONS

6.1 Non-waver of Liability .................................................................................... 29 6.2 Contract Oversight ........................................................................................ 29 6.3 Licenses and Permits .................................................................................... 29 6.4 Legal Worker Requirements .......................................................................... 29 6.5 Exclusive Possession .................................................................................... 30 6.6 Work for Hire, Ownership of Intellectual Property Rights .............................. 30 6.7 Damage to City Property ............................................................................... 30 6.8 Contractor Incurred Risks .............................................................................. 30 6.9 Continuity of Services .................................................................................... 30 6.10 Failure to Comply .......................................................................................... 30 6.11 Contract Closeout .......................................................................................... 31

7. SUBMITTAL FORMS

7.1 Price Proposal .............................................................................................. 33 7.2 Certification Form .......................................................................................... 35 7.3 Addenda Certification .................................................................................... 37

ATTACHMENTS Attachment A - Draft Agreement ..................................................................................... 38



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SECTION 1 – INTRODUCTION 1.1 INTRODUCTION

The City of Phoenix City Manager’s Office (CITY) is requesting proposals for citywide Process Improvement Methods Training in accordance with the specifications and provisions contained herein. The CITY does not currently have a specific requirement for a certification or belt minimum and is open to proposals to achieve optimal effectiveness.

1.2 CONTRACTUAL RELATIONSHIP

The information in this RFP is not intended to completely define the proposed contractual relationship to be entered into by the CITY and the successful Proposer. Proposers are advised to read carefully the Draft Contract (Attachment A), to which the successful Proposer will be bound. These contract terms may be amended at the sole discretion of the CITY at any time during the RFP process and/or prior to Contract award.

1.3 SCHEDULE OF EVENTS

The schedule outlines the tentative schedule of major activities of the RFP process. The CITY reserves the right to amend this schedule if necessary.

Date

Event

November 3, 2015

Notice of RFP posted on the CITY’s internet site

November 10, 2015

Last date for submission of written inquiries (5:00 p.m. MST)

November 19, 2015

Proposal package submission deadline (2:00 p.m. MST)

December 7, 2015

Notice of award recommendation

January 1, 2016

Contract start date

1.4 SOLICITATION TRANSPARENCY POLICY

Beginning on the date the RFP is issued and until the date the Contract is awarded or the RFP withdrawn, all persons or entities that respond to this RFP (PTD16-006) to provide Process Improvement Methods Training, including their authorized employees, agents, representatives, proposed partner(s), subcontractor(s), joint venturer(s), member(s), or any of their lobbyists or attorneys, (collectively, the Proposer) shall refrain from any direct



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or indirect contact with any person (other than the designated Contracting Officer) who may play a part in the selection process, including members of the evaluation panel, the City Manager, Assistant City Manager, Deputy City Managers, Department heads, the Mayor and other members of the Phoenix City Council. As long as the RFP is not discussed, Proposers may continue to conduct business with the CITY and discuss business that is unrelated to this RFP with CITY staff. Proposers may discuss their proposal or the RFP with the Mayor or one or more members of the Phoenix City Council, provided such meetings are scheduled through the Contracting Officer, Ms. Elizabeth Kellim, conducted in person at 200 West Washington, Phoenix, Arizona 85003, and are posted as open meetings with the City Clerk at least twenty-four (24) hours prior to the scheduled meetings. The City Clerk will be responsible for posting the meetings. The posted notice will identify the participants and the subject matter, as well as invite the public to participate. With respect to the selection of the successful Proposer, the City Manager and/or City Manager’s Office will continue the past practice of exerting no undue influence on the process. In all solicitations of bids and proposals, any direction on the selection from the City Manager and/or City Manager’s Office and Department Head (or representative) to the proposal review panel or selecting authority must be provided in writing to all prospective proposers. This policy is intended to create a level playing field for all Proposers, assure that contracts are awarded in public, and protect the integrity of the selection process. Proposers that violate this policy will be disqualified.

1.5 DEFINITION OF KEY TERMS

A.R.: City of Phoenix Administrative Regulation. A.R.S.: Arizona Revised Statutes. Agreement: The contract to be negotiated and entered into by the CITY and a successful Proposer for the Work described in this RFP. Authorized Signee: The person who is executing the contract for the Proposer and is authorized to bind the Proposer. BAFO: Best and Final Offer. City: The City of Phoenix, a municipal corporation. Contract: The legal agreement executed between the City of Phoenix and the successful Proposer.



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Contract Administrator: The CITY employee assigned to ensure compliance with the terms of the contract. Contract Representative: The City employee or employees who have specifically been designated to act as a contact person or persons to Contractor, and responsible for monitoring and overseeing Contractor’s performance under this contract. Contracting Officer: The CITY contact person responsible for all matters regarding this RFP. Contractor: A successful Proposer who enters into a contract with the CITY to provide the services specified in this RFP. Days: Means calendar days unless otherwise specified. Fiscal Year: A year that begins on July 1 and ends in the following year on June 30. May: Indicates something that is not mandatory but permissible. Ordering Department: The Department placing the order against the contract. Performance: The ability of a Proposer to comply with the required Scope of Work and specifications and to function in a reliable and otherwise satisfactory manner under actual operating conditions. Also, the ability of a Proposer to comply, during the expected contract life, with all contractual terms and conditions specified in this RFP. Project Manager: The employee or employees who have specifically been designated to act as a contact person or persons on Contractor, and responsible for monitoring and overseeing Contractor’s performance under this contract. Proposal: A written document submitted by a Proposer in response to the Request for Proposals. Proposer: Any person or firm submitting a competitive proposal. Shall, Will, Must: Indicates a mandatory requirement. Work/Service: Any and all of the labor, material, services, supervision, tools, machinery, equipment, supplies, facilities, and support used by Contractor in accordance with achieving the specification and requirements for which the CITY has contracted with Contractor as called for by the agreement and necessary to the completion thereof. Working Days: Normal business days of CITY offices, unless otherwise specifically noted.



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SECTION 2 – SCOPE OF WORK 2.1 OVERVIEW

The City of Phoenix (CITY) requests proposals from firms, educational institutions or other organizations, interested in and capable of providing training services for CITY employees, specifically in the area of Lean (“kaizen”) and/or Six Sigma service delivery and business effectiveness methodologies geared toward local government programs and processes. These services will be used to train a citywide team that will, once trained, research and evaluate various processes self-identified by departments or indicated through customer service feedback as overly complex, burdensome, taking too much time, an unnecessary duplication of efforts, misaligned with customer needs or purpose, or resulting in unreliable or inconsistent outcome(s). Ultimately, processes identified for evaluation should be chosen based upon the difficulties they create for residents and/or CITY staff conducting business or delivering service. The CITY recognizes that individual employees matter and that they will play a critical role in these efforts. Subject matter experts are some of our most valuable assets. The CITY also recognizes that our customers can help us identify positive changes in our organization and should be valued as a significant resource and a potential source for improvement solutions. Along the same lines, the CITY recognizes these efforts must be embraced by all levels in the organization to be impactful, and that success is not likely to occur over night. Changes to processes should be made only after thorough, thoughtful consideration of all factors involved. Once the citywide team is trained, it is the intent to then send smaller teams out to departments to review their identified processes. These efforts will further the CITY’s goal of “doing what matters” while removing organizational barriers to success. The City of Phoenix is the 6th largest City in the United States, covering over 519 square miles. Phoenix provides a wide variety of public services, including parks, libraries, police, fire, streets, public transit and many others. These services are provided with assistance from approximately 14,000 staff members ranging from park rangers, water meter readers, to chief presiding judges. One of the ways Phoenix is able to provide excellent services is through the creative thinking efforts of the City’s greatest assets – staff. This training is intended to further facilitate and empower City staff to provide excellent service to Phoenix’s internal and external customers.

2.2 LEAN/SIX SIGMA BACKGROUND Originally utilized in the 1970’s by Toyota, “Lean Thinking” or “kaizen” (changing for better) is aimed at eliminating waste, creating an environment of continuous process improvement, and aligning customer satisfaction with employee satisfaction. “Six Sigma Thinking”, founded by a group of Motorola engineers in the 1980’s and most notably implemented by Jack Welch at General Electric in the 1990’s, is a methodology often used in the manufacturing industry to reduce or eliminate variability and increase business process reliability.



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Although all elements of the pure, original form of these methodologies may not necessarily be applicable to processes that provide municipal government services, several components and concepts are essential to the CITY’s goal to improve processes with a strong focus on customers.

2.3 INTENT Contractor shall provide training based appropriately on the CITY’s needs. Training shall be based on improving customer service to the CITY’s internal and external customers. Benefits achieved from these efforts should include, but not be limited to: intangible, non-financially quantifiable, and financially-quantifiable benefits. These efforts are not for the purpose of: Cutting positions Creating a new CITY “fad” Wasting people’s time These efforts are focused on: Saving time/energy/effort Continuous process improvements and simplification Greater staff/customer satisfaction The employees who receive training have been proposed by departments and will be determined by CITY management. The CITY will look to Contractor to propose the most effective quantity and level of training to achieve the CITY’s intended benefits from this program. The employees selected will be chosen for their positive attitude, willingness to participate, open mind, analytical/critical thinking mindset and their team work abilities. Team members shall come from all levels of the organization and embrace a diversity of opinion focused on progress and customer service.

2.4 GENERAL REQUIREMENTS

2.4.1 Contractor shall be and remain a trainer of Lean Six Sigma and/or other process

improvement methodologies.

2.5 SPECIFIC REQUIREMENTS

2.5.1 Training Content. All content shall be properly cited, giving credit as appropriate. The majority of training content must be tailored to the stated intentions of the City of Phoenix.

2.5.2 Training Location. Contractor shall not conduct the training online. Training must be conducted in person in downtown Phoenix, for at least 30 individuals initially, and may be held at a CITY-owned facility, but the final facility must be ultimately CITY-approved.



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2.5.3 Training Schedule. Contractor shall propose the training schedule, type and duration of training appropriate to achieve the CITY’s desired goal of a well-trained, effective team equipped to review various citywide processes with the ultimate goal of continuous process improvement. No work shall be performed until a Purchase Order has been received from the requesting CITY department. Contractor shall provide in writing in advance of training to the CITY:

The specific scope of work or project plan or agenda; Course deliverables, Applicable course prerequisites, Cost

2.5.4 Courseware and Aids. All curriculum training and developed courseware materials

shall comply with the following:

2.5.4.1 Copyright of Customized Courseware – Contractor shall not copyright any materials or products developed through contract services or contract expenditures as they shall become the sole property of the CITY. The only exception shall be for those materials or products designated as proprietary and previously stipulated as copyrighted materials. All rights will be reserved. Contractor agrees that these products or materials, in whole or in part, shall not be reproduced, stored in a retrieval system, or transmitted in any form or by any means without prior written permission from the CITY.

While the CITY will own the content, it is understood that Contractor will retain the right to any underlying framework and formats that are used in the training.

2.5.4.2 Classroom Documents - Contractor shall provide the following for each

class:

Clearly stated measurable and realistic learning objectives; Assessments to accurately test participants’ achievement of the

learning objectives; Verification of attendance through a sign-in sheet A Certificate of Completion for participants Training evaluations

2.5.4.3 Curriculum Courseware Approval - Contractor shall submit a finalized

outline and masters of all Materials necessary to perform the proposed Services. The CITY shall have final approval for the type, extent, and duration of Services provided by Contractor.



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Contractor must certify that all materials necessary for the successful provision of services shall be available for review and pre-approval by the CITY prior to implementation on the date specified. Contractor shall then submit the above-referenced materials in a timely manner, on the date established and agreed upon by both parties, so as to provide CITY ample time for review, comment, and approval of content prior to the specific delivery of services.

2.5.4.4 No Additional Cost - Materials shall be included in the price of the

structured training and professional development classes.



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SECTION 3 – INSTRUCTIONS TO PROPOSERS 3.1 INQUIRIES

Proposers are encouraged to send relevant questions to the CITY immediately upon receipt of the RFP. This will enable the CITY to prepare more comprehensive responses. Any questions that arise relating to this RFP must be directed, in writing, to the Contracts Specialist II:

Elizabeth Kellim City of Phoenix Public Transit Dept. 302 N. 1st Avenue, Suite 900 Phoenix, AZ 85003 Fax 602-495-2002 [email protected]

Questions must be received at the above address by the due date and time indicated in Section 1.3, Schedule of Events. Questions may be mailed, e-mailed or faxed. By the same date and time, Proposers must also notify the CITY of questions to “Attachment A - Draft Contract” of the RFP. All correspondence concerning any aspect of this RFP must be directed to the Contracts Specialist II, Elizabeth Kellim, or her authorized delegate.

3.2 PROPOSAL SUBMITTAL INSTRUCTIONS

3.2.1 Due Date and Address

Proposals must be received by the date and time indicated in Section 1.3, Schedule of Events. A Proposer mailing its proposal must allow sufficient mail delivery time to ensure that the CITY receives the proposal by the time and date specified. Late proposals will not be considered and will be returned unopened to the Proposer. Neither the CITY nor any CITY official or employee is responsible for proposals not properly addressed, identified and submitted. Proposals must be sealed and clearly marked with Proposer’s name, RFP number, and title on the outside of the package.

Proposals must be received at or sent by mail to: Elizabeth Kellim, Contracts Specialist II City of Phoenix Public Transit Department 302 North 1st Avenue, Suite 900 Phoenix, AZ 85003



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3.2.2 Number of Proposal Submittals

Each Proposer shall submit ONE (1) original, THREE (3) printed copies and ONE (1) electronic copies (CD or flash drive) of its technical proposal. The Proposer’s price proposal (as listed in Section 7.1) must be submitted in a separate sealed envelope within the proposal package. This envelope must be clearly marked “Price Proposal.” Each Proposer shall submit ONE (1) original, ONE (1) printed copy, and ONE (1) electronic copy (CD or flash drive) of its price proposal. The submitted CDs and/or flash drives must contain electronic file copies of all proposal text, spread-sheets, and diagrams included in the original printed proposals.

3.2.3 Proposal Content

Each proposal package submitted must contain:

Technical Proposal;

Completed Forms in Section 7.2 - 7.3 of this RFP;

Price Proposal (Section 7.1); and

Statement of ability to obtain the levels of insurance required.

3.3 PROPOSER RESPONSIBILITY

By submitting a proposal, each Proposer represents that it has thoroughly examined and familiarized itself with the work required under this RFP and that the Proposer is capable of performing quality work that meets the specifications and is consistent with the CITY’s intended use. A Proposer’s failure to read and/or understand any part of the RFP will not affect any provision of the RFP or of the Contract. The Proposer is liable for every item in the RFP and the Contract. Only those firms that seek and accept a demanding level of accountability should respond to this RFP.

3.4 PROPOSAL GUIDELINES

The following guidelines are intended to promote equitable evaluation of competitive sealed proposals. Proposals must be prepared in accordance with the instructions outlined in this section and must include all of the information requested in this RFP. Noncompliance with RFP requirements may constitute grounds to eliminate the proposal from consideration of the Contract award. Each Proposer shall define the capability of his/her organization to meet the requirements of this RFP. Each Proposal must be specific and complete in every detail, prepared in a simple straightforward manner, with concise information on the Proposer’s capability to provide all services satisfactorily. The Proposer should emphasize completeness and clarity of content, and the proposal should enable the CITY to determine whether or not



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the Proposer can meet the CITY’s requirements without the need for any additional information or discussion. Cursory responses or responses that merely reiterate the contents of the RFP will be deemed nonresponsive. Do not include marketing and sales-type information.

3.5 PROPOSAL FORMAT

The Technical Proposal must be divided by sections, and include the following information. Part 1 - Introduction

1. A letter of introduction identifying the Proposer, including name, title, address, telephone number and e-mail address, of the Proposer’s authorized representative, and signed by a representative authorized to bind the Proposer to the terms of the proposal.

2. Specify the name, title, address, e-mail address, and telephone number of each person with authority to bind the Proposer contractually and the person who may be contacted during the proposal evaluation process.

3. A statement indicating the number of days from the date of submittal for which the proposal is valid. The minimum number of days is one hundred and eighty (180) calendar days.

4. Describe Proposer’s total organization, management and ownership structure. Include an organizational chart clearly delineating key personnel and management organization structure.

Part 2 – Qualifications and Experience

1. Provide a brief description of the firm’s history.

2. Provide documentation showing that the proposed training personnel have been trained in Lean Six Sigma methods.

3. Provide a description of past training performance and experience of the proposed training personnel.

4. Describe previous experience on projects of similar size, scope and complexity. List a minimum of three (3) firms/agencies for which the Proposer is currently providing training or has provided training for in the last year, similar to the requirements described in the RFP. Include contact person, current telephone number, e-mail address, type and description of services provided, dates of service, and name of the client.



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Part 3 – Methodology and Approach

1. Present a written narrative that demonstrates the method or manner in which the Proposer will satisfy the requirements under the Scope of Work. The narrative should be straightforward and limited to facts, solutions to problems, and plans of proposed action.

2. Provide training outlines, explaining how the content and structure will provide the City with its intended benefits, as well as tentative timelines for the proposed solution for the various levels of training indicated in the Price Proposal sheet (Initial Training, Additional Staff, and Continuing Education).

3. Describe Proposer’s subcontractors to be used in the provision of the Services. Provide evidence of subcontractor trainer personnel training, experience and performance supporting similar customers. If the Proposer will not be using subcontractors, include a statement to that effect.

Part 4 – Required Submittal Forms (Sections 7.2 – 7.3 of RFP) Certification Form (7.2)

Addenda Certification (7.3)

3.6 ADDENDA The CITY is not liable for any oral instructions or communications by CITY employees, including by the Contracting Officer, irrespective whether the instructions or comments constitute or relate to proposal instructions, specifications, or proposal documents. Any changes to the RFP will be in the form of one or more written addenda, which will be available to all Proposers on the CITY’s website: https://www.phoenix.gov/solicitations All addenda are part of the RFP and the resulting Contract. Proposers shall acknowledge the receipt of all addenda by submitting a signed copy of the “Addenda Certification” (Section 7.3) with their Technical Proposal.

3.7 PROPOSER EXCEPTIONS

The Proposer shall identify and list all exceptions to this RFP by referring to the page number and the specific section or paragraph to which Proposer takes exception and stating the exception clearly and specifically. The Proposer shall provide a complete explanation of why the exception was taken, proposed alternate language, and what benefit would accrue to the CITY if it considered the exception. The Proposer shall list all exceptions in its technical proposal under the heading “Table of Exceptions to the RFP.” Exceptions that appear elsewhere in the Proposal are invalid and will not be considered. All exceptions to the “Draft Contract” (Attachment A) or to mandatory or material requirements of this RFP must be submitted by the due date for questions in Section 1.3 Schedule of Events. The CITY may reject any and all exceptions.



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3.8 PROPOSER RIGHTS

All materials submitted in response to this RFP will become the CITY’s property and, at the appropriate time, a matter of public record available for review pursuant to A.R.S. 39-121, et seq. If a Proposer believes that a specific section of its proposal is confidential, the Proposer shall mark the section “CONFIDENTIAL” and segregate it in a specific and clearly labeled section of the proposal. The Proposer shall state the basis for considering the marked section confidential, including the specific harm or prejudice that may result from disclosure. If the CITY receives a public-records request for the confidential sections of the proposal, the CITY will disclose the sections to the person requesting the records, unless the Proposer immediately agrees in writing to fully defend and indemnify the CITY for all claims relating to these sections.

3.9 PRICE PROPOSAL

All pricing must be in U.S. Dollars ($). No foreign currency bids will be accepted.

3.10 DISCOUNTS Each Proposer shall specify payment terms in its proposal. If applicable, payment discounts will be computed from date of receiving acceptable services or a correct invoice, whichever is later, to date payment is mailed by the CITY.

3.11 CITY RESERVATION OF RIGHTS

The CITY reserves the right to cancel the RFP in whole or in part, in its sole discretion, at any time before the Contract is approved and fully executed on the CITY’s behalf. In addition, this RFP and any resulting Contract are subject to cancellation in accordance with A.R.S. 38-511. Any such cancellation is without cost to the CITY. The CITY reserves the right to reject any or all proposals, to undertake discussions with one or more Proposers, and to accept that proposal which, in its judgment, will be the best value and most advantageous to the CITY, considering all of the evaluation criteria.

3.12 LATE PROPOSALS NOT CONSIDERED

Proposals received after the stipulated opening date and time will not be considered. Unopened proposal(s) will be returned to the Proposer.

3.13 RFP INCONSISTENCIES OR ERRORS

If a Proposer discovers any ambiguity, inconsistency or error in the RFP, the Proposer shall promptly notify the CITY in writing. If the Proposer fails to notify the CITY by the inquiries deadline indicated in Section 1.3, this failure waives all claims of ambiguity, inconsistency or error, and the CITY’s interpretation of the RFP will govern.



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3.14 PROPOSER ERRORS OR OMISSIONS

The CITY is not responsible for any Proposer errors or omissions.

3.15 PROPOSER INCURRED COSTS

The Proposer assumes and shall pay and discharge all costs incurred in preparing or responding to this RFP. All materials and documents submitted in response to this RFP become the property of the CITY and will not be returned after the proposal submission deadline.

3.16 MODIFICATION OR WITHDRAWAL OF PROPOSAL

A proposal may not be modified, withdrawn or canceled by a Proposer for one hundred and eighty (180) calendar days following the proposal submission deadline and, by submitting a proposal, each Proposer agrees to keep the proposal firm for that period of time. Proposals may be withdrawn, altered and/or resubmitted at any time before the submission deadline. Notice of withdrawal must be in writing and signed by the Proposer’s authorized representative. Written notice of withdrawal must be received before the proposal due date and time. Withdrawn proposal(s) may be resubmitted before the submittal due date and time.

3.17 PROPOSER CERTIFICATION

By submission of a proposal, the Proposer certifies that it has not paid or agreed to pay any fee, commission, or other item of value contingent on the award of a contract to any employee, official or current consultant of the CITY.

3.18 CITY’S RIGHT TO DISQUALIFY FOR CONFLICT OF INTEREST

In its sole discretion, the CITY reserves the right to disqualify any Proposer on the basis of any real or apparent conflict of interest disclosed before contract award. Any Proposer submitting a proposal waives all objections to the CITY’s exercise of this right, now or at any future time, before any body or agency, including but not limited to, the City Council of the City of Phoenix and any court.

3.19 COVENANT AGAINST CONTINGENT FEES

The Proposer warrants that no person or selling agent has been employed or retained to solicit or secure the Contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Proposer for the purpose of securing business. For breach or violation of this warranty, the CITY may cancel the Contract without liability; in its discretion, the CITY may deduct from the Contract price the consideration paid; or the CITY may otherwise recover the full amount of the commission, brokerage or



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contingent fee.

3.20 EXECUTION OF AGREEMENT

The “Draft Contract” included in the RFP as Attachment A will form the basis of any Contract between the CITY and the successful Proposer. The successful Proposer will be liable to perform all duties and obligations in the “Draft Contract” and any changes to the Contract. Within fifteen (15) calendar days of notice from the CITY that the Contract has been finalized, the successful Proposer shall sign and deliver the Contract to the CITY.



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SECTION 4 – EVALUATION AND AWARD 4.1 PROPOSAL EVALUATION, NEGOTIATION AND SELECTION

The CITY will evaluate and negotiate Proposals, select the Proposer whose proposal represents the best value to the CITY, and award any contract in accordance with the criteria and procedures described in this RFP, including this section. The RFP’s approach contemplates that proposals will first be evaluated to determine which ones are in the Competitive Range. The CITY may also discuss with Proposers and negotiate proposals in the Competitive Range, after which the CITY may request BAFOs. The CITY may also select a proposal for award without discussions or negotiations and without requesting BAFOs.

4.2 EVALUATION COMMITTEE

The CITY will appoint an Evaluation Committee. The Evaluation Committee may consist of CITY staff, staff from other transit agencies, and other persons. The Contracts Specialist will chair the Evaluation Committee, serving in a non-voting capacity. The Evaluation Committee will evaluate proposals, establish the Competitive Range, and select the Proposer, if any, to receive the contract award.

4.3 EVALUATION OF COMPETITIVE PROPOSALS

This section describes the process by which proposals will be reviewed and evaluated and the Proposer selected for a potential award. Evaluations will be made in strict accordance with all of the responsiveness, responsibility and evaluation criteria specified below. The Evaluation Committee will recommend the Proposal that constitutes the best value and is the most advantageous to the CITY.

4.3.1 Determining Responsiveness

The RFP states criteria that determine responsiveness.

By submitting a proposal, the Proposer accepts all of the contract documents, except the conditions, exceptions, reservations or understandings that are explicitly, fully and separately stated and submitted in accordance with Section 3.7 “Proposer Exceptions.” The Contracts Specialist, in consultation with legal counsel, will review only exceptions, conditions, reservations or understandings that are explicitly, fully and separately stated in a proposal to determine if one or more are acceptable.

Exceptions, conditions, reservations, or understandings are presumed to be unacceptable; a Proposal that includes unacceptable exceptions, conditions, reservations, or understandings may be rejected as nonresponsive. Nonresponsive proposals will not be considered in the evaluation process.

4.3.2 Qualification of Responsible Proposers

A review of responsibility may occur up to contract award. This determination will be made based on the initial information in the Proposal, any information at the



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CITY’s request, information in any best and final offer (BAFO), and information received from Proposer’s references, including information about Proposer’s past history.

To be found responsible, at a minimum, Proposers must meet all of the requirements set forth below. The final determination of a Proposer’s responsibility will be based upon all information received during the evaluation process. The CITY reserves the right to make additional inquiries as it deems necessary to establish the competence and financial stability of any Proposer submitting a proposal.

Responsibility Requirements The requirements, not listed in order of importance, are as follows. A. The Proposer shall possess and demonstrate the financial strength, resources

and capability to perform the Work and to complete the contract in a satisfactory manner.

B. The Proposer shall reasonably demonstrate evidence that its human and physical resources are sufficient to meet the requirements of the contract, including but not limited to possession of all necessary licenses, skills, experience and equipment to complete the contract as required.

C. The Proposer shall demonstrate evidence of satisfactory past performance of contracts of similar size, scope and complexity as evidenced by client references.

4.3.3 Detailed Evaluation of Proposals and Determination of Competitive Range

The Evaluation Committee will perform and document its evaluation. During deliberations, the Evaluation Committee will reach a consensus score for each evaluation criterion except price, which the Contracts Specialist will score. The consensus scores will determine the Proposers’ rankings and which Proposals are within the Competitive Range.

Proposal Evaluation Criteria The following constitute the criteria by which the CITY will evaluate and rank Proposals for purposes of determining the Competitive Range and selecting a Proposal for a potential award. The Evaluation Committee will evaluate any conditions, exceptions, reservations or understandings that do not result in the rejection of the proposal. The CITY may reject any and all exceptions.

A. Qualifications and Experience of Firm and Staff (0-300 points)



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1. Training personnel education and experience in Lean Six Sigma and/or other process improvement methodologies.

2. Experience of proposed training personnel 3. References.

B. Methodology and Approach (0-350 points)

1. Narrative plan to meet Scope of Work requirements. 2. Proposed training program.

C. Proposer’s Total Price (0-350 points) The price evaluation will be based on the estimated total price. The Proposer offering the lowest estimated total price will receive the maximum points allocated for price. All other Proposers will receive points based on the mathematical relationship between their proposed prices and the lowest Proposer’s price.

4.3.4 Proposals not within the Competitive Range

In accordance with CITY policies, the CITY will notify Proposers of any proposals that the CITY has determined are not in the Competitive Range.

4.3.5 Discussions with Proposers in the Competitive Range

The CITY will notify each Proposer whose proposal is in the Competitive Range and may provide in writing any questions or requests for clarification to the Proposer. Each Proposer so notified may be interviewed by the CITY and asked to discuss answers to written or oral questions or provide clarifications to any facet of its proposal. If a proposal in the Competitive Range contains conditions, exceptions, reservations or understandings to or about any contract requirement as provided in Section 3.7 “Proposer Exceptions,” the CITY may discuss or negotiate the conditions, exceptions, reservations or understandings during these meetings. But the CITY in its sole discretion may reject any and all conditions, exceptions, reservations and understandings, and the CITY may instruct any Proposer to remove the conditions, exceptions, reservations or understandings. If the Proposer fails to do so, the CITY may determine the Proposal is nonresponsive, and the CITY may revoke its determination that the proposal is in the Competitive Range. To the fullest extent permitted by law, prior to award, the CITY will not provide any information, financial or otherwise, to any Proposer about other proposals received in response to this RFP. During discussions with Proposers in the Competitive Range, the CITY will not give Proposers specific prices or specific financial



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requirements that Proposers must meet to qualify for further consideration. But the CITY may state that proposed prices are too high with respect to the marketplace or otherwise unacceptable. Proposers will not be told of their relative rankings before contract award.

4.3.6 Best and Final Offers (BAFO)

Each Proposer in the Competitive Range may be afforded the opportunity to amend its proposal and make one BAFO. The request for BAFOs will include the following:

1. Notice that discussions/negotiations are concluded.

2. Notice that this is the opportunity to submit a written BAFO.

3. A common date and time for submission of a BAFO by each Proposer in the Competitive Range, allowing a reasonable opportunity to prepare BAFOs.

4. Notice that if any modification to a BAFO is submitted, it must be received by the date and time specified for receipt of BAFOs.

5. Notice to Proposers that do not submit a notice of withdrawal or a BAFO that their immediately previous proposal will be construed as their BAFO.

If a Proposer’s BAFO modifies its initial Proposal, the modifications must be identified in a Change Log included with the BAFO. The Change Log shall identify the change(s) made and the location(s) of each change. The CITY will evaluate BAFOs based on the same requirements and criteria applicable to initial Proposals. The Evaluation Committee will adjust the initial scores for criteria that have been affected by Proposal modifications made by a BAFO, if they deem so warranted. Based on the criteria defined in Section 4.3 “Evaluation of Competitive Proposals” as weighted, the CITY will then perform final scoring and prepare final rankings.

The Evaluation Committee will recommend the proposal that is the best value and most advantageous to the CITY based on the evaluation criteria. The results of the evaluation and the selection of a Proposer for any award will be documented in the solicitation file.

4.3.7 Award Recommendation

The CITY reserves the right to make an award to a Proposer whose proposal it judges to be the best value and most advantageous to the CITY based on the evaluation criteria and sample quality, without conducting written or oral discussions with any Proposer and without soliciting BAFOs.

4.3.8 Debriefing

After contract award, unsuccessful Proposers will be notified and may request a debriefing.



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4.4 PROTEST PROCEDURE

An unsuccessful Proposer that intends to protest the award must comply with the CITY’s protest procedure.

Staff’s recommendation to award a Contract to a particular Proposer will be posted on the CITY website. An unsuccessful Proposer may file a protest no later than seven (7) calendar days after the recommendation is posted on the website. All protests must be in writing, filed with the Contracting Officer, Kimberly Hayden (email: [email protected]) and include the following: Identification of the RFP; The name, address and telephone number of the protester; A detailed statement describing the legal and factual grounds for the protest, including

copies of relevant documents; The form of relief requested; and The signature of the protester or its authorized representative.

The Contracting Officer will render a written decision within a reasonable period of time after the protest is filed. The Contracting Officer may extend this deadline if necessary. The CITY will not request City Council authorization to award the Contract until the protest process is completed.



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SECTION 5 – SPECIAL TERMS AND CONDITIONS 5.1 TERM OF CONTRACT AND OPTION TO EXTEND

The initial one (1) year contract shall commence upon contract execution. The CITY may, at their sole option, extend the period of this contract four (4) additional year(s). The option to extend may be exercised by the CITY at any time prior to the expiration of the term.

5.2 METHOD OF PAYMENT AND INVOICING

Payment of invoice(s) will be delayed if an invoice or supporting documentation submitted is incorrect or incomplete. Invoices must include the following:

City purchase order number City contract number Invoice number and date Item description Unit price, extended and totaled Applicable tax Department name and training location address Prompt payment terms Invoices must be sent to:

City of Phoenix City Manager’s Office Attn: Mario Paniagua, Deputy City Manager 200 West Washington, 12th Floor Phoenix, Arizona 85003

The CITY shall make every effort to process payment for the purchase of services within thirty (30) calendar days after receipt and approval of a correct invoice.

5.3 PRICE

Contract prices are inclusive of all labor, materials, supplies, incidentals, transportation and any other costs, except applicable state and local tax. Contractor shall not invoice CITY for any charges other than those shown in Section 7.1, Price Proposal.

5.4 ADDITION/DELETION OF SERVICES

The CITY reserves the right to add and/or delete items under the Contract. All contract changes may be incorporated into written and signed change orders to the Contract at the sole discretion of the CITY. Oral changes to the Contract are not authorized, but the CITY may provide changes by written notification to Contractor.



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5.5 UNSATISFACTORY PERFORMANCE

The CITY shall decide all questions as to the quality and acceptability of any work performed under the contract. If, in the opinion of the CITY, performance becomes unsatisfactory, the CITY will notify Contractor in writing. If not specifically stated elsewhere in the RFP, Contractor will have a reasonable amount of time to cure the unsatisfactory performance. In the event the unsatisfactory performance is not corrected within a reasonable time specified, the CITY shall have the immediate right to complete the work to its satisfaction and deduct the cost to cover from any balances due or to become due to Contractor. Repeated incidences of unsatisfactory performance may result in cancellation of the contract for default.

5.6 WORKMANSHIP Where not more specifically described in any of the various sections of the RFP, workmanship shall conform to all of the methods and operations of best standards and accepted practices of the industry for completion of the scope of work. All work shall be executed by personnel skilled and licensed/certified in their respective lines of work.

5.7 INDEMNIFICATION OF CITY AGAINST LIABILITY

Contractor shall indemnify, defend, save and hold harmless the City of Phoenix and its officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of its owners, officers, directors, agents, employees or subcontractors. This indemnity includes any claim or amount arising out of or recovered under the Workers’ Compensation Law or arising out of the failure of such contractor to conform to any federal, state or local law, statute, ordinance, rule, regulation or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all claims. It is agreed that Contractor will be responsible for primary loss investigation, defense and judgment costs where this indemnification is applicable. In consideration of the award of this contract, Contractor agrees to waive all rights of subrogation against the CITY, its officers, officials, agents and employees for losses arising from the work performed by Contractor for the CITY.

5.8 INSURANCE REQUIREMENTS

Contractor and subcontractors shall procure and maintain until all of their obligations have been discharged, including any warranty periods under this Contract are satisfied, insurance against claims for injury to persons or damage to property which may arise from or in connection with the performance of the work hereunder by Contractor, his agents, representatives, employees or subcontractors.



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The insurance requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The CITY in no way warrants that the minimum limits contained herein are sufficient to protect Contractor from liabilities that might arise out of the performance of the work under this contract by Contractor, his agents, representatives, employees or subcontractors and Contractor is free to purchase additional insurance as may be determined necessary.

A. MINIMUM SCOPE AND LIMITS OF INSURANCE: Contractor shall provide coverage

with limits of liability not less than those stated below. An excess liability policy or umbrella liability policy may be used to meet the minimum liability requirements provided that the coverage is written on a “following form” basis.

1. Commercial General Liability – Occurrence Form

Policy shall include bodily injury, property damage and broad form contractual liability coverage.

General Aggregate $2,000,000 Products – Completed Operations Aggregate $1,000,000 Personal and Advertising Injury $1,000,000 Each Occurrence $1,000,000

a. The policy shall be endorsed to include the following additional insured

language: "The City of Phoenix shall be named as an additional insured with respect to liability arising out of the activities performed by, or on behalf of the Contractor".

2. Worker's Compensation and Employers' Liability

Workers' Compensation Statutory Employers' Liability Each Accident $100,000 Disease – Each Employee $100,000 Disease – Policy Limit $500,000 a. Policy shall contain a waiver of subrogation against the City of Phoenix. b. This requirement shall not apply when a contractor or subcontractor is exempt

under A.R.S. 23-901, AND when such contractor or subcontractor executes the appropriate sole proprietor waiver form.

B. ADDITIONAL INSURANCE REQUIREMENTS: The policies shall include, or be

endorsed to include, the following provisions:



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1. On insurance policies where the City of Phoenix is named as an additional insured, the City of Phoenix shall be an additional insured to the full limits of liability purchased by Contractor even if those limits of liability are in excess of those required by this Contract.

2. Contractor's insurance coverage shall be primary insurance and non-contributory

with respect to all other available sources. C. NOTICE OF CANCELLATION: Each insurance policy required by the insurance

provisions of this Contract shall provide the required coverage and shall not be suspended, voided or canceled except after thirty (30) days prior written notice has been given to the CITY, except when cancellation is for non-payment of premium, then ten (10) days prior notice may be given. Such notice shall be sent directly to the City of Phoenix, Public Transit Department, Attn: Elizabeth Kellim, 302 N. 1st Avenue, Phoenix, AZ 85003.

D. ACCEPTABILITY OF INSURERS: Insurance is to be placed with insurers duly

licensed or authorized to do business in the state of Arizona and with an “A.M. Best” rating of not less than B+ VI. The CITY in no way warrants that the above-required minimum insurer rating is sufficient to protect Contractor from potential insurer insolvency.

E. VERIFICATION OF COVERAGE: Contractor shall furnish the CITY with certificates

of insurance (ACORD form or equivalent approved by the CITY) as required by this Contract. The certificates for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf.

All certificates and any required endorsements are to be received and approved by

the CITY before work commences. Each insurance policy required by this Contract must be in effect at or prior to commencement of work under this Contract and remain in effect for the duration of the project. Failure to maintain the insurance policies as required by this Contract or to provide evidence of renewal is a material breach of contract.

All certificates required by this Contract shall be sent directly to the City of Phoenix,

Public Transit Department, Attn: Elizabeth Kellim, 302 N. 1st Avenue, Phoenix, AZ 85003. The CITY project/contract number and project description shall be noted on the certificate of insurance. The CITY reserves the right to require complete, certified copies of all insurance policies required by this Contract at any time. DO NOT SEND CERTIFICATES OF INSURANCE TO THE CITY'S RISK MANAGEMENT DIVISION.

F. SUBCONTRACTORS: Contractors’ certificate(s) shall include all subcontractors as

additional insureds under its policies or Contractor shall furnish to the CITY separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum requirements identified above.



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G. APPROVAL: Any modification or variation from the insurance requirements in this Contract shall be made by the Law Department, whose decision shall be final. Such action will not require a formal Contract amendment, but may be made by administrative action.

5.9 CONTRACTOR AND SUBCONTRACTOR WORKER BACKGROUND SCREENING

Contractor agrees that all contract workers and subcontractors (collectively “contract worker(s)”) that Contractor provides pursuant to this Contract shall be subject to background and security checks and screening (collectively “Background Screening”) as set forth in this RFP. Contractor shall perform at its sole cost and expense all such Background Screening pursuant to the provisions in this RFP. The provider of the Background Screening shall comply with all applicable laws, rules and regulations. Contractor further agrees that the Background Screening required in this RFP is necessary to preserve and protect public health, safety and welfare. The Background Screening requirements set forth in these provisions are the minimum requirements for this Contract. The CITY in no way warrants that these minimum requirements are sufficient to protect Contractor from any liabilities that may arise out of Contractor’s services under this Contract. Therefore, in addition to the specific measures set forth below, Contractor and its contract workers shall take such other reasonable, prudent and necessary measures to further preserve and protect public health, safety and welfare when providing services under this Contract. Contractor shall be responsible and shall warrant that all Background Screening information furnished to the CITY is accurate and current through the date of hire of the proposed contract worker. Background Screening Requirements and Criteria. Because of the varied types of services performed, the CITY has established three levels of risk and associated Background Screening. The risk level and Background Screening required for this Agreement, which may be up to and include Maximum Risk, will be determined by each ordering Department. A. Minimum Risk and Background Screening (“Minimum Risk”).

A minimum risk Background Screening shall be performed when the contract worker: (i) will not have direct access to CITY facilities or information systems; or (ii) will not work with vulnerable adults or children; or (iii) when access to CITY facilities is escorted by CITY workers. The Background Screening for minimum risk shall consist of the screening required by A.R.S. § 41-4401 to verify legal Arizona worker status.

B. Standard Risk and Background Screening (“Standard Risk”).

A standard risk Background Screening shall be performed when the contract worker’s work assignment will: (i) require a badge or key for access for CITY facilities; or (ii) allow any access to sensitive, confidential records, personal identifying information or restricted CITY information; or (iii) allow unescorted access to CITY facilities during normal and non-business hours. The Background Screening for this standard risk level shall include the Background Screening



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required for the Minimum Risk level and a background check for real identity/ legal name, and shall include felony and misdemeanor records from any county in the United States, the state of Arizona, plus any other jurisdiction where the contract worker has lived at any time in the preceding seven (7) years from the contract worker’s proposed date of hire.

C. Maximum Risk and Background Screening (“Maximum Risk”).

A maximum risk Background Screening shall be performed when the contract worker’s work assignment will: (i) have any contact with vulnerable people such as children, youth, elderly, or individuals with disabilities; or (ii) have any responsibility for the receipt or payment of the CITY funds or control or inventories, assets, or records that are at risk of misappropriation; or (iii) have unescorted access to the CITY data centers, money rooms, or high-value equipment rooms; or (iv) have access to private residences; or (v) have access to Homeland Defense Bureau identified critical infrastructure sites/facilities. The Background Screening for this maximum risk level shall include the Background Screening required for the Standard Risk level, plus a sexual offender search, a credit check, and driving record search for the preceding seven (7) years from the contract worker’s proposed date of hire. Contract workers who work directly with children or vulnerable adults are also subject to fingerprint verification through the Arizona Department of public Safety as mandated by Phoenix City Code, § 2-45.6.

Contractor Certification; City Approval of Maximum Background Screening. By executing the Contract, Contractor certifies and warrants that Contractor has read the Background Screening requirements and criteria set forth above, understands them and that Contractor has satisfied all such Background Screening requirements for the Minimum Risk Background Screenings. In addition, for Maximum Risk Background Screening, Contractor shall provide for the CITY’s review and approval such Background Screenings for any contract worker considered for performing services under the Contract where human safety or facility security is classified as a Maximum Risk level. The CITY may, in its sole discretion, accept or reject any or all of the contract workers proposed by Contractor for performing work under the Contract. A contract worker rejected for work at a Maximum Risk level under this Contract shall not be proposed to perform work under other CITY contracts or engagements without CITY’s prior written approval. Terms of This Provision Applicable to all of Contractor’s Contracts and Subcontracts. Contractor shall include the terms of this provision for contract worker Background Screening in all contracts and subcontracts for work performed under the Contract, including supervision and oversight. Materiality of Background Screening Provisions; Indemnity. The Background Screening provisions of the Contract, as set forth above, are material to CITY’s entry into the Contract and any breach thereof by Contractor may, at CITY’s option, sole and unfettered discretion, be considered to be a material breach of the Contract. In addition to the indemnity provisions set forth in Section 5.7 of this RFP, Contractor shall defend, indemnify and hold harmless the CITY for any and all Claims (as defined in Section 5.7)



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arising out of these Background Screening provisions including, but not limited to, the disqualification of a contract worker by Contractor or the CITY for failure to satisfy these provisions. Continuing Duty; Audit. Contractor’s obligations that Contractor’s workers satisfy the Background Screening requirements in these provisions shall continue throughout the entire term of the Contract. Contractor shall notify the CITY immediately of any change to a Maximum Risk Background Screening of a contract worker previously approved by the CITY. Contractor shall maintain all records and documents related to all Background Screenings and the CITY reserves the right to audit Contractor’s compliance with these provisions.

5.10 ACCESS CONTROLS, BADGE AND KEY ACCESS PROCEDURES

A contract worker shall not be allowed to begin work in any CITY facility without: (1) the prior completion and CITY’s acceptance of the required background screening; and (2) when required, the contract worker’s receipt of a CITY issued badge. A badge will be issued to a contract worker solely for access to the CITY facility(s) to which the contract worker is assigned. Each contract worker who enters a CITY facility must use the badge issued to the contract worker. Badge Access Procedures. An authorized City of Phoenix badge application form is available at the City of Phoenix Badging Office, 251 W. Washington, 2nd Floor, Phoenix, AZ 85003. Each contract worker (as defined herein) who is furnishing Standard Risk (as defined herein) or Maximum Risk (as defined herein) services under the Contract shall submit to the ordering Department’s Contract Representative: (i) a fully completed and authorized City of Phoenix badge application form; (ii) a check in the initial badge fee amount listed below made payable to the “City of Phoenix”; (iii) two forms of identification. One form of identification must be a government issued credential with an accompanying photograph. The second form of identification must be a valid passport; military issued identification card; immigration and naturalized services identification card; social security card; or an original birth certificate. After receipt of the badge application and payment, the contract worker will proceed to the badging office for processing of the badge application and issuance of the badge. The CITY will not process the badge application until the contract worker satisfies the required Background Screening (as defined in Section 5.9). The contract worker shall comply with all requirements and furnish all requested information within five (5) business days from initial submission of the badge application or the subject contract worker’s badge application shall be rejected. Key Access Procedures. If the contract worker’s services require keyed access to enter a CITY facility(s), a separate key issue/return form must be completed and submitted by Contractor for each key issued. The key issue/return form is available at and the completed form shall be submitted to the badging office at the address above. Stolen or Lost Badges or Keys. Contractor shall report lost or stolen badges or keys to their local police department and must obtain a police department report (PDR) prior to re-issuance of any lost or stolen badge or key. A new badge application or key issue form



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shall be completed and submitted along with payment of the applicable fees listed below prior to issuance of a new badge or key. Return of Badges or Keys. All badges and keys are the property of the CITY and must be returned to the CITY at the badging office within one (1) business day of when the contract worker’s access to a CITY facility is no longer required to furnish the services under the contract. Contractor shall collect a contract worker’s badge and key(s) upon the termination of the contract worker’s employment; when the contract worker’s services are no longer required at the particular CITY facility(s); or upon termination, cancellation or expiration of this contract. Contractor’s Default; Liquidated Damages; Reservation of Remedies for Material Breach. Contractor’s default under this section shall include, but is not limited to the following: (i) Contract Worker gains access to a CITY facility(s) without the proper badge or key; (ii) contract worker uses a badge or key of another to gain access to a CITY facility; (iii) contract worker commences services under this contract without the proper badge, key or Background Screening; (iv) contract worker or Contractor submits false information or negligently submits wrong information to the CITY to obtain a badge, key or applicable Background Screening; or (v) Contractor fails to collect and timely return contract worker’s badge or key upon termination of contract worker’s employment, reassignment of contract worker to another CITY facility or upon the expiration, cancellation or termination of the contract. Contractor acknowledges and agrees that the access control, badge and key requirements in this section are necessary to preserve and protect public health, safety and welfare. Accordingly, Contractor agrees to properly cure any default under this section within three (3) business days from the date notice of default is sent by the CITY. The parties agree that Contractor failure to properly cure any default under this section shall constitute a breach of this section. In addition to any other remedy available to the CITY at law or in equity, Contractor shall be liable for and shall pay to the CITY the sum of one thousand dollars ($1,000.00) for each breach by Contractor of this section. The parties further agree that the sum fixed above is reasonable and approximates the actual or anticipated loss to the CITY at the time and making of the contract in the event that Contractor breaches this section. Further, the parties expressly acknowledge and agree to the fixed sum set forth above because of the difficulty of proving the CITY’s actual damages in event that Contractor breaches this section. The parties further agree that three (3) breaches by Contractor of this section arising out of any default within a consecutive period of three (3) months or three (3) breaches by Contractor of this section arising out of the default within a period of twelve (12) consecutive months shall constitute a material breach of this contract by Contractor and the CITY expressly reserves all of its rights, remedies and interests under the contract by Contractor and the CITY expressly reserves all of its rights, remedies and interests under the contract, at law and in equity including, but not limited to, termination of the contract. Badge, Intrusion Breach and Key Fees. The following constitute the badge and key fees under this contract. The CITY reserves the right to amend these fees upon thirty (30) days prior written notice to Contractor.



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Initial Badge Fee: $ 55.00 per applicant Replacement Badge Fee: $ 55.00 per badge Lost / Stolen Badge Fee: $ 55.00 per badge Replacement Key Fee: $ 55.00 per key Additional/Lost /Stolen Key Fee: $ 55.00 per key Additional/Replacement Locks $ 55.00 per lock Intrusion Alarm Breach $ 75.00 per occurrence and failing to notify Central Monitoring System (CMS) at time of breach causing a False Alarm Charge.



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SECTION 6 – GENERAL TERMS AND CONDITIONS Any Proposer entering into a contract with the CITY must agree to a number of general terms and conditions. If a Proposer takes exception to any term or condition, Proposer must follow the sections governing exceptions. By submitting a proposal, each Proposer agrees that the CITY will prepare any contract awarded. No Proposer may insist on or use its standard contract, terms and conditions, or other documents or forms. Under the Phoenix City Charter, the City Attorney must draft the contract to be executed. The proposed contract form is Attachment A. Proposers shall carefully read the draft contract, to which the successful Proposer will be bound. 6.1 NON-WAIVER OF LIABILITY

In execution of the public trust, the CITY (as a public entity supported by tax revenues) cannot agree to waive any lawful right to recover amounts due it. Therefore, the Contractor may not insist upon or demand any agreement by which the CITY limits in advance or waives any right the CITY might have to recover damages in any court under applicable Arizona law. The Contractor may not take exception to this Section, and any attempt to do so during the solicitation phase will render the CITY’s proposal nonresponsive.

6.2 CONTRACT OVERSIGHT The CITY shall assign staff to provide day-to-day oversight of the Contract. Contract monitoring and on-site inspections will be conducted routinely to ensure compliance with the Contract’s terms and conditions.

6.3 LICENSES AND PERMITS The Contractor must be and remain current with all federal, state, and local licenses and permits required to perform Contractor’s work under the Contract.

6.4 LEGAL WORKER REQUIREMENTS The CITY is prohibited by A.R.S. § 41-4401 from awarding a contract to any Contractor who fails, or whose subcontractors fail, to comply with A.R.S. § 23-214(A). Therefore, the Contractor agrees that: 6.4.1 The Contractor and each subcontractor it uses warrants their compliance with all

federal immigration laws and regulations that relate to their employees and their compliance with A.R.S. § 23-214, subsection A.

6.4.2 A breach of a warranty under paragraph A shall be deemed a material breach of

the Contract that is subject to penalties up to and including termination of the Contract.

6.4.3 The CITY retains the legal right to inspect the records and any other documents of

any Contractor or subcontractor employee who works on the Contract to ensure that the Contractor or subcontractor is complying with the warranty under



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paragraph 6.4.1.

6.5 EXCLUSIVE POSSESSION All services, information, computer program elements, reports, and other deliverables that may be created under the Contract are the sole property of the CITY and shall not be used or released by the Contractor or any other person except with prior written permission by the CITY.

6.6 WORK FOR HIRE, OWNERSHIP OF INTELLECTUAL PROPERTY RIGHTS All services performed under the Contract, and all materials, concepts, ideas, or other products made and/or completed pursuant thereto, shall be considered works made for hire and all copyright ownership and authorship rights in and to said work(s) shall belong to the CITY. In the event that the work(s) are deemed not to be work(s) for hire, then, and in that event, the Contractor hereby transfer and assign to the CITY all of the Contractor’s right, title and interest for the entire world in and to the work(s), including, but not limited to, any trademark, copyright or other intellectual property interest that the Contractor may have. Further, the Contractor agrees to cooperate with the CITY with regard to the CITY’s ownership claims and to execute such additional documents as may be reasonably necessary to confirm ownership and to conform to the Contractor’s above state ownership/assignment obligation.

6.7 DAMAGE TO CITY PROPERTY The Contractor shall perform all work so that no damage to the CITY building or grounds results. The Contractor shall repair any damage caused to the CITY’s satisfaction at no cost to the CITY. The Contractor shall exercise care to avoid damage to adjacent finished materials that are to remain. If finished materials are damaged, the Contractor shall repair and finish to match existing materials as approved by the CITY at the Contractor’s expense.

6.8 CONTRACTOR INCURRED RISKS The CITY does not assume any responsibility or liability, at any time, for the protection or loss of materials from the time Contract operations commence until Contract expiration. Any such loss, injury or destruction will not release the Contractor from any obligations under the Contract.

6.9 CONTINUITY OF SERVICES The Contractor recognizes that the services under the Contract are vital to the CITY and must be continued without interruption, and upon Contract expiration, a successor—either the CITY or another Contractor—may continue these services. The Contractor agrees to exercise its best efforts and cooperation to effect an orderly and efficient transition to a successor.

6.10 FAILURE TO COMPLY If any services performed under the Contract are not in conformity with all Contract requirements, the CITY may require the Contractor to immediately take all necessary



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steps to ensure that future services performed will conform to the Contract. The CITY may reduce the Contract price to reflect the actual value of the services performed. If the Contractor fails to promptly take necessary steps to ensure that future services performed conform to the requirements of the Contract, the CITY may terminate the Contract for default.

6.11 CONTRACT CLOSEOUT At the end of the Contract, the CITY shall review the Contract to ensure all required deliverables have been met. This includes, but is not limited to, an audit of Contractor’s financial and operational records and an inspection of all CITY equipment provided to the Contractor. Any outstanding issues must be resolved within thirty (30) days of Contract completion, at which time a Notice of Contract Closure must be sent by the CITY to finalize the Contract closure between the parties. The Contractor shall keep all Contract-related records for a minimum of five (5) years after Contract completion, expiration or termination. Upon twenty-four (24) hour notice, the Contractor shall make available all records to the CITY or its agents for audit during normal business hours. In the event of litigation or claims related to the Contract, Contractor shall maintain all records until the litigation or claim is concluded or five (5) years after the end of the Contract, whichever last occurs.



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SECTION 7

PROPOSAL SUBMITTALS

Proposers shall complete Section 7.1 and submit with their Price Proposal

Proposers shall complete Sections 7.2 – 7.3 and submit with their Technical Proposal



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7.1 ALL OR NONE BID PRICE SCHEDULE

Note: Prices offered shall not include applicable state and local taxes. The CITY will pay all applicable taxes. For the purposes of determining the lowest cost, the CITY will not take tax into consideration. Taxes must be listed as a separate item on all invoices.

A. Initial Training. Estimated Total Price based on 30 students initially. *Allows for periodic Executive observers on various CITY-selected days. CITY may request recommendation from Contractor.

Trainer Title and Name Estimated

hours Hourly Rate Extended Price

$ $

$ $

$ $

$ $

$ $

$ $

Estimated Total Price $

B. Additional Staff. Provide a price for additional staff to be trained, on a per student basis, as

needed at the CITY’s discretion. $ Per student, for class of 1-5 $ Per student, for class of 6-10 $ Per student, for class of 11-15 $ Per student, for class of 16-20 $ Per student, for class of 21+



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C. Continuing Education. Provide per student pricing for continuing education, once employees have received the initial training, should refresher or heightened training become necessary.

$ Per student, for class of 1-5 $ Per student, for class of 6-10 $ Per student, for class of 11+

D. Payment Terms

Proposer shall indicate the payment terms in their proposal submittal. Prompt payment terms offering twenty (20) calendar days or more will be considered in the proposal evaluation process. If no payment term is indicated, the CITY shall apply net thirty (30) days as Proposer’s payment terms. Proposer offers a prompt payment discount of ____% ____calendar days to apply after receipt of accurate invoice.

Company Name Authorized Signature



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7.2 CERTIFICATION FORM

Proposer certifies it is a: sole proprietorship____; partnership____; corporation____;

joint venture____

Arizona Sales Tax No.____________________________

Use Tax No. for Out-of-State Suppliers_______________

City of Phoenix Sales Tax No.______________________

Taxpayer’s Federal Identification No._________________

Proposer certifies that he has read, understands, and will fully and faithfully comply with this Invitation for Bids, its attachments and any referenced documents. Proposer also certifies that the prices offered were independently developed without consultation with any of the other proposers or potential proposers.

Company’s Legal Name ______________________________________________

Address ______________________________________________

City, State and Zip Code ______________________________________________

Telephone Number ______________________________________________

Company’s Fax No. ______________________________________________

Company’s Toll Free No. ______________________________________________

E-mail Address ______________________________________________

Authorized Signature ______________________________________________

Printed Name and Title ______________________________________________

MAILING ADDRESSES

Purchase Order Address: (If different from above)

Name __________________________

Address __________________________



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City, State and Zip Code __________________________

Payment Address: (If different from above)

NOTE: Any assignment of proceeds must go through the City of Phoenix, Division of Accounts, formal assignment procedure. Please refer to the Draft Contract, Attachment A, Paragraph 9(D), Assignability; Successors and Assigns.

Name __________________________

Address __________________________

City, State and Zip Code __________________________



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7.3 ADDENDA CERTIFICATION

The undersigned acknowledges receipt of the following addenda to RFP PTD16-006:

Addendum Number _________, dated






Failure to acknowledge receipt of all addenda may cause the proposal to be considered not responsive to the RFP. Include the acknowledged receipt of each addendum with the technical proposal.

Authorized Official:________________________________

Title of Authorized Official: _________________________

Company Name:__________________________________



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ATTACHMENT A – DRAFT CONTRACT

AGREEMENT NO. ___________

BETWEEN

THE OF PHOENIX

AND

_______________________

PROCESS IMPROVEMENT METHODS TRAINING

THIS AGREEMENT is made and entered into this _____day of ___, 2016, by and between the City of Phoenix, a municipal corporation duly organized and existing under the laws of the state of Arizona acting by and through its City Manager’s Office (hereinafter referred to as “CITY”) and ______________ (hereinafter referred to as “CONTRACTOR”).

RECITALS

WHEREAS, the City Manager of the City of Phoenix is authorized and empowered by

provisions of City Charter to execute contracts; and,

WHEREAS, CITY desires to obtain the services that are specifically set forth in this

Agreement; and,

WHEREAS, CONTRACTOR is a corporation with the experience and the capability to

provide such services as desired by the CITY; and,

WHEREAS, the CITY has issued its solicitation document, Request for Proposals (RFP)

PTD16-006 to perform Process Improvement Methods Training; and,



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WHEREAS, the Proposal of ___________ and the subsequent terms and conditions were

authorized by Formal Action of the City Council dated _____________;

NOW, THEREFORE, it is agreed by and between the parties as follows:

SECTION 1. TERM OF AGREEMENT. The Agreement shall commence and expire on . In addition to the initial term, there are four (4) additional one (1) year option periods which, if exercised, will extend this Agreement through . The option(s) to extend may be exercised by the CITY, acting at its sole discretion, at any time prior to the expiration of the term then existing.

SECTION 2. SCOPE OF WORK. CONTRACTOR shall provide Process Improvement

Methods Training to the CITY in accordance with the Scope of Work set forth in CONTRACT EXHIBIT A. The Scope of Work may be supplemented with additional detail from time to time during the term of the Agreement if and as satisfactory to the CITY, unless otherwise agreed by CITY and CONTRACTOR by written Contract Change Order or Supplemental Agreement executed pursuant to Section 9(C) of this Agreement.

SECTION 3. COMPENSATION.

A. CONTRACTOR’s compensation under this Agreement shall not exceed $_________for the five-year contract term. CONTRACTOR’s price proposal is attached hereto as CONTRACT EXHIBIT B. Under this Agreement, CITY will pay for satisfactory and complete performance of work at the all-inclusive prices specified in the Price Proposal.

B. Invoice(s) must be submitted to the CITY within thirty (30) days of delivery and acceptance and must contain City purchase order number; City contract number; invoice number and date; item description; unit price, extended and totaled; applicable tax; Department name and training location address; and prompt payment terms. Invoice must be submitted free of mathematical errors or missing supporting documentation. Upon finding of an error or missing documentation, the CITY will return the invoice to CONTRACTOR. CONTRACTOR shall promptly resubmit the revised invoice to the CITY. Failure to identify an error does not waive any of the CITY’s rights. The CITY shall make every effort to process payment for the purchase of services within thirty (30) calendar days after receipt and approval of a correct invoice. It is specifically understood, however, that no payment will be made in the absence of the required supporting documentation and/or reports. Invoices must be submitted to:

City of Phoenix City Manager’s Office Attn: Mario Paniagua, Deputy City Manager 200 West Washington, 12th Floor Phoenix, Arizona 85003



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C. In accordance with the requirements of Chapter 19, § 2, Charter of the City of Phoenix, no

more than ninety (90%) percent of the total contract price may be paid before completion of all work to be performed under this Agreement and its acceptance by CITY. SECTION 4. INDEMNIFICATION OF CITY AGAINST LIABILITY. CONTRACTOR

(“Indemnitor”) must indemnify, defend, save and hold harmless the City of Phoenix and its officers, officials, agents, and employees (“Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim processing, investigation and litigation) (“Claims”) caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of CONTRACTOR or any of its owners, officers, directors, agents, employees or subcontractors in connection with this Agreement. This indemnity includes any Claims arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of CONTRACTOR to conform to any federal, state or local law, statute, ordinance, rule, regulation or court decree. It is the specific intention of the parties that Indemnitee will, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by CONTRACTOR from and against any and all claims. CONTRACTOR will be responsible for primary loss investigation, defense and judgment costs where this indemnification is applicable. In consideration of the award of this Agreement, CONTRACTOR agrees to waive all rights of subrogation against the CITY, its officers, officials, agents and employees for losses arising from the work performed by CONTRACTOR for the CITY.

SECTION 5. INSURANCE REQUIREMENTS. CONTRACTOR and its subcontractors

shall deliver to the CITY, before commencement of the Services provided under this Agreement, a certificate of insurance acceptable to the CITY in the amounts and form specified in CONTRACT EXHIBIT C. Failure of CONTRACTOR and its subcontractors to maintain insurance during the term of the Agreement, including renewal options, is a material breach and may result in immediate termination of this Agreement without notice. Insurance requirements are subject to periodic review and adjustment by the CITY.

SECTION 6. LEGAL WORKER REQUIREMENTS CITY is prohibited by A.R.S. § 41-4401 from awarding a contract to any CONTRACTOR who fails, or whose subcontractors fail, to comply with A.R.S. § 23-214(A). Therefore, CONTRACTOR agrees that:

A. CONTRACTOR and each subcontractor it uses warrant their compliance with all federal

immigration laws and regulations that relate to their employees and their compliance with § 23-214, subsection A.

B. A breach of a warranty under paragraph A constitutes a material breach of the Agreement that is subject to penalties up to and including termination of the Agreement.

C. CITY retains the legal right to inspect the papers of any CONTRACTOR or subcontractor employee who works on the Agreement to ensure that CONTRACTOR or subcontractor is complying with the warranty under paragraph A.



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SECTION 7. RESPONSIBILITY FOR COMPLIANCE WITH LEGAL REQUIREMENTS. CONTRACTOR’s products, service, and facilities must be in full compliance with all applicable federal, state and local health, environmental, and safety laws, regulations, standards, codes and ordinances, regardless of whether or not they are referred to by CITY. At the request of CITY representatives, CONTRACTOR shall provide CITY:

1) Environmental, safety and health regulatory compliance documents (written safety programs, training records, permits, etc.) applicable to services provided by CONTRACTOR under this Agreement.

2) A list of all federal, state, or local (EPA, OSHA, Maricopa County, etc.) citations or notice of violations issued against CONTRACTOR’s firm or its subcontractors including work performed, dates, reasons, dispositions, and resolutions.

CITY shall have the right, but not the obligation, to inspect the facilities, transportation vehicles or vessels, containers and disposal facilities provided by CONTRACTOR or subcontractor. CITY may also inspect operations conducted by CONTRACTOR or subcontractor in the performance of this Agreement.

SECTION 8. EMPLOYMENT DISCLAIMER; INDEPENDENT CONTRACTOR STATUS. This Agreement is not intended to, and will not, constitute, create, give rise to, or otherwise recognize a joint venture, partnership, or formal business association or organization of any kind as existing between the parties, and the rights and obligations of the parties shall be only those expressly set forth herein. The parties agree that no persons supplied by CONTRACTOR in the performance of CONTRACTOR’s obligations under this Agreement are CITY employees, and that no rights under CITY’s Civil Service, retirement, or personnel rules accrue to such persons. CONTRACTOR shall have sole and total responsibility for all salaries, wages, bonuses, retirement, withholding, workers’ compensation, occupational disease compensation, unemployment compensations, other employee benefits, and all taxes and premiums appurtenant thereto concerning such persons used by it in the performance of this Agreement, and CONTRACTOR shall save and hold CITY harmless with respect thereto. Further, it is understood and agreed by the parties that CONTRACTOR is, and shall remain, an independent contractor under this Agreement. Neither party is the agent of the other and neither party is authorized to act on behalf of the other party. CONTRACTOR shall be liable to CITY for any financial liability arising from any finding to the contrary by any forum of competent jurisdiction.

SECTION 9. GENERAL CONDITIONS. The following general conditions are material to CITY’s entry into this Agreement, and CONTRACTOR’s beach of any one or more of them constitute a material breach of contract:

A. Records

CITY or any designee may inspect and copy, as the case may be, any facilities, books, documents, papers, computerized media and records of CONTRACTOR that are pertinent to this Agreement for any purpose, including an audit, related to the Agreement. CONTRACTOR shall maintain all books, records, data, and documents according to



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generally accepted accounting principles as required by the uniform system of accounts and records. All required records must be maintained for a minimum of five (5) years after CITY makes the final payment and all other pending matters are closed.

B. Covenant Against Contingent Fees

Both parties warrant that no person has been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage or contingent fee; and that no member of Congress, no member of the Phoenix City Council, and no officer, agent, or employee of CITY has any interest, financially or otherwise, in this Agreement.

C. Amendments

Whenever an addition, deletion or alteration to the specifications described in CONTRACT EXHIBIT A substantially changes the Scope of Work, thereby materially increasing or decreasing the cost of performance, a Contract Change Order or Supplemental Agreement must first be approved in writing by the CITY and CONTRACTOR before such addition, deletion or alteration shall be performed. Changes to the specifications may be made and the compensation to be paid to CONTRACTOR may be adjusted by mutual agreement in writing signed by CITY and CONTRACTOR, but in no event may the compensation exceed the amount set forth in Section 3(A) without further written authorization from CITY. It is specifically understood and agreed that no claim for extra work done or materials furnished by CONTRACTOR will be allowed except as provided herein, nor shall CONTRACTOR do any work or furnish any materials not covered by this Agreement unless first authorized in writing by the CITY. Any work or materials furnished by CONTRACTOR without prior written authorization shall be at CONTRACTOR’s risk, cost and expense, and CONTRACTOR agrees to submit no claim for compensation or reimbursement for additional work done or materials furnished without prior written authorization.

D. Assignability; Successors and Assigns

This Agreement is not assignable without the prior written consent of the parties, and any attempt to assign the Agreement without prior written consent is void. This Agreement extends to and is binding upon the parties’ respective heirs, successors, legal representatives and assigns.

E. Fiscal Year Clause. The continuation of this Agreement after the end of each fiscal year of CITY is subject to the City of Phoenix appropriating funds for the Agreement in subsequent fiscal years. CITY does not represent that funding will be approximated because such a budgetary determination is solely within the City Council’s discretion at the time the subsequent budget is adopted. CITY’s fiscal years end on June 30 each year.



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F. Fiscal Year Time for Payment. Under the provisions of A.R.S. § 42-17108, CITY may pay for services rendered or costs incurred only during a fiscal year in which the services and costs are budgeted and for a period of sixty (60) days thereafter. CONTRACTOR must submit its invoices for services performed or costs incurred, together with any required reports, before the close of a fiscal year allowing sufficient time for the processing of payment within the 60-day period.

G. Ownership of Documents and Products

All software, documents and products created or developed by CONTRACTOR while performing under this Agreement belong to CITY. This provision is intentionally broad. It applies to and includes software programs, drawings, art work, publicity materials, reports, estimates, route information, schedules and related materials, hardware and other products whether or not transit related.

H. Contract Administration and Dispute Resolution

1. Disputes related to this Agreement’s interpretation or performance, if not resolved by the parties, must be decided in writing by Contracting Officer his designee. The decision of the Contracting Officer is final and conclusive unless within ten (10) calendar days from the date of receipt of the decision, CONTRACTOR appeals in writing to the City’s City Manager’s Office. On appeal, CONTRACTOR will be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of the Deputy City Manager or designee is binding on CONTRACTOR, and CONTRACTOR shall abide by the decision.

2. Performance During Dispute: CONTRACTOR shall continue performance under this

Agreement during all disputes unless CONTRACTOR’s performance is refused by CITY or is enjoined or prohibited by court of competent jurisdiction.

3. Claims for Damages: If either party to the contact suffers injury or damage to person or

property because of any act or omission of the other party or of any of its employees, agents or others for whose acts it is legally liable, the injured party shall make a claim for damages in writing to the other party within five (5) calendar days after the first observance of the injury of damage.

4. Remedies: Unless the Agreement provides otherwise, all claims, counterclaims,

disputes and other matters in question between CITY and CONTRACTOR arising out of or relating to this Agreement or its breach must be decided by arbitration.

5. Rights and Remedies: The parties’ rights and remedies and their duties and

obligations under this Agreement do not limit or exclude any rights, remedies, duties or obligations otherwise recognized or imposed by law. No action or failure to act by CITY or CONTRACTOR constitutes a waiver of any right or duty afforded either of them under the Agreement, and any such action or failure to act does not constitute approval of or acquiescence in any breach of the Agreement, except as may later be specifically agreed in writing.



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I. Contract Order of Precedence

If a conflict appears between this Agreement’s provisions and other incorporated documents, the following take precedent in the order set forth below to resolve the conflict:

1) This Agreement; 2) City terms and conditions; 3) Appendices and exhibits; 4) The RFP, addenda and Contractor’s Proposal; 5) Other documents referenced or included in the RFP.

Unless otherwise specifically provided, in resolving any conflict or inconsistency among the foregoing documents, the most recent in time prevails over older documents or provisions covering the same issue, and provisions most favorable to CITY prevail over less favorable conflicting or inconsistent provisions wherever they may be found.

J. Notices

Any notice, consent of other communication (“Notice”) required or permitted under this Agreement must be in writing and either delivered in person, sent by facsimile transmission, deposited in the United States mail, postage prepaid, registered or certified mail, return receipt requested, or deposited with any commercial air courier or express service addressed as follows:

If to CONTRACTOR:

If to CITY: Mario Paniagua, Deputy City Manager

City of Phoenix City Manager’s Office 200 West Washington, 12th Floor Phoenix, AZ 85003 Telephone: (602) 262-7941 FAX (602) 261-8327

Notices will be deemed received at the time they are personally served or sent by facsimile transmission, on the second day after deposit with any commercial air courier or express service, or if mailed, ten (10) days after the Notice is deposited in the United States mail. Any time period stated in a Notice must be computed from the time the Notice is deemed received. Either party may change its mailing address or the person to receive Notice by notifying the other party as provided in this paragraph. Notices sent by facsimile transmission must also be sent by regular mail to the recipient at the above address. This requirement for duplicate notice does not change the effective date of a notice sent by facsimile transmission.

K. Attorneys’ Fees

If suit is brought by either party to enforce the terms of this Agreement, to collect any monies due, or to collect money damages for breach, the prevailing party is entitled to



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recover, in addition to any other remedy, reimbursement for reasonable attorneys’ fees, court costs, costs of investigation and other related expenses incurred in connection therewith.

L. Federal, State and Local Laws

CONTRACTOR warrants that it shall comply with all federal, state and local laws and ordinances and all lawful orders, rules and regulations applicable to this Agreement.

M. Cancellation Rights

This Agreement is subject to cancellation by CITY pursuant to the provisions of Arizona Revised Statutes § 38-511.

N. Waiver

CITY’s failure at any time to require performance of any provision of this Agreement in no way affects the right of CITY to enforce the provision later or to enforce any other provision of this Agreement.

O. Compliance with the Immigration Reform and Control Act of 1986 (IRCA) Required

CONTRACTOR understands and acknowledges the applicability to it of IRCA and of Arizona Revised Statutes § 23-211 through § 23-214. CONTRACTOR shall comply with IRCA and with A.R.S. § 23-211 through § 23-214 in performing this Agreement and shall permit CITY inspection of its personnel records to verify compliance.

P. Implied Contract Terms Each and every provision of law and any clause required by law to be in this Agreement must be read and enforced as though it were included in the Agreement, and if any such provision is not inserted or is not correctly inserted, then upon either party’s request the Agreement must be promptly amended to insert the correct provision.

Q Severability This Agreement’s provisions are severable, and if any provision is deemed invalid by a forum of competent jurisdiction, all other provisions of the Agreement remain in effect without the invalid provision. SECTION 10. TERMINATION OF SERVICES.

A. Termination for Convenience. At any time, CITY may terminate this Agreement for convenience by written notice to CONTRACTOR. Under this provision, CITY may terminate the Agreement for any reason or for no reason. CONTRACTOR shall be paid its costs, including contract close-out costs, and profit on work performed up to the date of termination. CONTRACTOR shall promptly submit these costs to CITY for payment together with such supporting documentation as CITY may require. If CONTRACTOR has any property in its possession belonging to CITY, CONTRACTOR shall account for and return or dispose of the property as CITY directs.



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When Notice of Termination is received, CONTRACTOR shall immediately consult with CITY about the goods and materials on order then or that are in place and about CONTRACTOR’s plan to proceed with the work had the Agreement not been terminated. After this consultation, CONTRACTOR shall take whatever action CITY may direct related to the Agreement, including cancelling orders; retaining, selling or otherwise disposing of goods and materials; and winding up work or continuing to prosecute it.

B. Termination for Cause. Subject to CONTRACTOR’s right to cure under the provisions of 10(D). below, if CONTRACTOR: (a) fails to provide any of the deliverables specified in this Agreement within the time specified or any extension; or (b) fails to perform any other material provision of this Agreement, CITY may terminate the Agreement for cause. Failure to perform includes any attempt by CONTRACTOR to use unacceptable personnel or supply materials, defective products or workmanship or to furnish the required service and/or product later than the time set forth in the Agreement. If, after termination for cause, it is determined that CONTRACTOR was not in default or that a delay was excusable, then the termination shall be deemed a termination for convenience, and CITY may, in its sole discretion, require CONTRACTOR to continue performance of this Agreement and, if appropriate under the circumstances, allow additional time for performance to be completed, and pay CONTRACTOR its costs of delay, demobilization and remobilization, if appropriate.

C. Notice of Termination. CITY shall give CONTRACTOR thirty (30) days’ written notice before terminating CONTRACTOR for convenience or for cause. To effect either termination, CITY shall deliver a Notice of Termination to CONTRACTOR specifying: (a) the nature of the default, if any; (b) the nature of the termination, i.e., whether for convenience or cause; (c) the date upon which the termination takes effect.

D. Opportunity to Cure. Before termination for cause, the Contract Administrator, after consultation with CONTRACTOR, will deliver to CONTRACTOR a notice to cure and allow CONTRACTOR thirty (30) calendar days (or such other period agreed to between CONTRACTOR and CITY) within which CONTRACTOR correct and cure the defect. Upon receiving the cure notice, CONTRACTOR shall diligently pursue the cure to completion. The notice will state the time period within which cure is permitted together with other reasonable conditions. If CONTRACTOR fails to correct and cure the breach or default of any of the terms, covenants, or conditions of this Agreement within thirty (30) calendar days (or such other period agreed to between CONTRACTOR and CITY) after CONTRACTOR’s receipt of the notice to cure specifying the nature of the default or breach, then CITY may terminate this Agreement by delivering a notice of termination for cause in accordance with 11(B) above. Any termination for cause will not preclude CITY from also pursuing all other available remedies against CONTRACTOR and its sureties for the default or breach.



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SECTION 11. CONFIDENTIALITY AND DATA SECURITY

A. All data, regardless of form, including originals, images and reproductions, prepared by, obtained by, or transmitted to CONTRACTOR in connection with this Agreement are confidential, proprietary information owned by CITY. Except as specifically provided in this Agreement, CONTRACTOR shall not disclose data generated in performing any service to any third person without the prior written consent of the City Manager or his/her designee.

B. Personal identifying information, financial account information, or restricted CITY information, whether electronic format or hard copy, must be secured and protected at all times to avoid unauthorized access. At a minimum, CONTRACTOR must encrypt and/or password-protect electronic files. This includes data saved to laptop computers, computerized devices or removable storage devices. When personal identifying information, financial account information, or restricted CITY information, regardless of its format, is no longer necessary, the information must be redacted or destroyed through appropriate and secure methods that ensure the information cannot be viewed, accessed or reconstructed.

C. If data collected or obtained by CONTRACTOR in connection with this Agreement is believed to have been compromised, CONTRACTOR shall notify the City Privacy Officer immediately. CONTRACTOR agrees to reimburse CITY for any costs incurred by CITY to investigate potential breaches of the data and if applicable, the cost of notifying individuals who may be impacted by the breach.

D. CONTRACTOR shall incorporate the requirements of this section into all subcontractor agreements entered into by CONTRACTOR. Any violation of this section will be deemed to cause irreparable harm that justifies injunctive relief in court, notwithstanding the parties have agreed to arbitrate other disputes under the Agreement. A violation of this section may result in immediate termination of Agreement without notice.

E. CONTRACTOR shall defend, indemnify, and hold harmless the CITY and its officers, officials, agents, and employees from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorney’s and experts’ fees, and cost of claims-processing, investigation and litigation) for any loss caused, or alleged to be caused, in whole or in part, by CONTRACTOR’s or any of its owners’, officers’, directors’, agents’ or employees’ failure to comply with the requirements of this section. This indemnity includes any claim arising out of CONTRACTOR’s failure to conform to any federal, state or local law, statute, ordinance, rule, regulation or court decree.

F. CONTRACTOR’s obligations under this section survive termination of this Agreement.

SECTION 12. INTEGRATION. This Agreement constitutes the full and complete understanding and agreement of the parties and supersedes all prior understandings, agreements, discussion, proposals, bids, negotiations, communications, and correspondence, whether oral or written. Neither party has made any representation, promise, inducement or statement of intention that is not embodied in this Agreement and neither party is bound by or



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liable for any matter not in the Agreement.

SECTION 13. GOVERNING LAW; FORUM; VENUE. This Agreement is executed and delivered in the state of Arizona, and the substantive laws of Arizona (without reference to choice-of-law principles) govern the Agreement’s interpretation and enforcement. Any action to interpret or enforce this Agreement must be commenced and maintained in the state or federal courts of the state of Arizona, Maricopa County. SECTION 14. FORCE MAJEURE. Except for payment of all amounts due, neither party shall be liable to the other nor deemed in default under this contract if and to the extent that the party's performance of this Agreement is prevented by a force majeure, which means an occurrence beyond the control and without the fault of the party affected. But a force majeure does not include late performance by a subcontractor unless the delay was beyond the control and without the fault of the subcontractor. If either party is delayed in the progress of the work by a force majeure, the delayed party shall notify the other party, in writing and as soon as is practical, of the commencement of the delay and the specific causes of delay. The notice must be hand-delivered or mailed certified-mail return-receipt requested and must make a specific reference to and invoke this provision. The delayed party shall endeavor to end the delay as soon as practicable and shall notify the other party in writing when it has done so. The time of completion will be extended by contract modification for the time the delay prevented the delayed party from performing this Agreement.

SECTION 15. CONFLICTS OF INTEREST.

A. CONTRACTOR acknowledges that, to the best of its knowledge, information and belief, no person has been employed or retained to solicit or secure this Agreement upon a promise of a commission, percentage, brokerage, or contingent fee, and that no member of the Phoenix City Council or any employee of the CITY has any financial interest in the contracting firm. For breach of violation of this warranty, CITY shall have the right to annul this Agreement without liability, including any such commission, percentage, brokerage or contingent fee.

B. CITY reserves the right to disqualify CONTRACTOR in the event the CITY determines CONTRACTOR has an actual or apparent conflict of interest with the purposes of this Agreement, and the provisions and procedures set for in Section 15 shall apply.

C. If CITY finds that CONTRACTOR or anyone acting on its behalf offered or gave gratuities in the form of entertainment, gifts or inducements to any CITY officer or employee for the purpose of securing this Agreement, or securing favorable treatment with respect to the awarding, amending, or making of any determination with respect to the performance of this Agreement, CITY may, on one (1) calendar day written notice to CONTRACTOR, terminate CONTRACTOR’s right to perform this Agreement; provided that and the issue may be litigated in an Arizona court of competent jurisdiction. In the event of such termination, the CITY is entitled to the same remedies against CONTRACTOR as could be pursued for CONTRACTOR’s default or breach.



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SECTION 16. CLAIMS OR DEMANDS AGAINST THE CITY. CONTRACTOR shall comply with the provisions of Chapter 18, Section 14 of the Charter of the City of Phoenix, pertaining to claims or demands against the CITY, including provisions therein for set-off of indebtedness to the CITY against demands on the CITY. CONTRACTOR shall follow the prescribed procedure for presentation of claims and demands. In addition, CONTRACTOR shall comply with the claim statutes, A.R.S. §§ 12-821 and 12-821.01, pertaining to claims against CITY. Nothing in this Agreement constitutes a dispute resolution process, an administrative claims process, or contractual term as used in A.R.S § 12-821.01(C) to affect the date on which a claim accrues under A.R.S § 12-821.01(A) and (B).

SECTION 17. RELEASE OF INFORMATION – ADVERTISING AND PROMOTION. CONTRACTOR shall not publish, release, disclose or announce to any member of the public, press, official body, or any other third party: (1) any information concerning this Agreement or the services provided under it, or (2) any Agreement-related documents or their contents without the prior written consent of CITY, except as required by law. The name of any site on which services are performed shall not be used in any advertising or other promotional context by CONTRACTOR without CITY’s prior written consent.

SECTION 18. EFFECTIVE DATE. This Agreement will be in full force and effect only when it has been approved by the City Council of the City of Phoenix, Arizona, executed by the duly authorized officials of the respective parties, and filed with the Phoenix City Clerk.

SECTION 19. EXHIBITS; INCORPORATION BY REFERENCE. The RFP, addenda and

CONTRACTOR’s Proposal are incorporated into this Agreement by reference. The following attached Exhibits are each by this reference also incorporated into this Agreement.

Exhibit “A” Scope of Work Exhibit “B” Price Proposal Exhibit “C” Insurance Requirements



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IN WITNESS WHEREOF, the parties herein have caused this Agreement to be executed in triplicate originals.

CITY OF PHOENIX, ARIZONA

ED ZUERCHER, CITY MANAGER

By________________________

Mario Paniagua Deputy City Manager

ATTEST:

__________________________________

City Clerk

APPROVED AS TO FORM:

__________________________________

Acting City Attorney

APPROVED BY CITY COUNCIL ORDINANCE NO. _________on ____________

By ________________________

ATTEST:

___________________________________



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CONTRACT EXHIBIT A

SCOPE OF WORK

(Scope of Work to be completed based upon the proposal accepted and awarded)



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CONTRACT EXHIBIT B

PRICE PROPOSAL

(Price Proposal to be completed based upon the proposal accepted and awarded)



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CONTRACT EXHIBIT C

INSURANCE REQUIREMENTS

(Insurance requirements as stated in Section 5.8 of RFP PTD16-006)