STATE OF ARIZONA ARIZONA DEPARTMENT OF TRANSPORTATION 1739 W. Jackson St., Ste. A Phoenix, AZ 85007
REQUEST FOR QUALIFICATIONS
SOLICITATION NUMBER: BPM003574
DESCRIPTION: Airport Pavement Management System (APMS) Triennial Study
QUESTIONS: Inquiries regarding the solicitation are to be submitted online through the State’s e‐Procurement system, Arizona Procurement Portal (APP) (https://app.az.gov/) using the Discussion Forum tab.
OFFERORS ARE STRONGLY ENCOURAGED TO READ THE ENTIRE SOLICITATION.
Zachary Plichta Procurement Officer Phone: 602‐712‐8860 Email: [email protected]
This solicitation is issued in accordance with A.R.S. § 41‐2578 and A.C.C. R2‐7‐501 et seq., Procurement of Specified Professional and Construction Services.
“An Equal Opportunity Agency”
The Arizona Department of Transportation, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252.42 U.S.C. §§ 2000d‐4) and the Americans with Disabilities Act (ADA), hereby notifies all bidders that it will affirmatively ensure that any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, national origin in consideration for an award.
Persons that require a reasonable accommodation based on language or disability should contact ADOT’s Procurement Office by phone (602) 712‐2089. Requests should be made as early as possible to ensure the State has an opportunity to address the accommodation.
Las personas que requieran asistencia (dentro de lo razonable) ya sea por el idioma o discapacidad deben ponerse en contacto con ADOT (602) 712‐2089.
Rev. 02/2019
TABLE OF CONTENTS
SECTION PAGE
Notice 1
Table of Contents 2
Scope of Work 3
Special Terms and Conditions 20
Uniform Terms and Conditions 33
Federal Provisions 42
EXHIBITS
1 ‐ Title VI/Non‐Discrimination Assurances Appendix A 72
2 ‐ Title VI/Non‐Discrimination Assurances Appendix E 73
3 ‐ Eligible Airports 74
4 ‐ Budget Form 76
5 ‐ MPD Billing Summary and Reimbursement Request Form 77
6 ‐ Quarterly Contract Usage Report 78
Solicitation No: BPM003574 Available online at Page 2 of 78 https://app.az.gov/
Scope of Work
1. Statement of Need
1.1. Pursuant to the Arizona Procurement Code, A.R.S. §41‐2501 et seq., the State of Arizona Department of Transportation (Department), has a requirement for a Contractor to complete the triennial study of pavement conditions and changing layouts in the airport system throughout the State of Arizona, for the Arizona Pavement Management System (APMS) program.
2. Introduction and Background
2.1. The Department conducted triennial studies in 2000, 2003, 2006, 2010, 2013 and 2017 to update the Department's existing APMS. The APMS data and information gathered in the previous studies is available for inspection in hard copy at the Department if requested. The overall objective of the project is to update the existing APMS database, reports, and web application, and to provide sound pavement repair recommendations based upon an objective, repeatable, and accepted assessment of pavement condition, best practices, and Department priorities.
2.2. At the completion of the project, the Department will have detailed inventory and condition information on the project airports in the form of an APMS database. In addition, the Department will receive a Statewide Report presenting an 8‐year plan for pavement projects, well as Individual Airport Reports, an APMS Procedures Manual, and an Executive Summary These reports will be provided to the Department both in printed, bound versions and on a DVD with PDF files. Further, the updated APMS database will be installed on the Department's computers and uploaded to the web application, and comprehensive training in the use of the software will be provided to the Department and to each participating airport.
2.3. All work conducted will also satisfy the applicable federal requirements. Please refer to the most current versions of Federal Aviation Administration's (FAA) Pavement Maintenance Management Program (PMMP), Advisory Circular 150/5380-7Band FAA Guidelines and Procedures for Maintenance of Airport Pavements, Advisory Circular 150/5380‐6C. Both documents are available via the FAA website:
https://www.faa.gov/regulations_policies/advisory_circulars/
2.4. Work Plan
2.4.1. The following work tasks will be completed during this project:
Task 1. Kick‐Off Meeting Task 2. Inventory Update Task 3. Network Definition Update Task 4. Map Update Task 5. Pavement Inspection Task 6. Micro PAVER Database Update Task 7. APMS Customization
Solicitation No: BPM003574 Available online at Page 3 of 78 https://app.az.gov/
Scope of Work
Task 8. Pavement Condition Index (PCI) Data Analysis Task 9. Generation of 8‐Year Maintenance and Rehabilitation Program Task 10. Integration of Results with the Airport Pavement Preservation Program Task 11. Report Generation Task 12. GIS Link Task 13. Training Task 14. Interactive Pavement Management CD Task 15. Web‐Based Application
2.5. The following alternative work tasks will be added to this project, in the priority of the order that they are listed, if sufficient funding is available. All, some, or none may be a part of the project. All proposers must be qualified to perform and prepared to perform all alternatives.
2.5.1. Alternative Task 1. Non Destructive Testing ‐ Airport non‐revenue public automobile parking lots and primary on‐airport roadways.
2.5.2. Non‐Destructive/PCN Testing ‐ Selected Runways, Taxiways, and Aprons (See Appendix A)
2.6. The airports to be included in this project are listed in Table 1. (Alphabetical by Airport Name) Table 1. Airports included in the project Ak Chin Regional (Maricopa) Grand Canyon National (Tusayan) San Manuel (San Manuel) Avi Suquilla (Parker) Grand Canyon West (Peach Springs) Safford Regional (Safford) Bagdad (Bagdad) Greenlee County (Clifton) Scottsdale (Scottsdale) Benson Municipal (Benson) H.A.Clark (Williams) Sedona (Sedona) Bisbee‐Douglas Intl (Douglas) Holbrook Municipal (Holbrook) Seligman (Seligman) Bisbee Municipal (Bisbee) Kayenta (Kayenta) Sells (Sells) Buckeye Municipal (Buckeye) Kearny (Kearny) Show Low Regional (Show Low) Casa Grande (Casa Grande) Kingman (Kingman) Sierra Vista Municipal (Libby Army Chandler (Chandler) Lake Havasu (Lake Havasu City) Airfield) Chinle Municipal (Chinle) Laughlin/Bullhead Intl (Bullhead) Springerville Municipal (Springville) Cibecue (Cibecue) Marana Regional (Marana) St. Johns Industrial Air Park (St. Johns) Cochise College (Douglas) Nogales (Nogales) Superior (Superior) Cochise County (Wilcox) Page Municipal (Page) Taylor (Taylor) Colorado City Municipal (Colo. Cty) Payson (Payson) Tombstone Municipal (Tombstone) Coolidge Municipal (Coolidge) Phx‐Deer Valley (Phoenix) Tuba City (Tuba City) Cottonwood Municipal (Cottonwood) Phx‐Goodyear (Phoenix) Tucson International (Tucson) Douglas Municipal (Douglas) Phx‐Mesa Gateway (Mesa) Whiteriver (Whiteriver) Eloy Municipal (Eloy) Phx‐Sky Harbor (Phoenix) Wickenburg Municipal (Wickenburg) Eric Marcus Municipal (Ajo) Pinal Airpark (Marana) Winslow‐Lindbergh Regional (Winslow) Ernest A. Love Field (Prescott) Polacca (Polacca) Window Rock (Window Rock) Falcon Field (Mesa) Rolle Airfield (San Luis) Yuma International (Yuma Airport Flagstaff (Flagstaff) Ryan Field (Tucson) Authority) Gila Bend (Gila Bend) San Carlos Apache (Globe) Glendale (Glendale)
2.7. The Airport Class System Map included as Figure 1. is for reference only. Figure 1. Airport Class System Airport Class System
Solicitation No: BPM003574 Available online at Page 4 of 78 https://app.az.gov/
Scope of Work
Use the new map version in the 2018 SASP
3. Specific Requirements
3.1. Task 1‐ Kick‐Off Meeting: The project shall begin with a kick‐off meeting at the Department's offices and shall include key staff from the Department and staff assigned by Federal Aviation Administration Western Pacific Regional Office. During this meeting, the scope of work and work schedule shall be discussed and approved to ensure that the update of the APMS meets the needs and timeline of the Department. Each deliverable shall be discussed in detail, so that everyone shall leave the meeting with an understanding of the final products expected from this project.
3.2. Task 2 ‐ Inventory Update: The objective of the inventory update task is to obtain information on the construction and maintenance history of the airports, as well as information pertaining to the physical layout of the pavement areas. The Contractor shall update the existing systems inventory as necessary to incorporate information on pavement maintenance and rehabilitation projects conducted since the 2013 update of the APMS was completed. The information to be collected includes the type of work undertaken (such as an overlay or reconstruction), the date the work was completed, and the work boundaries. Also, during this Task, airports shown on Table One shall be given the opportunity not to be inspected but to provide their own Micro PAVER databases if they have conducted their own inspections. These airports shall be identified and coordinated with as appropriate by the Contractor.
3.3. Task 3 ‐ Network Definition Update: During this task, the existing definition of branches, sections, and sample units at the airports shall be reviewed and modified as necessary to account for pavement rehabilitation and construction work completed since the initial APMS implementation. The definition of branches, sections, and sample units shall be completed in accordance with the Department's philosophy toward network definition and with consideration of the American Society for Testing and Material's (ASTM's) Standard D5340, Standard Test Method for Airport Pavement Condition Index Surveys and the most current version of FAA's Advisory Circular 150/5380‐6B Guidelines and Procedures for Maintenance of Airport Pavements.
3.4. Task 4 – Map Update: During Task 4, the existing network definition maps that show the locations of the branches, sections, and sample units at each airport will be updated. After the airports are inspected, these maps shall be modified as necessary to reflect actual field conditions. These maps shall be updated in Micro Station. The version of Micro Station to be used and the standards for the drawing files shall be consistent with the current Department version of the software and the previous studies file drawing sizes, line styles, etc.
3.5. Task 5 – Pavement Inspection: The pavements at the project airports will be inspected using the Pavement Condition Index (PCI) procedure. The PCl procedure is the standard used by the aviation industry and the military to visually assess pavement condition. The procedure is described in the
Solicitation No: BPM003574 Available online at Page 5 of 78 https://app.az.gov/
Scope of Work
most current version of FAA AC 150/5380‐6C and American Society for Testing and Materials Standard D5340.
3.5.1. The PCI was developed to provide engineers with a numerical indication of overall pavement condition. During a PCI survey, visible signs of deterioration within a selected sample unit are recorded and analyzed. Distress type, severity, and quantity are all identified and recorded and analyzed. The final calculated PCI value is a number from 0 to 100, with 100 representing a pavement in excellent condition. An experienced pavement engineer shall lead each survey team.
3.5.2. The Contractor must coordinate inspections with airport sponsors at least 1 week in advance of the scheduled inspection. If the airport cannot be reached to approve and accommodate the inspection schedule, the Contractor may have to reschedule to provide sufficient coordination During inspections, the Contractor must monitor the Common Traffic Advisory Frequency (CTAF) frequency at uncontrolled airports and must be in communication with the tower personnel or work with operations personnel at controlled fields. Normal aircraft traffic shall not be disrupted during field inspections.
3.5.3. An extensive photographic log (at a minimum one digital photograph per section), as well as, inspectors' field comments, shall be maintained. The photographs shall be labeled and incorporated into the individual reports, the web application, and the interactive CD.
3.5.4. In addition to the PCI data collection, the Department requires a visual subjective inspection of the existing pavement markings of the pavement sections. A determination shall be made by the Contractor whether the existing airport runway, taxiway, and apron markings are "satisfactory", appearing to meet FAA marking standards, or whether these markings are "unsatisfactory" based solely on the apparent visibility and condition of the paint and reflective treatments. If the markings are visible, the paint and reflectivity appear intact per the FAA standard, the markings shall be considered "satisfactory". If the markings are degraded, and/or no longer seem reflective per the FAA markings standard, the most current version of AC 150/5340‐1, Standards for Airport Markings, then the markings shall be labeled "unsatisfactory". Unsatisfactory markings shall be identified for a maintenance repainting by the sponsor of the existing standard runway, taxiway, and apron markings. Changes to marking patterns or non‐standard FAA markings shall not be considered.
3.5.5. The airports listed in Table 1 shall be inspected using the sampling rate provided in Table 2. All inspections shall be coordinated with the airport sponsors prior to the inspection and the Department shall be kept informed of the schedule at all times.
3.5.6. Table 2. Inspection sampling rate for airfield pavement sections
PCC Pavements 1 ‐ 3 4 3 4 3
Solicitation No: BPM003574 Available online at Page 6 of 78 https://app.az.gov/
Scope of Work
5 ‐ 7 4 5 ‐ 9 4 8 ‐ 10 5 10 ‐ 20 5 11 ‐ 16 6 21 ‐ 30 6 17 ‐ 28 7 31 ‐ 70 7 29 ‐ 64 8 >70 10%, but < 65 ‐ 90 9 PCC Pavements AC Pavements
N n N n
>90 10%, but < N = total number of sample units in section n = number of sample units to inspect
3.6. Task 6 – Micro PAVER Database Update: The Contractor shall enter the data collected during the inventory update and the pavement inspection tasks into Micro PAVER. This shall include updating the inventory and pavement condition portions of the database. The most recently available Micro PAVER databases for any airport opting out of the inspections portion of this study shall be added to the Department's APMS database as they become available. The Contractor shall seek and coordinate inclusion of this separate data.
3.7. Task 7 – APMS Customization: In order for an APMS to be a useful tool, it must reflect the policies, practices, and procedures of the agency using it. These factors must be taken into account during the analytical system development in order for the final product to be reflective of the decision process used by the agency. During this task, the Department's APMS shall be modified to more accurately reflect the conditions and policies under which Arizona airports operate. This work shall include updating the pavement performance models, the prioritization guidelines, the maintenance and rehabilitation policies, and the maintenance and rehabilitation treatment options and unit cost information.
3.7.1. Performance Model Development
3.7.1.1. Many methods for predicting condition are available. The Department's APMS uses an advanced modeling technique that involves organizing the pavement network into "families" of pavements that perform in a similar manner. For example, asphalt runway pavement sections that have never received an overlay, are subjected to heavy traffic, and are located at high elevations may be grouped into a family. A constrained regression (set to the degree that the user feels appropriate) is then applied to the data set (pavement age versus PCI value) to develop a deterioration curve for that family of pavements. The performance of an individual section can then be predicted by using a section's relative position to the family curve that represents it.
Solicitation No: BPM003574 Available online at Page 7 of 78 https://app.az.gov/
Scope of Work
3.7.1.2. At a minimum, the following factors shall be assessed to determine their impact on the performance of Arizona airport pavements: pavement surface type, pavement use (runway, taxiway, apron, primary roadway, non‐revenue parking lot), type of traffic, and environmental region.
3.7.2. Prioritization Guidelines
3.7.2.1. Prioritization guidelines within the Department's APMS are used to rank pavement projects according to the practices of the Department when there is not enough funding for all identified projects. A similar guideline shall be developed to consider including pavement striping and marking as an APMS maintenance item.
3.7.2.2. During this task, the Contractor shall review and analyze programs performed by other states, as well as historical data and resulting projects in the Arizona APMS, and to make recommendations in a maximum 5‐page report to the Department for potential improvements to Arizona's APMS. The Department shall select which recommendations to implement as a part of this contract.
3.7.3. Maintenance Policies
3.7.3.1. The maintenance policies for Portland cement concrete and hot‐mix asphalt concrete pavements currently in the Department's APMS shall be reviewed by the Contractor in coordination with the Department and updated as necessary.
3.7.3.2. During this task, the Contractor shall review and analyze programs performed by other states, as well as historical data and resulting projects in the Arizona APMS, and make recommendations in a maximum 5‐page report to the Department for potential improvements to Arizona's APMS. The Department will select which recommendations to implement as a part of this contract.
3.7.4. Treatment Options and Unit Cost Information
3.7.4.1. The treatment options to be considered by the APMS during analysis as well as the unit cost information pertaining to those options shall be updated by the Contractor in coordination with the Department. A meeting shall be held at the completion of this task to obtain the Department's approval for the customization.
3.8. Task 8 – PCI Data Analysis
3.8.1. Three aspects of the pavement condition data shall be analyzed: the PCI, the type of distress and the rate of deterioration.
3.8.2. PCI ‐ The PCI for each inspected sample unit shall be calculated and section PCI values shall be extrapolated based upon the sample unit information. The PCI provides a general
Solicitation No: BPM003574 Available online at Page 8 of 78 https://app.az.gov/
Scope of Work
sense of the pavement condition and the magnitude of work that will be required to rehabilitate the pavement.
3.8.3. Types of Distress ‐ The types of distress identified during the surveys shall also be analyzed. The types of distress present provide insight into the cause of the pavement deterioration. Distress types are characterized as load‐related (such as alligator cracking), climate‐related (such as weathering and raveling), and materials‐related (such as durability cracking). Understanding the cause of distress allows a treatment to be selected that corrects the cause of deterioration.
3.8.4. Pavement Deterioration Rate ‐ The deterioration rate helps identify those pavement sections failing faster than normal. Sections exhibiting higher than normal deterioration rates warrant close monitoring and further evaluation.
3.8.5. In addition to evaluating these aspects of pavement condition, the overall condition levels shall be broken out by pavement use, surface type, geographic region, and by category of airport Further, the overall pavement conditions shall be evaluated as to how the PCI's have changed since the implementation of the APMS.
3.9. Task 9 – Generation of 8 Year Maintenance and Rehabilitation Program: Once the APMS software has been updated to reflect current conditions at Arizona's airports, the collected information shall be used to identify maintenance and rehabilitation needs. The pavement condition information shall be analyzed using PRISM software or any approved equal program to determine which pavement sections warrant pavement repair during each program year and to prioritize the work according to pavement use and condition. If software is used other than PRISM, the Contractor shall supply the software to the Department and provide training to the Department in coordination with the Department's IT staff and in accordance with the Department's IT policies and procedures. At a minimum, three budget scenarios shall be analyzed: no funding, unlimited funding and a funding level established by the Department. The different funding levels shall show the impact to the condition of the overall network and the individual airports. Tucson international and Phoenix Sky Harbor Airports will not be included in this analysis.
3.10. Task 10 – Report Generation: During this project, the Contractor shall produce and supply the following reports: monthly report, individual airport reports, statewide report, executive summary report, and APMS procedures manual will be provided. In all cases cited below, all reports shall be provided to the Department in PDF format, in addition to the other required deliverables. The format and content of the reports must be consistent with the descriptions below and the existing previous study documents on file at the Department.
3.10.1. Monthly Report ‐ Monthly progress reports shall be submitted to the Department that summarize the activities completed during the month, propose activities for the upcoming month, and discuss any problems encountered along with proposed solutions to the problems.
Solicitation No: BPM003574 Available online at Page 9 of 78 https://app.az.gov/
Scope of Work
3.10.2. Individual Airport Reports ‐ Individual airport reports for the airports listed in Table 1 shall be prepared. These reports shall document the current and historical pavement evaluation results and shall include network definition maps, PCI maps, and photographs taken during the pavement inspections. These reports shall also include a list of recommended projects for the airport from the unlimited budget scenario and a list of the projects to be funded by the Department under the limited budget scenario as a part of the APMS program. A chapter describing regular maintenance and inspection to be performed by the airport shall be included. Current copies of the relevant FAA Advisory Circulars shall be included. Four (4) copies of each report and one (1) DVD disk of the report in PDF format shall be delivered to the Department. A separate PCN Report shall be prepared for each airport, with four (4) copies and one DVD delivered to the Department.
3.10.3. Statewide Report ‐ A Statewide Report that contains detailed information on the project scope and findings shall be prepared. It shall present the 8‐year maintenance and rehabilitation programs developed under the different funding scenarios. It shall contain a historical analysis of pavement conditions and program funding. Ten (10) copies of the statewide report and one (1) DVD disk of the report in PDF format shall be delivered to the Department.
3.10.4. Executive Summary Report ‐ An Executive Summary Report shall be prepared. This report shall be approximately 12 pages in length and shall utilize color and durable paper. This report shall highlight the findings of the project in a manner comprehensible to a layperson. One hundred‐twenty (120) copies of this report and one (1) DVD disk of the report in PDF format shall be delivered to the Department.
3.10.5. APMS Procedures Manual ‐ A manual containing detailed information on the structure and the customization of the APMS shall be prepared. This will greatly facilitate the Department's use of the APMS after the completion of the project. Ten (10) printed and bound copies of the manual shall be delivered and one (1) DVD disk of the manual in PDF format shall be delivered.
3.11. Task 11 – GIS Link: The Department's APMS supports the establishment of a GIS link between the Micro PAVER database and airport maps. This link greatly increases the accessibility of the information stored in the APMS and facilitates the communication of the pavement management data and analysis results to others. During this task, the existing GIS link for the Department's APMS shall be updated. This requires the Contractor to work with the data above to ensure proper linking of the data systems and the Department's IT to ensure the information is properly uploaded and accessible from the Department's website for all users of the information. Tucson International and Phoenix Sky Harbor International Airports are not included in this activity.
3.12. Task 12 – Training: Three types of training during this project shall be provided: 1) executive overview of the PCI procedure and 2) the use of the APMS software and 3) Basic level training with each airport sponsor to access and use the web application and use of the individual airport report. The executive overview of the PCI procedure shall be one‐half day in length. The APMS
Solicitation No: BPM003574 Available online at Page 10 of 78 https://app.az.gov/
Scope of Work
software‐training course shall be 2 days in length. The number of attendees for the PCI training unlimited; the number of attendees for the APMS course is limited to 8 people.
3.12.1. All training for 1) and 2) above shall be conducted at the Department's offices using the Department's computers. Training for 3) above may be delivered by use of Webinar, PowerPoint, conference presentation, or other efficient means of communication. The Contractor is to ensure at least 1 manager associated with each airport receives the basic level of training.
3.13. Task 13 – Interactive Pavement Management CD: An interactive pavement management data access CD shall be developed for the Department This CD shall combine the use of maps, photographs, and hypertext links to provide a tool that conveniently displays the current airport pavement conditions, the types of distresses found at each airport, and photographs of the types of deterioration that were identified. Color‐coded maps of each airport shall also be provided so airport managers can quickly identify areas of concern.
3.13.1. The CD‐ROM is an HTML‐based interactive CD that is used to present network summary Information as well as specific information about each individual airport included in the Arizona airport network. Specifically, the following types of information shall be included in the CD‐ ROM:
3.13.1.1. Development of site structure ‐ In this stage the style and the means of presenting the collected information is established. An outline of site hierarchy is developed and includes the creation of frames, introduction and summary pages, PCI reviews, maintenance information, troubleshooting, help, and module interactions.
3.13.1.2. Creation of standard templates/images ‐ Templates are utilized to outline the general structure of the detail and summary pages for each airport as outlined below. Additionally, many images are developed as sources for the creation of banners and buttons. Each airport will also have multiple, exclusive buttons for each of the pages outlined below.
3.13.1.3. Airport System Map ‐ This includes the creation of a hot‐spot image map and table with links to each individual airport’s pages. The map outlines an entire state/region containing the network of facilities and allows the user to directly access an individual airport's information by clicking on its image or title.
3.13.1.4. Individual airport PCI maps ‐ Individual airport interactive airport PCI maps are incorporated into the CD‐ROM as MicroStation web‐enabled (DWF) drawings Updated MicroStation maps will be saved in the DWF format and linked to the appropriate airport summary HTML pages.
3.13.1.5. Section level inventory and inspection data ‐ The inventory and inspection data will be updated for all the sections included in the network. Examples of specific data items that will be included are: date of last inspection, PCI at last inspection,
Solicitation No: BPM003574 Available online at Page 11 of 78 https://app.az.gov/
Scope of Work
extrapolated distresses, percent PCI deduct by category, and links to photos taken in that section. The number of sections has yet to be determined.
3.13.1.6. Individual photo pages ‐ HTML pages will be created to display each section related overview or distress photos in a large photo format (i.e., 650 x 480 pixels). Each section inspected will typically have multiple images.
3.13.1.7. Airport level photo summary pages ‐ An HTML document containing a photo summary of all photos taken at an airport is created to facilitate a visual review by the user. Each airport in the network will have a summary page. Each airport photo summary sheet is comprised of photo thumbnails (smaller images) that are linked to the individual photo pages. Each summary sheet contains all of the photos (divided into categories of runways, taxiways, and aprons/ramps) associated with a given airport.
3.13.1.8. Section level photo thumbnails ‐ Each of the survey sections may have associated overview or distress‐related photos. Photo thumbnails (and associated photo page links) will also be developed at this section level.
3.13.1.9. Statewide and individual airport maintenance option tables ‐ The CD‐ROM presents the airport maintenance option data in 1) a statewide summary table, and 2) by individual airport.
3.13.1.10. Statewide inventory and condition summary pages ‐ The Statewide Inventory Summary and Statewide Condition Summary CD‐ROM sections will contain the data collected during the PCI inspections. This section will include tabular data and charts.
3.13.2. Upon completion of the CD‐ROM updates listed above, the Contractor will provide one hundred (100) copies and one original of an auto run CD‐ROM to the Department.
3.14. Task 14 – Web‐Based Application: The produced interactive pavement management data access CD shall be made accessible from the Department's website and will be placed and updated as needed on the Department's Website. This task will include website work and IT coordination with the Department's IT staff (technical consulting) to assist the Department.
3.15. Alternative Task 1 – Non Destructive Testing – Airports public automobile parking lots and primary on‐airport roadways: The Department shall receive falling weight deflectometer (FWD) data collection, visual inspection data, and California Bearing Ratio (CBR) calculations to further aid the Department and Arizona airports in pavement management and maintenance decisions.
3.15.1. A list of the airports to be included in this data collection is given below in Table 1, Airports included in this project.
3.15.2. Records Review ‐ Information regarding the existing pavement cross section materials and thicknesses is useful to an airport. The Department requires non‐destructive testing
Solicitation No: BPM003574 Available online at Page 12 of 78 https://app.az.gov/
Scope of Work
using a falling weight deflectometer (FWD) be performed, this information will also be used to back‐calculate subgrade and pavement layer properties. Work history records will be reviewed to obtain pavement layer details for the sections included in this project.
3.15.3. FWD Testing and Analysis ‐ An important aspect is the determination of the subgrade strength as represented by the California Bearing Ratio (CBR) for flexible pavements or the modulus of subgrade reaction (k value) for rigid pavements. The Department requires the consultant to determine values through nondestructive testing with an FWD. With an FWD, many locations can be tested in a relatively short period of time (approximately 200 locations in an 8‐hour testing day). Equally as important, the FWD provides a measure of the strength of the in‐situ subgrade rather than an estimate based on the soil type, which is important because the strength varies over time. Thus the use of FWD testing is recommended to obtain the most accurate results.
3.15.3.1. The Department chooses to include nondestructive testing using a heavy‐weight FWD, which is capable of simulating wheel loadings for normal automobile traffic. FWD testing will be used to back‐calculate subgrade and pavement layer properties and to determine the structural integrity, load‐carrying capacity.
3.15.3.2. A meaningful characterization of pavement properties requires that sufficient data be collected. Testing configurations shall be determined upon site inspection. For cost estimating purposes, assume that each airport will take no more than one day to test. To limit initial mobilization costs also assume that all selected pavements will be tested consecutively. Further assume that testing can be completed during daylight hours and that escorts will not be required or will be furnished by airport sponsors at no cost.
3.15.3.3. The FWD data will be used to evaluate the following pavement properties:
3.15.3.3.1. Normalized Deflections ‐ Deflection profiles will be plotted to illustrate the maximum deflections (normalized to a standard load) against the stationing along the facility. Areas with changes in pavement structural capacity or current condition will be evident from the longitudinal deflection profiles.
3.15.3.3.2. Layer Modulus Values ‐ Elastic moduli (E) for each pavement layer and subgrade support values‐k‐value for rigid pavements and resilient modulus (correlated to CBR) for flexible pavements‐will be determined from back‐ calculation.
3.15.3.3.3. The analysis results shall be presented in a detailed technical memorandum. This memorandum shall document the work completed during the project, describe the analysis procedures used, and present the results for the selected pavements. This memorandum shall become a part of the airport details tab in the web application and shall be included in the individual airport report.
Solicitation No: BPM003574 Available online at Page 13 of 78 https://app.az.gov/
Scope of Work
3.16. Alternative Task 2 – Non Destructive/PCN Testing: Selected Runways, Taxiways, & Aprons: The Department requests falling weight deflectometer (FWD) data collection, Pavement Classification Number (PCN) analysis, and California Bearing Ratio (CBR) calculation to further aid the Department and Arizona airports in pavement management and maintenance decisions.
3.16.1. All project airport facilities will also have data collection performed using non‐ destructive test methods to determine PCN and CBR values for their main public‐use taxiways and aprons.
3.16.2. The airports to be included in this project are listed in Appendix A. The Contractor shall confer with the Department to clarify which Runways, Taxiways, and Aprons will be included for this testing prior to mobilizing to the airports for inspection.
3.16.3. Records Review ‐ Information regarding the existing pavement cross section materials and thicknesses is essential to a Pavement Classification Number (PCN) analysis. The Department requires non‐destructive testing using a falling weight deflectometer (FWD) be performed, this information will also be used to back‐calculate subgrade and pavement layer properties. Work history records will be reviewed to obtain pavement layer details for the sections included in this project.
3.16.3.1. Additionally, traffic information is required to determine PCNs. The types of aircraft traffic data that are needed for PCN calculation include the aircraft type/model, departure weights, number of annual departures and arrivals, and anticipated changes in aircraft types and volumes over the evaluation period (20 years). These traffic details should reflect the traffic using the selected taxiways and aprons. It is assumed that detailed traffic information will be provided by the airport for all airports with Air Traffic Control Towers (ATCT). If the airport does not have an ATCT, traffic information shall be determined by the consultant using the data available for the airport in: the Arizona State Airports System Plan (SASP), the current airport's approved Master Plan, the airport's 5010 record, and the airport's quarterly based aircraft report.
3.16.4. FWD Testing and Analysis ‐ One of the most critical inputs to the PCN determination is the subgrade strength as represented by the California Bearing Ratio (CBR) for flexible pavements or the modulus of subgrade reaction (k‐value) for rigid pavements. The Department requires the consultant to determine values through nondestructive testing with an FWD. With an FWD, many locations can be tested in a relatively short period of time (approximately 200 locations in an 8‐hour testing day). Equally as important, the FWD provides a measure of the strength of the in situ subgrade rather than an estimate based on the soil type, which is important because the strength varies over time. Thus, the use of FWD testing is recommended to obtain the most accurate results.
3.16.4.1. The Department chooses to include nondestructive testing using a heavy‐weight FWD, which is capable of simulating aircraft wheel loadings up to 55,000 pounds.
Solicitation No: BPM003574 Available online at Page 14 of 78 https://app.az.gov/
Scope of Work
FWD testing and analysis will be performed in accordance with the most current version of FAA AC 150/5370‐11A, Use of Nondestructive Testing in the Evaluation of Airport Pavements. FWD testing will be used to back‐calculate subgrade and pavement layer properties and to determine the structural integrity, load‐carrying capacity, and PCNS of the selected taxiway and apron pavement sections.
3.16.4.2. A meaningful characterization of pavement properties requires sufficient data be collected Specific airports and runways have been selected. Testing configurations will be determined upon site inspection. For cost estimating purposes, it is assumed that each airport will take no more than one day to test (with a minimum of 100 test locations on any main taxiway or apron) such that 50 days of testing is assumed (including travel time between sites). To limit initial mobilization costs, it is also assumed that all selected main taxiways and aprons will be tested consecutively. It is further assumed that testing can be completed during daylight hours and that escorts will be provided if required.
3.16.4.3. The FWD data will be used to evaluate the following pavement properties:
3.16.4.3.1. Normalized Deflections ‐ Deflection profiles will be plotted to illustrate the maximum deflections (normalized to a standard load) against the stationing along the facility Areas with changes in pavement structural capacity or current condition will be evident from the longitudinal deflection profiles.
3.16.4.3.2. Layer Modulus Values ‐ Elastic moduli (E) for each pavement layer and subgrade support values‐k‐value for rigid pavements and resilient modulus (correlated to CBR) for flexible pavements‐will be determined from back‐ calculation.
3.16.5. PCN Analysis: The projected traffic information, pavement cross sections, and pavement subgrade and layer properties (from FWD testing) will be used to calculate the PCN for the selected pavements The PCN of each pavement section will be determined in accordance with the current version of FAA Advisory Circular 150/5335‐5B, Standardized Method of Reporting Airport Pavement Strength ‐ PCN.
3.16.5.1. The analysis results will be presented in a detailed technical memorandum. This memorandum will document the work completed during the project, describe the analysis procedures used, and present the PCN results for the selected pavements. This memorandum will become a part of the airport details tab in the web application and will be included in the individual airport report.
3.17. Schedule ‐ The contract will encompass triennial study. The initial Study will be completed on or before twelve (12) months from date of issuance of Notice to Proceed. The following table is a suggested schedule of each work task based on the first twelve (12) months.
3.17.1. Schedule by Task
Solicitation No: BPM003574 Available online at Page 15 of 78 https://app.az.gov/
Scope of Work
TASK MONTHS 1. Kick‐off meeting 1 2. Inventory Update 1 3. Network Definition Update 2 4. Map Update 2 5. Pavement Inspection 3 through 5 6. Pavement Inspection 6 through 7 7. APMS Customization 7 through 8 8. PCI Data Analysis 9 9. 8‐Year Data Analysis and Rehabilitation 9 Plan 10. Integration f Results with APPP 9 11. Report Generation 10 12. GIS Map Link 10 13. Training 11 through 12 14. Interactive Pavement Management CD 11 through 12 15. Web Application 11 through 12 Alternative Task 1. Non‐Destructive Testing‐ 3 through 5 Airport Public Parking Alternative 2. Non‐Destructive Testing/PCN of 3 through 5 Selected Runways, Taxiways, and Aprons.
3.17.1.1. Years two (2) and three (3) will be used to make modifications to the annual program based on available funding and Tasks nine (9) and ten (10).
4. Consultant’s Responsibilities
4.1. The Contractor shall be diligent in maintaining open communications with the Department, and especially the ADOT project manager, MPD Contracts, and MPD Finance, as necessary. Work shall be completed in a responsible and professional manner and in accordance with the specifications, schedules, work plan, performance indicators, and operating standards as designated in the project.
4.2. In the event that this project is located within tribal land or includes tribal involvement as a stakeholder, ADOT‐MPD and the Contractor must exercise tribal consultation and coordination protocol when providing related services. The purpose for this provision is to ensure compliance with "ADOT's Tribal Consultation Policy" and Arizona Revised Statute Section 41‐2051, Subsection C ‐ Responsibilities of state agencies located at: . An ADOT Tribal Transportation Consultation Online Training Course and Handbook are available to the Contractor and shall be reviewed upon selection. For an understanding of what that protocol entails, refer to Module 4 of the Course which is located on the Arizona Tribal Transportation website at: http://www.aztribaltransportation.org.
Solicitation No: BPM003574 Available online at Page 16 of 78 https://app.az.gov/
Scope of Work
4.3. The Consultant and Consultant’s employees are strictly prohibited from operating or advertising any commercial enterprise or activity on any projects’ premises, except as may be provided under other contracts to which the Department is a signatory, per ARS § 28‐7053.
4.4. All persons engaged in performance of work under this contract shall be, unless otherwise approved by the Department, direct bona fide employees of the consultant and shall not be leased employees, sub‐contractors, or independent contractors. The Department may require verification of the nature of employment of the employees. This requirement is not intended to preclude the use of sub‐contractors for specialty services such as traffic control services.
4.5. The Consultant shall provide mentally alert, physically fit, adequately trained and qualified employees to ensure contracted services progress in a safe, orderly and timely manner.
4.6. When on‐site the Consultant shall possess a means of communications with the Department or the Department’s Representative, the individual delegated responsibility to manage the construction projects under this Contract who may be an the Department employee or a contracted Construction Manager, in advance of and while performing any work under this contract. This form of communication may be cellular telephone or mobile radio.
4.7. Assure the accuracy, quality, and timeliness of information and product being provided. Acquire all outside data, literature, equipment, etc., needed for projects.
4.8. Coordinate closely with the Department to review the progress to date, evaluate findings, and solicit input that could lead to revisions to the project approach.
4.9. Be available to participate in various meetings at the request of the Department.
4.10. Ensure that all documentation (including any record drawings) is properly submitted to the Department.
4.11. Submit weekly progress reports for on‐going work. The report shall include as a minimum:
4.11.1. Current status of each task 4.11.2. Work to be accomplished during the next two weeks 4.11.3. Problems encountered, proposed solutions and effect, if any on the milestones 4.11.4. Deliverable products
4.12. Prepare State‐fiscal‐year based annual progress reports within 30 days of the end of each State fiscal year. The report shall include as a minimum:
4.12.1. Aggregated costs of actual construction completed by type of construction and by unit cost.
4.12.2. Report shall also show costs for the fiscal year by airport.
Solicitation No: BPM003574 Available online at Page 17 of 78 https://app.az.gov/
Scope of Work
4.12.3. Aggregated costs of design services, construction services and program administration services. These costs will be presented showing actual amounts billed by airport and type construction. Report shall also show the percentage of these three services’ costs compared with construction costs by type construction and by airport.
4.12.4. Prepare visuals of each report element.
5. Department’s Responsibilities
5.1. Assign a project manager who is responsible for directing, reviewing, and approving Contractor's work products and invoices.
5.2. Make available all pertinent documents, information, maps, plans and electronic files.
5.3. Make available all required manuals, statutes, written policies and procedures, contact information, records.
5.4. Make available all pertinent documents, information, maps, plans and electronic files.
5.5. Review and approve Contractor's documents and submittals.
5.6. Assist with Tribal consultation.
APPENDIX A: New and Structurally Modified Airfield Pavements Since 2013 Study
Certificated Airports
Ernest Love/Prescott ‐ Reconstruction of Air Tanker Apron Flagstaff ‐ Reconstruction of Westplex Taxilanes Kingman ‐ Reconstruction of Taxiways C and D Laughlin/Bullhead ‐ Extension of Runway 16/34 and Taxiway A Page ‐ Apron Strengthening, New Taxiway Phoenix Mesa Gateway ‐ Reconstruction of Taxiways V, Reconstruction of 12R/30L (Various Sections), Reconstruction of 12C/30C (Various Sections), Reconstruction of Taxiways G and B (Various Sections), Recon North Apron (Various Sections), Extension of Taxiway C Yuma‐ ‐ New Apron, Reconstructed Apron
General Aviation Airports
Benson ‐ New Helipad Casa Grande ‐ Reconstruct Taxiway E (mislabeled on some docs as Twy C) Eloy ‐ Three New Taxilanes Falcon ‐ Apron Reconstruction, New Blast Pads 4L/22R, Taxiways A and C Glendale ‐ Reconstruction of Terminal Apron
Solicitation No: BPM003574 Available online at Page 18 of 78 https://app.az.gov/
Scope of Work
Nogales ‐ Apron Reconstructions (Various) Payson ‐ Apron Expansion Phoenix Deer Valley ‐ Reconstruction of Taxiway A (Various Sections), Northside Apron & Taxilanes Phoenix Goodyear ‐ Extension of Runway and Parallel Taxiway Pinal Airpark ‐ Reconstruction of Runway 12/30 Ryan ‐ Reconstruction of 6R Overrun, Reconstruction of Taxiway B2 (South Section) Safford ‐ Reconstruction of Main Transient Apron San Manuel ‐ Reconstruction of Apron (All Sections), New Apron Entrance Sedona ‐ Reconstruction of Apron A Sierra Vista ‐ Strengthening of Taxiways G and J (Various Sections) Tuba City – Reconstruction of Runway 15/33 (Various Sections) Wickenburg ‐ New Apron Cochise College ‐ Reconstruction of Taxiway
Solicitation No: BPM003574 Available online at Page 19 of 78 https://app.az.gov/
Special Terms and Conditions
1. CONTRACT TERM
1.1 The term of any resultant contract shall commence on the effective date of award and shall continue for a period of twelve (12) months thereafter, unless terminated, cancelled or extended as otherwise provided herein.
2. CONTRACT EXTENSION
2.1 By mutual written contract amendment, any resultant contract may be extended for supplemental periods of up to a maximum of forty‐eight (48) months.
3. ELIGIBLE AGENCIES
3.1 This contract shall be for the exclusive use of the Arizona Department of Transportation.
4. NON‐EXCLUSIVE CONTRACT
4.1 This contract shall be for the sole convenience of the Department. The Department reserves the right to obtain like goods or services from another source when necessary. The Off‐Contract Purchase Authorization and subsequent procurement shall be consistent with the Arizona Procurement Code.
5. ORDERING PROCESS
For each APMS cycle, the Department will provide to the Consultant a list of approved projects for design services and a list of approved projects for construction management services. Upon receipt of a Request for Project Quote, the Contractor shall provide a quote for each project and service requested in the specified format and using the specified forms. The pricing provided Budget Form (Exhibit 4) will result in a fixed‐fee plus approved direct costs and travel for both design and construction management services by airport. If miscellaneous support services are requested, those may result in a fixed‐fee, a not‐to‐exceed budget, or a time and materials project, based on the Request for Project Quote. The quotes will be submitted to [email protected]. MPD Contracts shall verify that pricing used on the Budget Form complies with negotiated rates on the Contract, and the ADOT MPD Project Manager shall determine if the allocation of hours to the project/tasks is reasonable. 5.1 Once the response to the Request for Project Quote is accepted, the Department shall issue a purchase order to the Consultant.
5.2 Any attempts to represent any material and/or service not specifically awarded as being under contract is a breach of the contract and a violation of the Arizona Procurement Code. Any such action is subject to the legal and contractual remedies available to the State inclusive of but not limited to contract cancellation, suspension and/or debarment of the Consultant.
Solicitation No: BPM003574 Available online at Page 20 of 78 https://app.az.gov/
Special Terms and Conditions
6. INVOICING REQUIREMENTS
6.1 Invoices must be submitted no more than monthly and no less than quarterly. The MPD Billing Summary and Reimbursement Request Form (BSR) [Exhibit 5] must be used to submit invoicing. The BSR Billing Report must be completed in its entirety and must be signed. The BSR may be submitted with a typed name in the signature field or it must be converted to a PDF with a minimum 300 dpi. The BSR is a cover for any invoice submission and must include other required forms or documentation as required by the Department. Training for properly completing a BSR is available by request to [email protected]. The BSR, invoice, and other documents must be sent by e‐mail as a single PDF to the Department Representative for review, who will then forward invoices to the Department for approval and processing for payment. Invoices are required for each shipment of product or delivery of service and shall include at a minimum:
● Department Location’s Name and Address ● Vendor Name, Remit to Address and Contact Information ● Contract Number ● MPD Tracking Number and Aeronautics ‘E’ Number ● Purchase Order Number ● Invoice Number and Date ● Date the items were shipped to the Department ● Contract Line Item Number ● Line Item Description or Item or Service ● Quantity Purchased ● Line Item Unit of Measure ● Price per Unit and Total per Unit ● Catalog or Other Discount (if applicable) ● Net Unit Price and Total per Unit (if applicable) ● Applicable taxes ● Applicable Shipping/Freight Charges ● Total Invoice Amount Due
6.2 Invoices not sent to [email protected] or not containing the necessary and required information may delay payment. A Consultant whose payments are delayed due to improper invoicing shall make no claim against the Department or the State for late or finance charges.
6.3 Invoicing shall be submitted using the provided MPD Billing Summary and Reimbursement (BSR) form in such a way that payment may be completed no more than monthly and no less than quarterly as agreed upon in the Work Plan. A single PDF package, assembled in the order with the Billing Report as the first page in landscape format, followed by all required forms of the BSR and then with all other support documentation, and named according to the file naming convention: AgencyName INVxxxx MPDXXXX‐FY DateSubmitted.pdf shall be submitted to [email protected]. Line items entered on the BSR must reflect the same line item numbering as are on the Purchase Order.
Solicitation No: BPM003574 Available online at Page 21 of 78 https://app.az.gov/
Special Terms and Conditions
6.4 Submitting an Hours Contribution Table (a tab in the BSR) does not indicate this is a time and materials contract. The Hours Contribution Table is used by the ADOT Project Manager to verify that the effort expected for each scoped work task coincides with the effort expended by the supplier.
6.5 Prompt Payment: Pursuant to 49 CFR 26.29 prime suppliers must pay Sub‐Contractors for satisfactory performance (i.e., all the tasks called for in the subcontract for the invoicing period have been accomplished and documented as required by ADOT and any deliverables are approved by ADOT) of their contracts no later than 7 days from receipt of each payment ADOT makes to the prime supplier. The prompt payment provision applies to Sub‐Contractors at all tiers. This applies to all Sub‐contractors, not just DBEs. Primes are herein notified they are prohibited from holding retainage from Sub‐Contractors on this Project pursuant to 49 CFR 26.29.b(1). In the event the Prime fails to invoice ADOT according to its scheduled invoicing activities, and in any case where a Prime’s invoice has been rejected through no fault of the sub‐contractor’s performance, the Prime shall pay the sub‐contractor for satisfactory work completed in no more than 30 calendar days from receipt of invoice for that work.
6.6 Direct Costs: All direct costs must be supported by receipts indicating payment information and date paid, and other suitable and appropriate documentation. Travel expenses will be reimbursed in accordance with the State Travel Policy. The State travel policy may be accessed via the internet at the State of Arizona, General Accounting Office’s website at (https://gao.az.gov/travel/welcome‐gao‐travel). Specifically, vendor travel is addressed under the State of Arizona Accounting Manual (SAAM), Section 50: Travel, Sub‐Section 65.
6.7 Travel ‐ Advance Authorization: MPD does not use a travel approval form or formal advance approval process except that use of rental vehicles must be approved by ADOT FMS in advance. Travel indicated in the scope and identified in the awarded work plan is considered authorized to be reimbursed in accordance with the AZ State Policy with total actual costs not to exceed the budget established. As with all changes, if travel must be added subsequent to award, the change order process must be completed prior to incurring charges or those expenditures will not be reimbursable.
6.8 Fiscal Year End: The budgeting process and procurement portal process requires that purchase orders be closed out at the end of the State Fiscal Year (June 30th). An invoice for any billable amounts for completed/accepted items through the period ending June 30th should be submitted no later than July 10th each year. Work should not be stopped when the purchase order is closed for the fiscal year ending unless specifically notified to do so. The new replacement purchase order will be generated as soon as the remaining balances for the project are verified, subject to resource availability.
6.9 Final Invoice: When submitting the Final Invoice on the Project, make sure to pay attention to any DBE requirements. A close‐out form Certification of Final DBE Payments (210PS) is required for every participating DBE and must be signed by the Prime and the DBE. Final certification forms may be obtained from . An invoice marked "final" triggers closeout of the
Solicitation No: BPM003574 Available online at Page 22 of 78 https://app.az.gov/
Special Terms and Conditions
work project, purchase order, and funding. No further retainage or payments may be made on the project after the final invoice is received. A financial closeout letter may be requested by the Department to verify payment receipts and that the Contractor’s financial office agrees the project is ready to close.
6.10 The Department will make every effort to process payment within thirty (30) calendar days after acceptance of services. Delivery of the service to the Department does not constitute acceptance.
6.11 The date the Department accepts delivery of services shall be the valid date for starting the thirty (30) calendar day payment period.
6.12 Payment due dates, including discount periods, will be computed from the date of acceptance or date of correct invoice (whichever is later) to the date the Department’s warrant is mailed.
7. ESTIMATED USAGE
7.1 The Department anticipates considerable usage under this contract. The Department reserves the right to increase or decrease actual quantities ordered as circumstances may require. No guarantees are made concerning actual purchases under this contract.
8. PRICE REDUCTION
8.1 A price reduction adjustment may be offered at any time during the term of the contract and shall become effective upon notice through a written contract amendment.
9. PRICE INCREASE
9.1 The Department will review fully documented requests for price increases for any contract which will or has been in effect for twelve (12) months. The request shall be submitted no less than 60 days prior to the contract renewal date. The Consultant shall provide fully documented information which supports the price increase request. Fully documented means that the request shall present detailed information and calculations that make it clear how the claimed increase has an impact on the contract unit prices. All assumptions regarding cost factors that have an impact on the requested increase shall also be clearly identified and justified. The requested price increase must be based upon a cost increase that was clearly unpredictable at the time of the offer and can be shown to directly affect the price of the item concerned. Any price increase adjustment request prior to the time of contract extension will be a factor in the extension review process. The Department will determine whether the requested price increase or an alternate option, is in the best interest of the State.
10. CONTRACT ADMINISTRATION
10.1 The Consultant shall contact the Procurement Officer for guidance or direction in matters of contract interpretation or questions regarding the terms, conditions or scope of the contract.
Solicitation No: BPM003574 Available online at Page 23 of 78 https://app.az.gov/
Special Terms and Conditions
11. NOTICES
11.1 All notices, requests, demands, consents, approvals, and other communications which may or are required to be served or given hereunder (for the purposes of this provisions collectively called “Notices”), shall be in writing and shall be sent by certified United States mail, return receipt requested, or by any other method that provides evidence of receipt, addressed to the party or parties to receive such notice as follows:
a. If intended for the State, to: Arizona Department of Transportation, Procurement Group 1739 W. Jackson Street, MD 100P Phoenix, Arizona 85007‐3276
b. If intended for the Consultant, to the address as identified in the Consultant’s electronic vendor profile.
11.2 Or to such other addresses as either party may from time to time furnish in writing to the other by notice hereunder. Any notice so mailed shall be deemed to have been given as of the date such notice is received as shown on the return receipt. Furthermore, such notice may be given by delivering personally such notice, if intended for the State, to the Arizona Department of Transportation, Procurement Officer and, if intended for the Consultant, to the person named on the Offer & Contract Award of this contract, or to such other person as either party may from time to time furnish in writing to the other by notice hereunder. Any notice so delivered shall be deemed to have been given as of the date such notice is personally delivered to the other party.
12. CANCELLATION FOR POSSESSION OF WEAPONS ON ADOT PROPERTY
12.1 This Contract may be cancelled if the Consultant or any subcontractors or others in the employ or under the supervision of the Consultant or subcontractors is found to be in possession of weapons.
12.2 Possession of weapons (firearms, explosive devices, knives or blades of more than three (3) inches, or any other instrument designed for lethal or disabling use) is prohibited on ADOT property.
12.3 Further, if the Consultant or any subcontractors or others in the employ of under the supervision of the Consultants or subcontractors, are asked by an ADOT official to leave the ADOT property, they are advised that failure to comply with such a request shall result in cancellation of the Contract and anyone who refuses, whether armed or not, is subject to prosecution under A.R.S. §13‐1502, “Criminal trespass in the third degree: classification.”
13. REVIEW OF CONSULTANT’S WORK
Solicitation No: BPM003574 Available online at Page 24 of 78 https://app.az.gov/
Special Terms and Conditions
13.1 Work performed by the Consultant shall be subject to periodic reviews and partial acceptance at various stages. The Department reserves the right to make such reviews and pass upon the acceptability of the Consultant’s work. Partial acceptance shall not relieve the Consultant’s obligation to correct, without charge, any errors in the work performed under this contract.
14. ACCURACY OF WORK
14.1 The Consultant shall be responsible for the accuracy of the work and shall promptly make all the necessary revisions or corrections resulting from errors and omissions on the part of the Consultant without additional compensation. Acceptance of the work by the Department shall not relieve the Consultant of the responsibility for subsequent correction of any such errors and clarification of ambiguities.
15. INDEMNIFICATION
15.1 To the fullest extent permitted bylaw, Contractor shall defend, indemnify, and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or 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 the 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, the Contractor agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Contractor for the State of Arizona. This indemnity shall not apply if the contractor or sub‐contractor(s) is/are an agency, board, commission or university of the State of Arizona.
16. INSURANCE
16.1 The Consultant shall furnish Certificate(s) of Insurance inclusive of the following requirements to the Department. Certificate(s) shall be received within five (5) calendar days of notification of contract award by the Procurement Officer.
16.2 Insurance Requirements
Solicitation No: BPM003574 Available online at Page 25 of 78 https://app.az.gov/
Special Terms and Conditions
16.2.1 Contractor and subcontractors shall procure and maintain, until all of their obligations have been discharged, including any warranty periods under this Contract, insurance against claims for injury to persons or damage to property arising from, or in connection with, the performance of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors.
16.2.2 The Insurance Requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The State of Arizona in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that arise out of the performance of the work under this Contract by the Contractor, its agents, representatives, employees or subcontractors, and the Contractor is free to purchase additional insurance.
16.3 Minimum Scope and Limits of Insurance
16.3.1 Contractor shall provide coverage with limits of liability not less than those stated below.
16.3.2 Commercial General Liability (CGL) – Occurrence Form 16.3.2.1 Policy shall include bodily injury, property damage, and broad form contractual liability coverage. Policy shall be endorsed to include airports.
● General Aggregate $5,000,000 ● Products – Completed Operations Aggregate $5,000,000 ● Personal and Advertising Injury $5,000,000 ● Damage to Rented Premises $50,000 ● Each Occurrence $5,000,000
a. The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Contractor.
b. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.
16.3.3 Business Automobile Liability 16.3.3.1 Bodily Injury and Property Damage for any owned, hired, and/or non‐owned automobiles used in the performance of this Contract. Policy shall be endorsed to include airports.
Solicitation No: BPM003574 Available online at Page 26 of 78 https://app.az.gov/
Special Terms and Conditions
● Combined Single Limit (CSL) $5,000,000
a. Policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by, or on behalf of, the Contractor involving automobiles owned, hired and/or non‐owned by the Contractor.
b. Policy shall contain a waiver of subrogation endorsement as required by this written agreement in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.
16.3.4 Workers’ Compensation and Employers' Liability ● Workers' Compensation Statutory ● Employers' Liability o Each Accident $1,000,000 o Disease – Each Employee $1,000,000 o Disease – Policy Limit $1,000,000
a. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor.
b. This requirement shall not apply to each Contractor or subcontractor that is exempt under A.R.S. § 23‐901, and when such Contractor or subcontractor executes the appropriate waiver form (Sole Proprietor or Independent Contractor).
16.3.5 Professional Liability (Errors and Omissions Liability) ● Each Claim $2,000,000 ● Annual Aggregate $2,000,000
a. In the event that the Professional Liability insurance required by this Contract is written on a claims‐made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract and, either continuous coverage will be maintained, or an extended discovery period will be exercised, for a period of two (2) years beginning at the time work under this Contract is completed.
Solicitation No: BPM003574 Available online at Page 27 of 78 https://app.az.gov/
Special Terms and Conditions
b. The policy shall cover professional misconduct or negligent acts for those positions defined in the Scope of Work of this contract.
16.4 Additional Insurance Requirements
16.4.1 The policies shall include, or be endorsed to include, as required by this written agreement, the following provisions:
16.4.1.1 The Contractor's policies, as applicable, shall stipulate that the insurance afforded the Contractor shall be primary and that any insurance carried by the Department, its agents, officials, employees or the State of Arizona shall be excess and not contributory insurance, as provided by A.R.S. § 41‐621 (E).
16.4.1.2 Insurance provided by the Contractor shall not limit the Contractor’s liability assumed under the indemnification provisions of this Contract.
16.5 Notice of Cancellation
16.5.1 Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor’s insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason without thirty (30) days prior written notice to the State of Arizona. Within two (2) business days of receipt, Contractor must provide notice to the State of Arizona if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to the Department and shall be mailed, emailed, hand delivered or sent by facsimile transmission to (Procurement, 1739 West Jackson Street, Phoenix AZ 85310 & 602.712.3717).
16.6 Acceptability of Insurers
16.6.1 Contractor’s insurance shall be placed with companies licensed in the State of Arizona or hold approved non‐admitted status on the Arizona Department of Insurance List of Qualified Unauthorized Insurers. Insurers shall have an “A.M. Best” rating of not less than A‐ VII. The State of Arizona in no way warrants that the above‐required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency.
16.7 Verification of Coverage
16.7.1 Contractor shall furnish the State of Arizona with certificates of insurance (valid ACORD form or equivalent approved by the State of Arizona) evidencing that Contractor has the insurance as required by this Contract. An authorized representative of the insurer shall sign the certificates.
Solicitation No: BPM003574 Available online at Page 28 of 78 https://app.az.gov/
Special Terms and Conditions
16.7.1.1 All such certificates of insurance and policy endorsements must be received by the State before work commences. The State’s receipt of any certificates of insurance or policy endorsements that do not comply with this written agreement shall not waive or otherwise affect the requirements of this agreement.
16.7.1.2 Each insurance policy required by this Contract must be in effect at, or prior to, commencement of work under this Contract. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal, is a material breach of contract.
16.7.1.3 All certificates required by this Contract shall be sent directly to the Department. The State of Arizona project/contract number and project description shall be noted on the certificate of insurance. The State of Arizona reserves the right to require complete copies of all insurance policies required by this Contract at any time.
16.8 Subcontractors
16.8.1 Contractor’s certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall be responsible for ensuring and/or verifying that all subcontractors have valid and collectable insurance as evidenced by the certificates of insurance and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum Insurance Requirements identified above. The Department reserves the right to require, at any time throughout the life of the Contract, proof from the Contractor that its subcontractors have the required coverage.
16.9 Approval and Modifications
16.9.1 The Contracting Agency, in consultation with State Risk, reserves the right to review or make modifications to the insurance limits, required coverages, or endorsements throughout the life of this contract, as deemed necessary. Such action will not require a formal Contract amendment but may be made by administrative action.
16.10 Exceptions
16.10.1 In the event the Contractor or subcontractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a certificate of self‐insurance. If the Contractor or subcontractor(s) is/are a State of Arizona agency, board, commission, or university, none of the above shall apply.
17. USAGE REPORT
17.1 The Contractor shall furnish the Department a quarterly report showing purchasing activity under this contract. This usage report shall be provided in a form substantially equivalent to
Solicitation No: BPM003574 Available online at Page 29 of 78 https://app.az.gov/
Special Terms and Conditions
Exhibit 6. Usage reports shall be submitted to the Procurement Officer no later than 30 days after the end of each quarter.
17.2 Usage report quarters shall be defined as follows:
● January through March – Report due April 30 ● April through June – Report due July 30 ● July through September – Report due October 30 ● October through December – Report due January 30
18. KEY PERSONNEL
18.1 It is essential that the Contractor provides adequate experienced personnel, capable of and devoted to the successful accomplishment of work to be performed under this contract. The Contractor must agree to assign specific individuals to the key positions.
18.2 The Contractor agrees that, once assigned to work under this contract, key personnel shall not be removed or replaced without written notice to the Procurement Officer. The Contractor shall immediately notify the Procurement Officer of key personnel changes. Replacement personnel shall be of substantially equal ability and qualifications. All key personnel changes are subject to the written concurrence of the Procurement Officer prior to any billable work being performed.
19. SUBCONTRACTORS
19.1 It is essential that the Contractor provides adequate experienced subcontractors, capable of and devoted to the successful accomplishment of work to be performed under this contract.
19.2 The Contractor agrees that, once assigned to work under this contract, subcontractors shall not be removed or replaced without written notice to the Procurement Officer. The Contractor shall immediately notify the Procurement Officer of subcontractor changes. Replacement subcontractors shall have substantially similar qualifications and experience. All subcontractor changes are subject to the written concurrence of the Procurement Officer prior to any billable work being performed.
20. REMOVAL OF CONTRACTOR’S EMPLOYEES
20.1 The Contractor agrees to utilize only experienced, responsible and capable personnel in the performance of the work. The Department may require that the Contractor remove from the job covered by this contract, employees who endanger persons or property or whose continued employment under the contract is inconsistent with the interest of the Department.
Solicitation No: BPM003574 Available online at Page 30 of 78 https://app.az.gov/
Special Terms and Conditions
21. PROJECT ADMINISTRATION
21.1 The Project Manager shall be designated at the time of project assignment. The Project Manager will provide general direction as necessary and be responsible for decisions pertaining to work under this Contract.
22. TRAVEL
22.1 Travel expenses authorized in advance and incurred at off‐site assignments will be reimbursed at cost, in accordance with the State of Arizona Travel Policy and the ADOT Travel Authorization Policy and Procedure hereby incorporated herein. State travel policy includes the travel reimbursement schedules. Actual receipt for travel must be submitted for reimbursement of allowable direct costs (lodging, automobile, meals, etc.). The travel policies may be accessed via the internet at the State of Arizona, General Accounting Office's website (http://www.gao.az.gov/travel/) and State of Arizona, Department of Transportation’s website (http://www.azdot.gov/business/Procurement).
23. LICENSES, PERMITS, CERTIFICATIONS
23.1 Contractor, at their expense, shall maintain in current status without any violations, complaints, or suspensions during the term of this contract all Federal, State and Local licenses, permits and certifications required for the operation of a business conducted by the contractor.
24. POST AWARD MEETING
24.1 At the discretion of the Department, the Contractor, at their expense, shall attend and participate in post award meetings as scheduled by the Procurement Officer.
25. SOLICITATION ORDER OF PRECEDENCE (Non‐Construction)
In the event of a conflict in the provisions of this Solicitation, the following shall prevail in the order set forth below:
Federal Aviation Administration Federal Provisions; Special Terms and Conditions; Uniform Terms and Conditions; Statement or Scope of Work; Specifications; Attachments; Exhibits; Special Instructions to Offerors;
Solicitation No: BPM003574 Available online at Page 31 of 78 https://app.az.gov/
Special Terms and Conditions
Uniform Instructions to Offerors; and Other documents referenced or included in the Solicitation
Solicitation No: BPM003574 Available online at Page 32 of 78 https://app.az.gov/
Uniform Terms and Conditions
Definition of Terms As used in this Solicitation and any resulting Contract, the terms listed below are defined as follows: 1.1. “Attachment” means any item the Solicitation requires the Offeror to submit as part of the Offer. 1.2. “Contract” means the combination of the Solicitation, including the Uniform and Special Instructions to Offerors, the Uniform and Special Terms and Conditions, and the Specifications and Statement or Scope of Work; the Offer and any Best and Final Offers; and any Solicitation Amendments or Contract Amendments. 1.3. "Contract Amendment" means a written document signed by the Procurement Officer that is issued for the purpose of making changes in the Contract. 1.4. “Contractor” means any person who has a Contract with the State. 1.5. “Days” means calendar days unless otherwise specified. 1.6. “Exhibit” means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the Solicitation. 1.7. “Gratuity” means a payment, loan, subscription, advance, deposit of money, services, or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value is received. 1.8. “Materials” means all property, including equipment, supplies, printing, insurance and leases of property but does not include land, a permanent interest in land or real property or leasing space. 1.9. “Procurement Officer” means the person, or his or her designee, duly authorized by the State to enter into and administer Contracts and make written determinations with respect to the Contract. 1.10. “Services” means the furnishing of labor, time or effort by a contractor or subcontractor which does not involve the delivery of a specific end product other than required reports and performance, but does not include employment agreements or collective bargaining agreements. 1.11. “Subcontract” means any Contract, express or implied, between the Contractor and another party or between a subcontractor and another party delegating or assigning, in whole or in part, the making or furnishing of any material or any service required for the performance of the Contract. 1.12. “State” means the State of Arizona and Department or Agency of the State that executes the Contract. 1.13. “State Fiscal Year” means the period beginning with July 1 and ending June 30. 2. Contract Interpretation 2.1. Arizona Law. The Arizona law applies to this Contract including, where applicable, the Uniform Commercial Code as adopted by the State of Arizona and the Arizona Procurement Code, Arizona Revised Statutes (A.R.S.) Title 41, Chapter 23, and its implementing rules, Arizona Administrative Code (A.A.C.) Title 2, Chapter 7. 2.2. Implied Contract Terms. Each provision of law and any terms required by law to be in this Contract are a part of this Contract as if fully stated in it. 2.3. Contract Order of Precedence. In the event of a conflict in the provisions of the Contract, as accepted by the State and as they may be amended, the following shall prevail in the order set forth below: 2.3.1. Special Terms and Conditions; Solicitation No: BPM003574 Available online at Page 33 of 78 https://app.az.gov/
Uniform Terms and Conditions
2.3.2. Uniform Terms and Conditions; 2.3.3. Statement or Scope of Work; 2.3.4. Specifications; 2.3.5. Attachments; 2.3.6. Exhibits; 2.3.7. Documents referenced or included in the Solicitation. 2.4. Relationship of Parties. The Contractor under this Contract is an independent Contractor. Neither party to this Contract shall be deemed to be the employee or agent of the other party to the Contract. 2.5. Severability. The provisions of this Contract are severable. Any term or condition deemed illegal or invalid shall not affect any other term or condition of the Contract. 2.6. No Parole Evidence. This Contract is intended by the parties as a final and complete expression of their agreement. No course of prior dealings between the parties and no usage of the trade shall supplement or explain any terms used in this document and no other understanding either oral or in writing shall be binding. 2.7. No Waiver. Either party’s failure to insist on strict performance of any term or condition of the Contract shall not be deemed a waiver of that term or condition even if the party accepting or acquiescing in the nonconforming performance knows of the nature of the performance and fails to object to it. 3. Contract Administration and Operation 3.1. Records. Under A.R.S. § 35‐214 and § 35‐215, the Contractor shall retain and shall contractually require each subcontractor to retain all data and other “records” relating to the acquisition and performance of the Contract for a period of five years after the completion of the Contract. All records shall be subject to inspection and audit by the State at reasonable times. Upon request, the Contractor shall produce a legible copy of any or all such records. 3.2. Non‐Discrimination. The Contractor shall comply with State Executive Order No. 2009‐09 and all other applicable Federal and State laws, rules and regulations, including the Americans with Disabilities Act. 3.3. Audit. Pursuant to ARS § 35‐214, at any time during the term of this Contract and five (5) years thereafter, the Contractor’s or any subcontractor’s books and records shall be subject to audit by the State and, where applicable, the Federal Government, to the extent that the books and records relate to the performance of the Contract or Subcontract. 3.4. Facilities Inspection and Materials Testing. The Contractor agrees to permit access to its facilities, subcontractor facilities and the Contractor’s processes or services, at reasonable times for inspection of the facilities or materials covered under this Contract. The State shall also have the right to test, at its own cost, the materials to be supplied under this Contract. Neither inspection of the Contractor’s facilities nor materials testing shall constitute final acceptance of the materials or services. If the State determines non‐compliance of the materials, the Contractor shall be responsible for the payment of all costs incurred by the State for testing and inspection. Notices. Notices to the Contractor required by this Contract shall be made by the State to the person indicated on the Offer and Acceptance form submitted by the Contractor unless otherwise stated in the Contract. Notices to the State required by the Contract shall be made by the Contractor to the Solicitation Contact Person indicated on the Solicitation cover sheet, unless otherwise stated in the Contract. An authorized Procurement Officer and an authorized Contractor representative may change their respective person Solicitation No: BPM003574 Available online at Page 34 of 78 https://app.az.gov/
Uniform Terms and Conditions
to whom notice shall be given by written notice to the other and an amendment to the Contract shall not be necessary. 3.6. Advertising, Publishing and Promotion of Contract. The Contractor shall not use, advertise or promote information for commercial benefit concerning this Contract without the prior written approval of the Procurement Officer. 3.7. Property of the State. Any materials, including reports, computer programs and other deliverables, created under this Contract are the sole property of the State. The Contractor is not entitled to a patent or copyright on those materials and may not transfer the patent or copyright to anyone else. The Contractor shall not use or release these materials without the prior written consent of the State. 3.8. Ownership of Intellectual Property. Any and all intellectual property, including but not limited to copyright, invention, trademark, trade name, service mark, and/or trade secrets created or conceived pursuant to or as a result of this contract and any related subcontract (“Intellectual Property”), shall be work made for hire and the State shall be considered the creator of such Intellectual Property. The agency, department, division, board or commission of the State of Arizona requesting the issuance of this contract shall own (for and on behalf of the State) the entire right, title and interest to the Intellectual Property throughout the world. Contractor shall notify the State, within thirty (30) days, of the creation of any Intellectual Property by it or its subcontractor(s). Contractor, on behalf of itself and any subcontractor(s), agrees to execute any and all document(s) necessary to assure ownership of the Intellectual Property vests in the State and shall take no affirmative actions that might have the effect of vesting all or part of the Intellectual Property in any entity other than the State. The Intellectual Property shall not be disclosed by contractor or its subcontractor(s) to any entity not the State without the express written authorization of the agency, department, division, board or commission of the State of Arizona requesting the issuance of this contract. 3.9. Federal Immigration and Nationality Act. The contractor shall comply with all federal, state and local immigration laws and regulations relating to the immigration status of their employees during the term of the contract. Further, the contractor shall flow down this requirement to all subcontractors utilized during the term of the contract. The State shall retain the right to perform random audits of contractor and subcontractor records or to inspect papers of any employee thereof to ensure compliance. Should the State determine that the contractor and/or any subcontractors be found noncompliant, the State may pursue all remedies allowed by law, including, but not limited to; suspension of work, termination of the contract for default and suspension and/or debarment of the contractor.
3.10 E‐Verify Requirements. In accordance with A.R.S. § 41‐4401, Contractor warrants compliance with all Federal immigration laws and regulations relating to employees and warrants its compliance with Section A.R.S. § 23‐214, Subsection A.
3.11 Offshore Performance of Work Prohibited. Any services that are described in the specifications or scope of work that directly serve the State of Arizona or its clients and involve access to secure or sensitive data or personal client data shall be performed within the defined territories of the United States.
Solicitation No: BPM003574 Available online at Page 35 of 78 https://app.az.gov/
Uniform Terms and Conditions
Unless specifically stated otherwise in the specifications, this paragraph does not apply to indirect or 'overhead' services, redundant back‐up services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers. 4. Costs and Payments 4.1. Payments. Payments shall comply with the requirements of A.R.S. Titles 35 and 41, Net 30 days. Upon receipt and acceptance of goods or services, the Contractor shall submit a complete and accurate invoice for payment from the State within thirty (30) days. 4.2. Delivery. Unless stated otherwise in the Contract, all prices shall be F.O.B. Destination and shall include all freight delivery and unloading at the destination. 4.3. Applicable Taxes. 4.3.1. Payment of Taxes. The Contractor shall be responsible for paying all applicable taxes. 4.3.2. State and Local Transaction Privilege Taxes. The State of Arizona is subject to all applicable state and local transaction privilege taxes. Transaction privilege taxes apply to the sale and are the responsibility of the seller to remit. Failure to collect such taxes from the buyer does not relieve the seller from its obligation to remit taxes. 4.3.3. Tax Indemnification. Contractor and all subcontractors shall pay all Federal, state and local taxes applicable to its operation and any persons employed by the Contractor. Contractor shall, and require all subcontractors to hold the State harmless from any responsibility for taxes, damages and interest, if applicable, contributions required under Federal, and/or state and local laws and regulations and any other costs including transaction privilege taxes, unemployment compensation insurance, Social Security and Worker’s Compensation. 4.3.4. IRS W9 Form. In order to receive payment the Contractor shall have a current I.R.S. W9 Form on file with the State of Arizona, unless not required by law. 4.4. Availability of Funds for the Next State fiscal year. Funds may not presently be available for performance under this Contract beyond the current state fiscal year. No legal liability on the part of the State for any payment may arise under this Contract beyond the current state fiscal year until funds are made available for performance of this Contract. 4.5. Availability of Funds for the current State fiscal year. Should the State Legislature enter back into session and reduce the appropriations or for any reason and these goods or services are not funded, the State may take any of the following actions: 4.5.1. Accept a decrease in price offered by the contractor; 4.5.2. Cancel the Contract; or 4.5.3. Cancel the contract and re‐solicit the requirements. 5. Contract Changes 5.1. Amendments. This Contract is issued under the authority of the Procurement Officer who signed this Contract. The Contract may be modified only through a Contract Amendment within the scope of the Contract. Changes to the Contract, including the addition of work or materials, the revision of payment terms, or the substitution of work or materials, directed by a person who is not specifically authorized by the procurement officer in writing or made unilaterally by the Contractor are violations of the Contract
Solicitation No: BPM003574 Available online at Page 36 of 78 https://app.az.gov/
Uniform Terms and Conditions
and of applicable law. Such changes, including unauthorized written Contract Amendments shall be void and without effect, and the Contractor shall not be entitled to any claim under this Contract based on those changes. 5.2. Subcontracts. The Contractor shall not enter into any Subcontract under this Contract for the performance of this contract without the advance written approval of the Procurement Officer. The Contractor shall clearly list any proposed subcontractors and the subcontractor’s proposed responsibilities. The Subcontract shall incorporate by reference the terms and conditions of this Contract. 5.3. Assignment and Delegation. The Contractor shall not assign any right nor delegate any duty under this Contract without the prior written approval of the Procurement Officer. The State shall not unreasonably withhold approval. 6. Risk and Liability 6.1. Risk of Loss: The Contractor shall bear all loss of conforming material covered under this Contract until received by authorized personnel at the location designated in the purchase order or Contract. Mere receipt does not constitute final acceptance. The risk of loss for nonconforming materials shall remain with the Contractor regardless of receipt. 6.2. Indemnification 6.2.1. Contractor/Vendor Indemnification (Not Public Agency) The parties to this contract agree that the State of Arizona, its departments, agencies, boards and commissions shall be indemnified and held harmless by the contractor for the vicarious liability of the State as a result of entering into this contract. However, the parties further agree that the State of Arizona, its departments, agencies, boards and commissions shall be responsible for its own negligence. Each party to this contract is responsible for its own negligence. 6.2.2. Public Agency Language Only Each party (as 'indemnitor') agrees to indemnify, defend, and hold harmless the other party (as 'indemnitee') from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in vicarious/derivative liability to the indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, employees, or volunteers." 6.3. Indemnification ‐ Patent and Copyright. The Contractor shall indemnify and hold harmless the State against any liability, including costs and expenses, for infringement of any patent, trademark or copyright arising out of Contract performance or use by the State of materials furnished or work performed under this Contract. The State shall reasonably notify the Contractor of any claim for which it may be liable under this paragraph. If the contractor is insured pursuant to A.R.S. § 41‐621 and § 35‐ 154, this section shall not apply. 6.4. Force Majeure. 6.4.1 Except for payment of sums due, neither party shall be liable to the other nor deemed in default under this Contract if and to the extent that such party’s performance of this Contract is prevented by reason of force majeure. The term “force majeure” means an occurrence that is beyond the control of the party affected and occurs without its fault or negligence.
Without limiting the foregoing, force majeure includes acts of God; acts of the public enemy; Solicitation No: BPM003574 Available online at Page 37 of 78 https://app.az.gov/
Uniform Terms and Conditions
war; riots; strikes; mobilization; labor disputes; civil disorders; fire; flood; lockouts; injunctions‐ intervention‐acts; or failures or refusals to act by government authority; and other similar occurrences beyond the control of the party declaring force majeure which such party is unable to prevent by exercising reasonable diligence. 6.4.2. Force Majeure shall not include the following occurrences: 6.4.2.1. Late delivery of equipment or materials caused by congestion at a manufacturer’s plant or elsewhere, or an oversold condition of the market; 6.4.2.2. Late performance by a subcontractor unless the delay arises out of a force majeure occurrence in accordance with this force majeure term and condition; or 6.4.2.3. Inability of either the Contractor or any subcontractor to acquire or maintain any required insurance, bonds, licenses or permits. 6.4.3. If either party is delayed at any time in the progress of the work by force majeure, the delayed party shall notify the other party in writing of such delay, as soon as is practicable and no later than the following working day, of the commencement thereof and shall specify the causes of such delay in such notice. Such notice shall be delivered or mailed certified‐return receipt and shall make a specific reference to this article, thereby invoking its provisions. The delayed party shall cause such delay to cease as soon as practicable and shall notify the other party in writing when it has done so. The time of completion shall be extended by Contract Amendment for a period of time equal to the time that results or effects of such delay prevent the delayed party from performing in accordance with this Contract. 6.4.4. Any delay or failure in performance by either party hereto shall not constitute default hereunder or give rise to any claim for damages or loss of anticipated profits if, and to the extent that such delay or failure is caused by force majeure. 6.5. Third Party Antitrust Violations. The Contractor assigns to the State any claim for overcharges resulting from antitrust violations to the extent that those violations concern materials or services supplied by third parties to the Contractor, toward fulfillment of this Contract. 7. Warranties 7.1. Liens. The Contractor warrants that the materials supplied under this Contract are free of liens and shall remain free of liens. 7.2. Quality. Unless otherwise modified elsewhere in these terms and conditions, the Contractor warrants that, for one year after acceptance by the State of the materials, they shall be: 7.2.1. Of a quality to pass without objection in the trade under the Contract description; 7.2.2. Fit for the intended purposes for which the materials are used; 7.2.3. Within the variations permitted by the Contract and are of even kind, quantity, and quality within each unit and among all units; 7.2.4. Adequately contained, packaged and marked as the Contract may require; and 7.2.5. Conform to the written promises or affirmations of fact made by the Contractor.
Solicitation No: BPM003574 Available online at Page 38 of 78 https://app.az.gov/
Uniform Terms and Conditions
Fitness. The Contractor warrants that any material supplied to the State shall fully conform to all requirements of the Contract and all representations of the Contractor, and shall be fit for all purposes and uses required by the Contract. 7.4. Inspection/Testing. The warranties set forth in subparagraphs 7.1 through 7.3 of this paragraph are not affected by inspection or testing of or payment for the materials by the State. 7.5. Compliance With Applicable Laws. The materials and services supplied under this Contract shall comply with all applicable Federal, state and local laws, and the Contractor shall maintain all applicable license and permit requirements. 7.6. Survival of Rights and Obligations after Contract Expiration or Termination. 7.6.1. Contractor's Representations and Warranties. All representations and warranties made by the Contractor under this Contract shall survive the expiration or termination hereof. In addition, the parties hereto acknowledge that pursuant to A.R.S. § 12‐510, except as provided in A.R.S. § 12‐529, the State is not subject to or barred by any limitations of actions prescribed in A.R.S., Title 12, Chapter 5. 7.6.2. Purchase Orders. The Contractor shall, in accordance with all terms and conditions of the Contract, fully perform and shall be obligated to comply with all purchase orders received by the Contractor prior to the expiration or termination hereof, unless otherwise directed in writing by the Procurement Officer, including, without limitation, all purchase orders received prior to but not fully performed and satisfied at the expiration or termination of this Contract. 8. State's Contractual Remedies 8.1. Right to Assurance. If the State in good faith has reason to believe that the Contractor does not intend to, or is unable to perform or continue performing under this Contract, the Procurement Officer may demand in writing that the Contractor give a written assurance of intent to perform. Failure by the Contractor to provide written assurance within the number of Days specified in the demand may, at the State’s option, be the basis for terminating the Contract under the Uniform Terms and Conditions or other rights and remedies available by law or provided by the contract. 8.2. Stop Work Order. 8.2.1. The State may, at any time, by written order to the Contractor, require the Contractor to stop all or any part, of the work called for by this Contract for period(s) of days indicated by the State after the order is delivered to the Contractor. The order shall be specifically identified as a stop work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. 8.2.2. If a stop work order issued under this clause is canceled or the period of the order or any extension expires, the Contractor shall resume work. The Procurement Officer shall make an equitable adjustment in the delivery schedule or Contract price, or both, and the Contract shall be amended in writing accordingly. 8.3. Non‐exclusive Remedies. The rights and the remedies of the State under this Contract are not exclusive. 8.4. Nonconforming Tender. Materials or services supplied under this Contract shall fully comply with the Contract. The delivery of materials or services or a portion of the materials or services that do not fully comply constitutes a breach of contract.
Solicitation No: BPM003574 Available online at Page 39 of 78 https://app.az.gov/
Uniform Terms and Conditions
On delivery of nonconforming materials or services, the State may terminate the Contract for default under applicable termination clauses in the Contract, exercise any of its rights and remedies under the Uniform Commercial Code, or pursue any other right or remedy available to it. 8.5. Right of Offset. The State shall be entitled to offset against any sums due the Contractor, any expenses or costs incurred by the State, or damages assessed by the State concerning the Contractor’s non‐ conforming performance or failure to perform the Contract, including expenses, costs and damages described in the Uniform Terms and Conditions. 9. Contract Termination 9.1. Cancellation for Conflict of Interest. Pursuant to A.R.S. § 38‐511, the State may cancel this Contract within three (3) years after Contract execution without penalty or further obligation if any person significantly involved in initiating, negotiating, securing, drafting or creating the Contract on behalf of the State is or becomes at any time while the Contract or an extension of the Contract is in effect an employee of or a consultant to any other party to this Contract with respect to the subject matter of the Contract. The cancellation shall be effective when the Contractor receives written notice of the cancellation unless the notice specifies a later time. If the Contractor is a political subdivision of the State, it may also cancel this Contract as provided in A.R.S. § 38‐511. 9.2. Gratuities. The State may, by written notice, terminate this Contract, in whole or in part, if the State determines that employment or a Gratuity was offered or made by the Contractor or a representative of the Contractor to any officer or employee of the State for the purpose of influencing the outcome of the procurement or securing the Contract, an amendment to the Contract, or favorable treatment concerning the Contract, including the making of any determination or decision about contract performance. The State, in addition to any other rights or remedies, shall be entitled to recover exemplary damages in the amount of three times the value of the Gratuity offered by the Contractor. 9.3. Suspension or Debarment. The State may, by written notice to the Contractor, immediately terminate this Contract if the State determines that the Contractor has been debarred, suspended or otherwise lawfully prohibited from participating in any public procurement activity, including but not limited to, being disapproved as a subcontractor of any public procurement unit or other governmental body. Submittal of an offer or execution of a contract shall attest that the contractor is not currently suspended or debarred. If the contractor becomes suspended or debarred, the contractor shall immediately notify the State. 9.4. Termination for Convenience. The State reserves the right to terminate the Contract, in whole or in part at any time when in the best interest of the State, without penalty or recourse. Upon receipt of the written notice, the Contractor shall stop all work, as directed in the notice, notify all subcontractors of the effective date of the termination and minimize all further costs to the State. In the event of termination under this paragraph, all documents, data and reports prepared by the Contractor under the Contract shall become the property of and be delivered to the State upon demand. The Contractor shall be entitled to receive just and equitable compensation for work in progress, work completed and materials accepted before the effective date of the termination. The cost principles and procedures provided in A.A.C. R2‐7‐701 shall apply. 9.5. Termination for Default. 9.5.1. In addition to the rights reserved in the contract, the State may terminate the Contract in whole or in part due to the failure of the Contractor to comply with any term or condition of the Contract, to acquire and maintain all required insurance policies, bonds, licenses and permits, or
Solicitation No: BPM003574 Available online at Page 40 of 78 https://app.az.gov/
Uniform Terms and Conditions
to make satisfactory progress in performing the Contract. The Procurement Officer shall provide written notice of the termination and the reasons for it to the Contractor. 9.5.2. Upon termination under this paragraph, all goods, materials, documents, data and reports prepared by the Contractor under the Contract shall become the property of and be delivered to the State on demand. 9.5.3. The State may, upon termination of this Contract, procure, on terms and in the manner that it deems appropriate, materials or services to replace those under this Contract. The Contractor shall be liable to the State for any excess costs incurred by the State in procuring materials or services in substitution for those due from the Contractor. 9.6. Continuation of Performance Through Termination. The Contractor shall continue to perform, in accordance with the requirements of the Contract, up to the date of termination, as directed in the termination notice. 10. Contract Claims All contract claims or controversies under this Contract shall be resolved according to A.R.S. Title 41, Chapter 23, Article 9, and rules adopted thereunder. 11. Arbitration The parties to this Contract agree to resolve all disputes arising out of or relating to this contract through arbitration, after exhausting applicable administrative review, to the extent required by A.R.S. § 12‐1518, except as may be required by other applicable statutes (Title 41). 12. Comments Welcome The State Procurement Office periodically reviews the Uniform Terms and Conditions and welcomes any comments you may have. Please submit your comments to: State Procurement Administrator, State Procurement Office, 100 North 15th Avenue, Suite 201, Phoenix, Arizona, 85007.
Solicitation No: BPM003574 Available online at Page 41 of 78 https://app.az.gov/
Federal Provisions
1. BREACH OF CONTRACT TERMS
Any violation or breach of terms of this contract on the part of the Contractor or its subcontractors may result in the suspension or termination of this contract or such other action that may be necessary to enforce the rights of the parties of this agreement. The Department will provide Contractor written notice that describes the nature of the breach and corrective actions the Contractor must undertake in order to avoid termination of the contract. The Department reserves the right to withhold payments to Contractor until such time the Contractor corrects the breach or the Department elects to terminate the contract. The Department’s notice will identify a specific date by which the Contractor must correct the breach. The Department may proceed with termination of the contract if the Contractor fails to correct the breach by the deadline indicated in the Department’s notice. The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder are in addition to, and not a limitation of, any duties, obligations, rights and remedies otherwise imposed or available by law.
2. ACCESS TO RECORDS AND REPORTS
Contractor and it sub‐contractors shall maintain all books, records, accounts and reports required demonstrating its compliance with the terms of this contract for a period of at least five years after the final project payment is issued.
Contractor and it sub‐contractors shall allow ADOT, its purchasing SUB‐RECIPIENT, FAA, or its designee, access to such records upon request.
In the event of litigation or settlement of claims arising from the performance of this contract, in which case contractor agrees to maintain same until ADOT, its purchasing SUB‐RECIPIENT, FAA, or its authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto.
3. CIVIL RIGHTS REQUIREMENTS
The Contractor agrees to comply with pertinent statutes, Executive Orders and such rules as are promulgated to ensure that no person shall, on the grounds of race, creed, color, national origin, sex, age, or disability be excluded from participating in any activity conducted with or benefiting from Federal assistance. This provision binds the Contractor and subcontractors from the bid solicitation period through the completion of the contract. This provision is in addition to that required by Title VI of the Civil Rights Act of 1964. 4. CIVIL RIGHTS – TITLE VI ASSURANCES
5.1 Title VI Solicitation Notice:
Solicitation No: BPM003574 Available online at Page 42 of 78 https://app.az.gov/
Federal Provisions
The Department, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 USC §§ 2000d to 2000d‐4) and the Regulations, hereby notifies all bidders or offerors that it will affirmatively ensure that any contract entered into pursuant to this advertisement, will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award.
5.2 Title VI Clauses for Compliance with Nondiscrimination Requirements
Compliance with Nondiscrimination Requirements: During the performance of this contract, the Contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”), agrees as follows: Compliance with Regulations: The Contractor (hereinafter includes consultants) will comply with the Title VI List of Pertinent Nondiscrimination Acts and Authorities, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract. Nondiscrimination: The Contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The Contractor will not participate directly or indirectly in the discrimination prohibited by the Nondiscrimination Acts and Authorities, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR part 21. Solicitations for Subcontracts, including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the Contractor of the contractor’s obligations under this contract and the Nondiscrimination Acts and Authorities on the grounds of race, color, or national origin. Information and Reports: The Contractor will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the sponsor or the Federal Aviation Administration to be pertinent to ascertain compliance with such Nondiscrimination Acts and Authorities and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the Contractor will so certify to the sponsor or the Federal Aviation Administration, as appropriate, and will set forth what efforts it has made to obtain the information. Sanctions for Noncompliance: In the event of a Contractor’s noncompliance with the non‐ discrimination provisions of this contract, the sponsor will impose such contract sanctions as it or the Federal Aviation Administration may determine to be appropriate, including, but not limited to: a. Withholding payments to the Contractor under the contract until the Contractor complies; and/or
Solicitation No: BPM003574 Available online at Page 43 of 78 https://app.az.gov/
Federal Provisions
b. Cancelling, terminating, or suspending a contract, in whole or in part. Incorporation of Provisions: The Contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations, and directives issued pursuant thereto. The Contractor will take action with respect to any subcontract or procurement as the sponsor or the Federal Aviation Administration may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the Contractor may request the sponsor to enter into any litigation to protect the interests of the sponsor. In addition, the Contractor may request the United States to enter into the litigation to protect the interests of the United States.
5.3 Title VI List of Pertinent Nondiscrimination Acts and Authorities During the performance of this contract, the Contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”) agrees to comply with the following non‐ discrimination statutes and authorities; including but not limited to: Title VI of the Civil Rights Act of 1964 (42 USC § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color, national origin); 49 CFR part 21 (Non‐discrimination in Federally‐assisted programs of the Department of Transportation—Effectuation of Title VI of the Civil Rights Act of 1964); The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 USC § 4601) (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal‐aid programs and projects); Section 504 of the Rehabilitation Act of 1973 (29 USC § 794 et seq.), as amended (prohibits discrimination on the basis of disability); and 49 CFR part 27; The Age Discrimination Act of 1975, as amended (42 USC § 6101 et seq.) (prohibits discrimination on the basis of age); Airport and Airway Improvement Act of 1982 (49 USC § 471, Section 47123), as amended (prohibits discrimination based on race, creed, color, national origin, or sex); The Civil Rights Restoration Act of 1987 (PL 100‐209) (broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, the Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal‐aid recipients, sub‐recipients and contractors, whether such programs or activities are Federally funded or not); Titles II and III of the Americans with Disabilities Act of 1990, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 USC §§ 12131 – 12189) as implemented by U.S. Department of Transportation regulations at 49 CFR parts 37 and 38; The Federal Aviation Administration’s Nondiscrimination statute (49 USC § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low‐Income Populations, which ensures nondiscrimination against minority populations by
Solicitation No: BPM003574 Available online at Page 44 of 78 https://app.az.gov/
Federal Provisions
discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low‐income populations; Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 USC 1681 et seq).
5. TERMINATION
Termination of the contract shall be in accordance with the Uniform Terms and Conditions, Section 9., paragraph 9.1 through 9.6.
6. DEBARMENT AND SUSPENSION
7.1 CERTIFICATION OF OFFERER/BIDDER REGARDING DEBARMENT By submitting a bid/proposal under this solicitation, the bidder or offeror certifies that neither it nor its principals are presently debarred or suspended by any Federal department or agency from participation in this transaction.
7.2 CERTIFICATION OF LOWER TIER CONTRACTORS REGARDING DEBARMENT The successful bidder, by administering each lower tier subcontract that exceeds $25,000 as a “covered transaction”, must verify each lower tier participant of a “covered transaction” under the project is not presently debarred or otherwise disqualified from participation in this federally assisted project. The successful bidder will accomplish this by: 1. Checking the System for Award Management at website: http://www.sam.gov. 2. Collecting a certification statement similar to the Certification of Offerer /Bidder Regarding Debarment, above. 3. Inserting a clause or condition in the covered transaction with the lower tier contract. If the Federal Aviation Administration later determines that a lower tier participant failed to disclose to a higher tier participant that it was excluded or disqualified at the time it entered the covered transaction, the FAA may pursue any available remedies, including suspension and debarment of the non‐compliant participant. 7. IMPLEMENTATION OF CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT
Clean Water
Contractor shall comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 USC 1251 et seq. Contractor shall report each violation to the recipient and understands and agrees that the recipient shall, in turn, report each
Solicitation No: BPM003574 Available online at Page 45 of 78 https://app.az.gov/
Federal Provisions
violation as required to FAA and the appropriate EPA Regional Office. Contractor shall include these requirements in each subcontract exceeding $150,000 financed in whole or in part with FAA assistance.
Clean Air 1) Contractor shall comply with all applicable standards, orders or regulations pursuant to the Clean Air Act, 42 USC 7401 et seq. Contractor shall report each violation to the recipient and understands and agrees that the recipient will, in turn, report each violation as required to FAA and the appropriate EPA Regional Office.
2) Contractor shall include these requirements in each subcontract exceeding $150,000 financed in whole or in part with FAA assistance.
8. BREACHES AND DISPUTE RESOLUTION
The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the (Recipient), (Architect) or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.
Disputes arising in the performance of this contract which are not resolved by agreement of the parties shall be decided in writing by the Department. This decision shall be final and conclusive unless within ten days from the date of receipt of its copy, contractor mails or otherwise furnishes a written appeal to the Department. In connection with such appeal, contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of the Department shall be binding upon contractor and contractor shall abide by the decision. FTA has a vested interest in the settlement of any violation of Federal law including the False Claims Act, 31 U.S.C. § 3729.
Performance During Dispute ‐ Unless otherwise directed by the recipient, contractor shall continue performance under this contract while matters in dispute are being resolved. Claims for Damages ‐ Should either party to the contract suffer injury or damage to person or property because of any act or omission of the party or of any of its employees, agents or others for whose acts it is legally liable, a claim for damages therefore shall be made in writing to such other party within ten days after the first observance of such injury or damage.
Remedies ‐ Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between the Department and contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the residing State.
Rights and Remedies ‐ Duties and obligations imposed by the contract documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the Department or contractor shall constitute a waiver of any right or duty afforded any of them under the contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.
Solicitation No: BPM003574 Available online at Page 46 of 78 https://app.az.gov/
Federal Provisions
9. LOBBYING
The Contractor agrees to comply with the provisions of Title 31, U.S. C 1352 as amended by the Lobbying Disclosure Act of 1995, P.L. 104‐65 [to be codified at 2 U.S.C. 1601, et seq.] and (Public Law 101.121) as codified in Title 48, Federal Acquisition Regulations Subpart 3.8 and Subpart 52.203‐11. The legislation prohibits Federal funds from being expended by a recipient or any lower tier sub‐ recipients of a Federal contract, grant, loan, or cooperative agreement to pay any person for influencing or attempting to influence a Federal agency or Congress in connection with the award of any Federal contract, the making of any Federal grant or loan, or entering into any cooperative agreement, including the extension, continuation, renewal, amendment or modification of any Federal contract, grant, loan or cooperative agreement. All disclosure statements are to be furnished to the Department.
Contractors who apply or propose/bid for an award of $100,000 or more in value shall file the attached lobbying certification (Certification and Restriction on Lobbying Document) required by 49 CFR part 20, "New Restrictions on Lobbying." Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non‐Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the recipient.
10. OCCUPATONAL SAFETY AND HEALTH ACT OF 1970
All contracts and subcontracts that result from this solicitation incorporate by reference the requirements of 29 CFR Part 1910 with the same force and effect as if given in full text. The employer must provide a work environment that is free from recognized hazards that may cause death or serious physical harm to the employee. The employer retains full responsibility to monitor its compliance and their subcontractor’s compliance with the applicable requirements of the Occupational Safety and Health Act of 1970 (20 CFR Part 1910). The employer must address any claims or disputes that pertain to a referenced requirement directly with the U.S. Department of Labor – Occupational Safety and Health Administration.
11. ENERGY CONSERVATION
Contractor and Subcontractor agree to comply with mandatory standards and policies relating to energy efficiency as contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (42 USC 6201et seq).
12. PROCUREMENT OF RECOVERED MATERIALS
Contractor and subcontractor agree to comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, and the regulatory provisions of 40 CFR Part Solicitation No: BPM003574 Available online at Page 47 of 78 https://app.az.gov/
Federal Provisions
247. In the performance of this contract and to the extent practicable, the Contractor and subcontractors are to use products containing the highest percentage of recovered materials for items designated by the Environmental Protection Agency (EPA) under 40 CFR Part 247 whenever: The contract requires procurement of $10,000 or more of a designated item during the fiscal year; or 1) The contractor has procured $10,000 or more of a designated item using Federal funding during the previous fiscal year. The list of EPA‐designated items is available at www.epa.gov/smm/comprehensive‐procurement‐ guidelines‐construction‐products. Section 6002(c) establishes exceptions to the preference for recovery of EPA‐designated products if the contractor can demonstrate the item is: a) Not reasonably available within a timeframe providing for compliance with the contract performance schedule; b) Fails to meet reasonable contract performance requirements; or c) Is only available at an unreasonable price.
13. DISTRACTED DRIVING
In accordance with Executive Order 13513, “Federal Leadership on Reducing Text Messaging While Driving”, (10/1/2009) and DOT Order 3902.10, “Text Messaging While Driving”, (12/30/2009), the Federal Aviation Administration encourages recipients of Federal grant funds to adopt and enforce safety policies that decrease crashes by distracted drivers, including policies to ban text messaging while driving when performing work related to a grant or subgrant. In support of this initiative, the Owner encourages the Contractor to promote policies and initiatives for its employees and other work personnel that decrease crashes by distracted drivers, including policies that ban text messaging while driving motor vehicles while performing work activities associated with the project. The Contractor must include the substance of this clause in all sub‐tier contracts exceeding $3,500 that involve driving a motor vehicle in performance of work activities associated with the project. 14. EQUAL OPPORTUNITY CLAUSE
During the performance of this contract, the Contractor agrees as follows: (1) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identify, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff, or termination; rates of pay or other forms of
Solicitation No: BPM003574 Available online at Page 48 of 78 https://app.az.gov/
Federal Provisions
compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, or national origin. (3) The Contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers’ representatives of the Contractor’s commitments under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (4) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (5) The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (6) In the event of the Contractor’s noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (7) The Contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency the Contractor may request the United States to enter into such litigation to protect the interests of the United States.
15. EQUAL OPPORTUNITY CONTRACT SPECIFICATIONS
1. As used in these specifications:
Solicitation No: BPM003574 Available online at Page 49 of 78 https://app.az.gov/
Federal Provisions
a. “Covered area” means the geographical area described in the solicitation from which this contract resulted; b. “Director” means Director, Office of Federal Contract Compliance Programs (OFCCP), U.S. Department of Labor, or any person to whom the Director delegates authority; c. “Employer identification number” means the Federal social security number used on the Employer’s Quarterly Federal Tax Return, U.S. Treasury Department Form 941; d. “Minority” includes: (1) Black (all persons having origins in any of the Black African racial groups not of Hispanic origin); (2) Hispanic (all persons of Mexican, Puerto Rican, Cuban, Central or South American, or other Spanish culture or origin regardless of race); (3) Asian and Pacific Islander (all persons having origins in any of the original peoples of the Far East, Southeast Asia, the Indian Subcontinent, or the Pacific Islands); and (4) American Indian or Alaskan native (all persons having origins in any of the original peoples of North America and maintaining identifiable tribal affiliations through membership and participation or community identification). 2. Whenever the Contractor, or any subcontractor at any tier, subcontracts a portion of the work involving any construction trade, it shall physically include in each subcontract in excess of $10,000 the provisions of these specifications and the Notice which contains the applicable goals for minority and female participation and which is set forth in the solicitations from which this contract resulted. 3. If the Contractor is participating (pursuant to 41 CFR part 60‐4.5) in a Hometown Plan approved by the U.S. Department of Labor in the covered area either individually or through an association, its affirmative action obligations on all work in the Plan area (including goals and timetables) shall be in accordance with that Plan for those trades which have unions participating in the Plan. Contractors shall be able to demonstrate their participation in and compliance with the provisions of any such Hometown Plan. Each contractor or subcontractor participating in an approved plan is individually required to comply with its obligations under the EEO clause and to make a good faith effort to achieve each goal under the Plan in each trade in which it has employees. The overall good faith performance by other contractors or subcontractors toward a goal in an approved Plan does not excuse any covered contractor’s or subcontractor’s failure to take good faith efforts to achieve the Plan goals and timetables. 4. The Contractor shall implement the specific affirmative action standards provided in paragraphs 7a through 7p of these specifications. The goals set forth in the solicitation from which this contract resulted are expressed as percentages of the total hours of employment and training of minority and female utilization the Contractor should reasonably be able to achieve in each construction trade in which it has employees in the covered area. Covered construction contractors performing construction work in a geographical area where they do not have a Federal or federally assisted construction contract shall apply the minority and female goals established for the geographical area where the Solicitation No: BPM003574 Available online at Page 50 of 78 https://app.az.gov/
Federal Provisions
work is being performed. Goals are published periodically in the Federal Register in notice form, and such notices may be obtained from any Office of Federal Contract Compliance Programs office or from Federal procurement contracting officers. The Contractor is expected to make substantially uniform progress in meeting its goals in each craft during the period specified. 5. Neither the provisions of any collective bargaining agreement nor the failure by a union with whom the Contractor has a collective bargaining agreement to refer either minorities or women shall excuse the Contractor’s obligations under these specifications, Executive Order 11246, or the regulations promulgated pursuant thereto. 6. In order for the non‐working training hours of apprentices and trainees to be counted in meeting the goals, such apprentices and trainees shall be employed by the Contractor during the training period and the Contractor shall have made a commitment to employ the apprentices and trainees at the completion of their training, subject to the availability of employment opportunities. Trainees shall be trained pursuant to training programs approved by the U.S. Department of Labor. 7. The Contractor shall take specific affirmative actions to ensure equal employment opportunity. The evaluation of the Contractor’s compliance with these specifications shall be based upon its effort to achieve maximum results from its actions. The Contractor shall document these efforts fully and shall implement affirmative action steps at least as extensive as the following: a. Ensure and maintain a working environment free of harassment, intimidation, and coercion at all sites, and in all facilities at which the Contractor’s employees are assigned to work. The Contractor, where possible, will assign two or more women to each construction project. The Contractor shall specifically ensure that all foremen, superintendents, and other onsite supervisory personnel are aware of and carry out the Contractor’s obligation to maintain such a working environment, with specific attention to minority or female individuals working at such sites or in such facilities. b. Establish and maintain a current list of minority and female recruitment sources, provide written notification to minority and female recruitment sources and to community organizations when the Contractor or its unions have employment opportunities available, and maintain a record of the organizations’ responses. c. Maintain a current file of the names, addresses, and telephone numbers of each minority and female off‐the‐street applicant and minority or female referral from a union, a recruitment source, or community organization and of what action was taken with respect to each such individual. If such individual was sent to the union hiring hall for referral and was not referred back to the Contractor by the union or, if referred, not employed by the Contractor, this shall be documented in the file with the reason therefore along with whatever additional actions the Contractor may have taken. d. Provide immediate written notification to the Director when the union or unions with which the Contractor has a collective bargaining agreement has not referred to the Contractor a minority person or female sent by the Contractor, or when the Contractor has other information that the union referral process has impeded the Contractor’s efforts to meet its obligations. Solicitation No: BPM003574 Available online at Page 51 of 78 https://app.az.gov/
Federal Provisions
e. Develop on‐the‐job training opportunities and/or participate in training programs for the area which expressly include minorities and women, including upgrading programs and apprenticeship and trainee programs relevant to the Contractor’s employment needs, especially those programs funded or approved by the Department of Labor. The Contractor shall provide notice of these programs to the sources compiled under 7b above. f. Disseminate the Contractor’s EEO policy by providing notice of the policy to unions and training programs and requesting their cooperation in assisting the Contractor in meeting its EEO obligations; by including it in any policy manual and collective bargaining agreement; by publicizing it in the company newspaper, annual report, etc.; by specific review of the policy with all management personnel and with all minority and female employees at least once a year; and by posting the company EEO policy on bulletin boards accessible to all employees at each location where construction work is performed. g. Review, at least annually, the company’s EEO policy and affirmative action obligations under these specifications with all employees having any responsibility for hiring, assignment, layoff, termination, or other employment decisions, including specific review of these items, with onsite supervisory personnel such superintendents, general foremen, etc., prior to the initiation of construction work at any job site. A written record shall be made and maintained identifying the time and place of these meetings, persons attending, subject matter discussed, and disposition of the subject matter. h. Disseminate the Contractor’s EEO policy externally by including it in any advertising in the news media, specifically including minority and female news media, and providing written notification to and discussing the Contractor’s EEO policy with other contractors and subcontractors with whom the Contractor does or anticipates doing business. i. Direct its recruitment efforts, both oral and written, to minority, female, and community organizations, to schools with minority and female students; and to minority and female recruitment and training organizations serving the Contractor’s recruitment area and employment needs. Not later than one month prior to the date for the acceptance of applications for apprenticeship or other training by any recruitment source, the Contractor shall send written notification to organizations, such as the above, describing the openings, screening procedures, and tests to be used in the selection process. j. Encourage present minority and female employees to recruit other minority persons and women and, where reasonable, provide after school, summer, and vacation employment to minority and female youth both on the site and in other areas of a contractor’s workforce. k. Validate all tests and other selection requirements where there is an obligation to do so under 41 CFR part 60‐3. l. Conduct, at least annually, an inventory and evaluation at least of all minority and female personnel, for promotional opportunities and encourage these employees to seek or to prepare for, through appropriate training, etc., such opportunities.
Solicitation No: BPM003574 Available online at Page 52 of 78 https://app.az.gov/
Federal Provisions
m. Ensure that seniority practices, job classifications, work assignments, and other personnel practices do not have a discriminatory effect by continually monitoring all personnel and employment related activities to ensure that the EEO policy and the Contractor’s obligations under these specifications are being carried out. n. Ensure that all facilities and company activities are non‐segregated except that separate or single user toilet and necessary changing facilities shall be provided to assure privacy between the sexes. o. Document and maintain a record of all solicitations of offers for subcontracts from minority and female construction contractors and suppliers, including circulation of solicitations to minority and female contractor associations and other business associations. p. Conduct a review, at least annually, of all supervisor’s adherence to and performance under the Contractor’s EEO policies and affirmative action obligations. 8. Contractors are encouraged to participate in voluntary associations, which assist in fulfilling one or more of their affirmative action obligations (7a through 7p). The efforts of a contractor association, joint contractor union, contractor community, or other similar groups of which the Contractor is a member and participant may be asserted as fulfilling any one or more of its obligations under 7a through 7p of these specifications provided that the Contractor actively participates in the group, makes every effort to assure that the group has a positive impact on the employment of minorities and women in the industry, ensures that the concrete benefits of the program are reflected in the Contractor’s minority and female workforce participation, makes a good faith effort to meet its individual goals and timetables, and can provide access to documentation which demonstrates the effectiveness of actions taken on behalf of the Contractor. The obligation to comply, however, is the Contractor’s and failure of such a group to fulfill an obligation shall not be a defense for the Contractor’s noncompliance. 9. A single goal for minorities and a separate single goal for women have been established. The Contractor, however, is required to provide equal employment opportunity and to take affirmative action for all minority groups, both male and female, and all women, both minority and non‐minority. Consequently, if the particular group is employed in a substantially disparate manner (for example, even though the Contractor has achieved its goals for women generally), the Contractor may be in violation of the Executive Order if a specific minority group of women is underutilized. 10. The Contractor shall not use the goals and timetables or affirmative action standards to discriminate against any person because of race, color, religion, sex, or national origin. 11. The Contractor shall not enter into any subcontract with any person or firm debarred from Government contracts pursuant to Executive Order 11246. 12. The Contractor shall carry out such sanctions and penalties for violation of these specifications and of the Equal Opportunity Clause, including suspension, termination, and cancellation of existing subcontracts as may be imposed or ordered pursuant to Executive Order 11246, as amended, and its implementing regulations, by the Office of Federal Contract Compliance Programs. Any contractor who
Solicitation No: BPM003574 Available online at Page 53 of 78 https://app.az.gov/
Federal Provisions
fails to carry out such sanctions and penalties shall be in violation of these specifications and Executive Order 11246, as amended. 13. The Contractor, in fulfilling its obligations under these specifications, shall implement specific affirmative action steps, at least as extensive as those standards prescribed in paragraph 7 of these specifications, so as to achieve maximum results from its efforts to ensure equal employment opportunity. If the Contractor fails to comply with the requirements of the Executive Order, the implementing regulations, or these specifications, the Director shall proceed in accordance with 41 CFR part 60‐4.8. 14. The Contractor shall designate a responsible official to monitor all employment related activity to ensure that the company EEO policy is being carried out, to submit reports relating to the provisions hereof as may be required by the Government, and to keep records. Records shall at least include for each employee, the name, address, telephone number, construction trade, union affiliation if any, employee identification number when assigned, social security number, race, sex, status (e.g., mechanic, apprentice, trainee, helper, or laborer), dates of changes in status, hours worked per week in the indicated trade, rate of pay, and locations at which the work was performed. Records shall be maintained in an easily understandable and retrievable form; however, to the degree that existing records satisfy this requirement, contractors shall not be required to maintain separate records. 15. Nothing herein provided shall be construed as a limitation upon the application of other laws which establish different standards of compliance or upon the application of requirements for the hiring of local or other area residents (e.g. those under the Public Works Employment Act of 1977 and the Community Development Block Grant Program).
16. FEDERAL FAIR LABOR STANDARD ACT All contracts and subcontracts that result from this solicitation incorporate by reference the provisions of 29 CFR part 201, the Federal Fair Labor Standards Act (FLSA), with the same force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child labor standards for full and part‐time workers. The Contractor has full responsibility to monitor compliance to the referenced statute or regulation. The Contractor must address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor – Wage and Hour Division.
17. DISADVANTAGED BUSINESS ENTERPRISES
1.0 Policy:
The Arizona Department of Transportation (hereinafter the Department) has established a Disadvantaged Business Enterprise (DBE) program in accordance with the regulations of the U.S. Department of Transportation (USDOT), 49 CFR Part 26. The Department has received Federal financial assistance from the U.S. Department of Transportation and as a condition of receiving this assistance, Solicitation No: BPM003574 Available online at Page 54 of 78 https://app.az.gov/
Federal Provisions
the Department has signed an assurance that it will comply with 49 CFR Part 26.
It is the policy of the Department to ensure that DBEs, as defined in Part 26, have an equal opportunity to receive and participate in USDOT‐assisted contracts. It is also the policy of the Department:
1. To ensure nondiscrimination in the award and administration of USDOT‐assisted contracts; 2. To create a level playing field on which DBEs can compete fairly for USDOT‐assisted contracts; 3. To ensure that the DBE program is narrowly tailored in accordance with applicable law; 4. To ensure that only firms that fully meet 49 CFR Part 26 eligibility standards are counted as DBEs; 5. To help remove barriers to the participation of DBEs in USDOT‐assisted contracts; 6. To assist in the development of firms that can compete successfully in the market place outside the DBE program; and 7. To promote the use of DBEs in all types of federally‐assisted contracts and procurement activities.
It is also the policy of the Department to facilitate and encourage participation of Small Business Concerns (SBCs), as defined herein, in USDOT‐assisted contracts. The Department encourages contractors to take reasonable steps to eliminate obstacles to SBCs’ participation and to utilize SBCs in performing contracts.
2.0 Assurances of Non‐Discrimination:
The contractor, subrecipient, or subcontractor shall not discriminate on the basis of race, color, sex or national origin in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the Department deems appropriate, which may include, but are not limited to:
1. Withholding monthly progress payments; 2. Assessing sanctions; 3. Liquidated damages; 4. Suspension or Debarment per Uniform Terms and Conditions Paragraph 9.3 of the contractor from future bidding; and/or 5. Cancellation, termination, or suspension of the Contract, in whole or in part.
The contractor, subrecipient, or subcontractor shall ensure that all subcontract agreements contain this non‐discrimination assurance.
3.0 Definitions:
(A) Commercially Useful Function (CUF): Commercially Useful Function is defined fully in 49 CFR 26.55, which definition is incorporated herein by reference.
(B) Disadvantaged Business Enterprise (DBE): a for‐profit small business concern which meets both of the following requirements:
Solicitation No: BPM003574 Available online at Page 55 of 78 https://app.az.gov/
Federal Provisions
(1) Is at least 51 percent owned by one or more socially and economically disadvantaged individuals or, in the case of any publicly owned business, at least 51 percent of the stock is owned by one or more such individuals; and,
(2) Whose management and daily business operations are controlled by one or more of the socially and economically disadvantaged individuals who own it.
(C) NAICS Code: The North American Industry Classification System (NAICS) is the standard used by Federal statistical agencies in classifying business establishments for the purpose of collecting, analyzing, and publishing statistical data related to the U.S. business economy.
(D) Non‐DBE: any firm that is not a DBE.
(E) Race‐Conscious (RC): a measure or program focused specifically on assisting only DBEs, including women‐owned DBEs.
(F) Race‐Neutral (RN): a measure or program used to assist all small businesses. For the purposes of this part, race‐neutral includes gender‐neutrality.
(G) Small Business Concern (SBC): a business that meets all of the following conditions:
(1) Operates as a for‐profit business registered to do business in Arizona;
(2) Operates a place of business primarily within the U.S., or makes a significant contribution to the U.S. economy through payment of taxes or use of American products, materials, or labor;
(3) Is independently owned and operated;
(4) Is not dominant in its field on a national basis; and
(5) Does not have annual gross receipts that exceed the Small Business Administration size standards average annual income criteria for its primary North American Industry Classification System (NAICS) code.
(H) Socially and Economically Disadvantaged Individuals: any individual who is a citizen (or lawfully admitted permanent resident) of the United States and who is:
(1) Any individual who is found to be a socially and economically disadvantaged individual on a case‐by‐case basis.
(2) Any individual in the following groups, members of which are rebuttably presumed to be socially and economically disadvantaged:
(i) "Black Americans," which includes persons having origins in any of the Black racial groups of Africa;
(ii) "Hispanic Americans," which includes persons of Mexican, Puerto Rican, Cuban, Solicitation No: BPM003574 Available online at Page 56 of 78 https://app.az.gov/
Federal Provisions
Dominican, Central or South American, or other Spanish or Portuguese culture or origin, regardless of race; (iii) "Native Americans," which includes persons who are enrolled members of federally or State recognized Indian tribe, Alaskan Natives or Native Hawaiians;
(iv) “Asian‐Pacific Americans,” which includes persons whose origins are from Japan, China, Taiwan, Korea, Burma (Myanmar), Vietnam, Laos, Cambodia (Kampuchea), Thailand, Malaysia, Indonesia, the Philippines, Brunei, Samoa, Guam, the U.S. Trust Territories of the Pacific Islands (Republic of Palau), the Republic of the Northern Marianas Islands, Macao, Fiji, Tonga, Kiribati, Tuvalu, Nauru, Federated States of Micronesia, or Hong Kong;
(v) “Subcontinent Asian Americans,” which includes persons whose origins are from India, Pakistan, Bangladesh, Bhutan, the Maldives Islands, Nepal or Sri Lanka;
(vi) "Women;"
(vii) Any additional groups whose members are designated as socially and economically disadvantaged by the Small Business Administration (SBA), at such time as the SBA designation becomes effective.
4.0 Working with DBEs:
The Department works with DBEs and assists them in their efforts to participate in the highway construction. All proposers should contact the Department’s Business Engagement and Compliance Office (BECO) by phone, through email, or at the address shown below, for assistance in their efforts to use DBEs in the highway construction industry. BECO contact information is as follows:
Arizona Department of Transportation Business Engagement and Compliance Office 1801 W. Jefferson St., Ste. 101, Mail Drop 154A Phoenix, AZ 85007 Phone (602) 712‐7761 FAX (602) 712‐8429 Email: [email protected] Website: www.azdot.gov/bec
4.01 Mentor‐Protégé Program:
The Department has established a Mentor‐ Protégé program as an initiative to encourage and develop disadvantaged businesses in the highway construction industry. The program encourages prime contractors to provide certain types of assistance to certified DBE subcontractors. ADOT encourages contractors and certified DBE subcontractors to engage in a Mentor‐Protégé agreement under certain conditions. Such an agreement must be mutually beneficial to both parties and to ADOT in fulfilling requirements of 49 CFR Part 23. For guidance regarding this program refer to the Mentor‐Protégé Program Guidelines available on the BECO website.
The Mentor‐Protégé program is intended to increase legitimate DBE activities. The program does not Solicitation No: BPM003574 Available online at Page 57 of 78 https://app.az.gov/
Federal Provisions
diminish the DBE rules or regulations, and participants may not circumvent these rules.
5.0 Applicability:
The Department has established an overall annual goal for DBE participation on Federal aid contracts. The Department intends for the goal to be met with a combination of race conscious efforts and race neutral efforts. Race conscious participation occurs when the contractor uses a percentage of DBEs, as defined herein, to meet the contract specified goal. Race neutral efforts are those that are, or can be, used to assist all small businesses or increase opportunities for all small businesses. The regulation, 49 CFR 26, defines race neutral as when a DBE wins a prime contract through customary competitive procurement procedures or is awarded a subcontract on a prime contract that does not carry a DBE contract goal.
Prime contractors are encouraged to obtain DBE participation even if a DBE goal was not established on a contract.
The DBE provisions are applicable to all contractors including DBE contractors.
6.0 Certification and Registration:
6.1 DBE Certification:
Certification as a DBE shall be predicated on:
(1) The completion and execution of an application for certification as a "Disadvantaged Business Enterprise".
(2) The submission of documents pertaining to the firm(s) as stated in the application(s), including but not limited to a statement of social disadvantage and a personal financial statement.
(3) The submission of any additional information which the Department or the applicable Arizona Unified Certification (UCP) agency may require to determine the firm's eligibility to participate in the DBE program.
(4) The information obtained during the on‐site visits to the offices of the firm and to active job‐sites.
Applications for certification may be filed online with the Department or the applicable UCP agency at any time through the Arizona Unified Transportation Registration and Certification System (AZ UTRACS) website at http://www.azutracs.com.
DBE firms and firms seeking DBE certification shall cooperate fully with requests for information relevant to the certification process. Failure or refusal to provide such information is a ground for denial or removal of certification.
ADOT is a member of the AZ Unified Certification Program (AZUCP). Only DBE firms that are certified by the AZUCP are eligible for credit on ADOT projects. A list of DBE firms certified by AZUCP is available on the internet at http://www.azutracs.com/. The list will indicate contact information and specialty for each DBE firm, and may be sorted in a variety of ways. However, ADOT does not guarantee the accuracy Solicitation No: BPM003574 Available online at Page 58 of 78 https://app.az.gov/
Federal Provisions
and/or completeness of this information, nor does ADOT represent that any licenses or registrations are appropriate for the work to be done.
The Department’s certification of a DBE is not a representation of qualifications and/or abilities nor does it mean that a DBE firm is guaranteed or entitled to receive or be awarded a contract. Being certified simply means that a firm has met the criteria for DBE certification as outlined in 49 CFR Part 26. The contractor bears all risks of ensuring that DBE firms selected by the contractor are able to perform the work.
6.2 SBC Registration:
To comply with 49 CFR Part 26.39, ADOT’s DBE Program incorporates contracting requirements to facilitate participation by Small Business Concerns (SBCs) in federally assisted contracts. SBCs are for‐ profit businesses authorized to do businesses in Arizona that meet the Small Business Administration (SBA) size standards for average annual revenue criteria for its primary North American Industry Classification System (NAICS) code.
While the SBC component of the DBE program does not require utilization of goals on projects, ADOT strongly encourages contractors to utilize small businesses that are registered in AZ UTRACS on their contracts, in addition to DBEs meeting the certification requirement. The contractor may use the AZ UTRACS website to search for certified DBEs and registered SBCs that can be used on the contract. However, SBCs that are not DBEs will not be counted toward DBE participation.
SBCs can register online at the AZ UTRACS website.
The Department’s registration of SBCs is not a representation of qualifications and/or abilities nor does it mean that an SBC firm is guaranteed or entitled to receive or be awarded a contract. Being SBC registered simply means that a firm has met the criteria for SBC registration as outlined in 49 CFR Part 26. The contractor bears all risks of ensuring that SBC firms selected by the contractor are able to perform the work.
7.0 DBE Financial Institutions:
The Department thoroughly investigates the full extent of services offered by financial institutions owned and controlled by socially and economically disadvantaged individuals in its service area and makes reasonable efforts to use these institutions. The Department encourages prime contractors to use such institutions on USDOT assisted contracts. However, use of DBE financial institutions will not be counted toward DBE participation.
The Department encourages prime contractors to research the Federal Reserve Board website at www.federalreserve.gov to identify minority‐owned banks in Arizona derived from the Consolidated Reports of Condition and Income filed quarterly by banks (FFIEC 031 and 041) and from other information on the Board’s National Information Center database.
8.0 Time is of the Essence:
TIME IS OF THE ESSENCE IN RESPECT TO THE DBE PROVISIONS.
Solicitation No: BPM003574 Available online at Page 59 of 78 https://app.az.gov/
Federal Provisions
9.0 Computation of Time:
In computing any period of time described in this DBE special provision, such as calendar days, the day from which the period begins to run is not counted, and when the last day of the period is a Saturday, Sunday, or Federal or State holiday, the period extends to the next day that is not a Saturday, Sunday, or Federal or State holiday. In circumstances where the Department’s offices are closed for all or part of the last day, the period extends to the next day on which the Department’s offices are open.
10.0 Contractor and Subcontractor Requirements:
10.1 General:
Each contractor shall establish a program that will ensure nondiscrimination in the award and administration of contracts and subcontracts.
Agreements between the bidder and a DBE in which the DBE promises not to provide subcontracting quotations to other bidders are prohibited.
10.2 DBE Liaison:
The contractor shall designate a DBE Liaison responsible for the administration of the contractor’s DBE program. The name of the designated DBE Liaison shall be included in the DBE Intended Participation Affidavit Summary.
11.0 DBE Goals
The Department has not established contract goals for DBE participation in this contract.
Contractors are still encouraged to employ reasonable means to obtain DBE participation. Contractors must retain records in accordance with these DBE specifications. The contractor is notified that this record keeping is important to the Department so that it can track DBE participation where only race neutral efforts are employed.
11.1 Race Neutral Contract (With No DBE Goal)
The Department has established a Disadvantaged Business Enterprise (DBE) program in accordance with the regulations of the U.S. Department of Transportation (USDOT), 49 CFR Part 26. ADOT has received federal financial assistance from the USDOT and as a condition of receiving this assistance, ADOT has signed an assurance that it shall comply with 49 CFR Part 26.
It is ADOT’s policy to ensure that DBEs, as defined in 49 CFR Part 26, have an equal opportunity to receive and participate in federally‐funded contracts.
NO CONTRACT DBE GOAL HAS BEEN ESTABLISHED FOR DBE PARTICIPATION ON THIS CONTRACT.
Contractors are still encouraged to employ reasonable means to obtain DBE participation. Contractors must retain records in accordance with these DBE specifications. The consultant is notified that this record keeping is important to the Department so that it can track DBE participation where only race Solicitation No: BPM003574 Available online at Page 60 of 78 https://app.az.gov/
Federal Provisions
neutral efforts are employed.
12.0 Bidders/Proposers List and AZ UTRACS Registration Requirement:
Under Title 49 CFR of the Code of Federal Regulations, Part 26.11, DOTs are required to collect certain information from all contractors and subcontractors who seek to work on federally‐assisted contracts in order to set overall and contract DBE goals. ADOT collects this information when firms register their companies on the Arizona Unified Transportation Registration and Certification System (AZ UTRACS) web portal at http://www.azutracs.com/ a centralized database for companies that seek to do business with ADOT. This information will be maintained as confidential to the extent allowed by federal and state law.
Prime contractors and all subcontractors, including DBEs listed in the offer must be registered in AZUTRACS. Proposers may verify that their firm and each subcontractor is registered using the AZUTRACS website.
Proposers may obtain additional information at the AZ UTRACS website or by contacting BECO.
All proposers shall create a Bidders/Proposers list in the AZ UTRACS by selecting all firms, service providers, and vendors that expressed interest or submitted proposals or quotes for this contract. The Bidders/Proposers List form must be complete and must include the names for all subcontractors, service providers, and vendors that submitted proposals or quotes on this project regardless of the proposer’s intentions to use the those firms on the project.
All proposers must complete and submit the Bidders/Proposers List online at AZ UTRACS prior to Offer submittal. A confirmation email will be generated by the system. This email confirmation shall be submitted with the Offer.
FAILURE TO SUBMIT THE REQUIRED BIDDERS/PROPOSERS LIST CONFIRMATION EMAIL WITH THE OFFER BY THE STATED TIME AND IN THE MANNER HEREIN SPECIFIED AND AS OUTLINED IN THE RFQ SHALL BE CAUSE FOR THE PROPOSER’S OFFER TO BE REJECTED.
13.0 Payment Reporting:
The contractor shall report on a monthly basis indicating the amounts paid to all subcontractors, of all tiers, working on the project. Reporting shall be in accordance with below.
Subcontracts:
a. Sub‐Contract Terms:
1. The Contractor agrees to execute a written Contract with all Subcontractors for work to be completed under this Contract. The executed Contract shall include Subcontractor’s Scope of Work and all the Uniform Terms and Conditions set forth in this Contract.
2. The Contractor shall provide electronic copies of signed subcontract agreements with all Subcontractors to ADOT Business Engagement and Compliance Office (BECO) by uploading them to the BECO’s online DBE Contract & Labor Compliance Management System (DBE System) at http://www.adotdoors.dbesystem.com. Subcontract agreements shall include all Solicitation No: BPM003574 Available online at Page 61 of 78 https://app.az.gov/
Federal Provisions
required assurances and required clauses as outlined in this Contract. Each agreement and required attachment shall be dated and signed by the Subcontractor in order for the subcontract to be considered valid.
3. The Contractor may be in breach of this Contract if the Contractor materially modifies the federal regulations and State statutes in its subcontract agreements terms and conditions with its Subcontractors. Deviations from the terms of this Contract may result in termination of the Contract, or any other such remedy as deemed appropriate by the Department.
b. Sub‐Contract Payments
1. Retention: If the prime contract does not provide for retention, the contractor and each subcontractor of any tier shall not withhold retention on any subcontract. If the prime contract provides for retention, the prime contractor and each subcontractor of any tier shall not retain a higher percentage than the Department may retain under the prime contract. Retainage shall be paid to the subcontractor within 7 days of satisfactory completion of the work performed by the subcontractor.
2. No Set‐offs Arising from Other Contracts: If a subcontractor is performing work on multiple contracts for the same contractor or subcontractor of any tier, the contractor or subcontractor of any tier shall not withhold or reduce payment from its subcontractors on the contract because of disputes or claims on another contract.
3. Partial Payment: The contractor and each subcontractor of any tier shall make prompt partial payments to its subcontractors within seven days of receipt of payment from the Department. Notwithstanding any provision of Arizona Revised Statutes Section 28‐411, the parties may not agree otherwise.
4. Final Payment: The contractor and each subcontractor of any tier shall make prompt final payment to each of its subcontractors. The contractor and each subcontractor of any tier shall pay all monies, including retention, due to its subcontractor within seven days of receipt of payment. Notwithstanding any provision of Arizona Revised Statutes Section 28‐411, the parties may not agree otherwise.
5. Payment Reporting: For the purposes of this subsection “Reportable Contracts” means any subcontract, of any tier, DBE or non‐DBE, by which work shall be performed on behalf of the contractor and any contract of any tier with a DBE material or service supplier.
The requirements of this subsection apply to all Reportable Contracts.
Payment Reporting for all Reportable Contracts shall be done through the Department’s web‐ based DBE System. The DBE System can be accessed from the Department’s BECO website. No later than fifteen calendar days after the Notice to Proceed is issued, the contractor shall log into the Department’s web based DBE System and enter or verify the name, contact information, and subcontract amounts for Reportable Contracts on the project. As Reportable Contracts are approved over the course of the contract, the contractor shall enter them in the system. Reportable contracts shall be entered into the system no later than five calendar days after approval by the Department.
The contractor shall report on a monthly basis indicating the amounts actually paid and the dates of each payment under any Reportable Contract on the project. In addition, the contractor shall require that all participants in any Reportable Contract electronically verify receipt of payment on the contract by the last day of the month and the contractor shall
Solicitation No: BPM003574 Available online at Page 62 of 78 https://app.az.gov/
Federal Provisions
actively monitor the Department’s DBE System to ensure that the verifications are input. The contractor shall proactively work to resolve any payment discrepancies in the DBE System between payment amounts it reports and payment confirmation amounts reported by others.
The contractor shall ensure that all Reportable Contract activity is reported to the Department. This includes all lower‐tier Reportable Contracts, regardless of whether a DBE is involved or not.
The contractor shall maintain records for each payment explaining the amount requested by the subcontractor, and the amount actually paid pursuant to the request, which may include but are not limited to, estimates, invoices, pay requests, copies of checks or wire transfers, and lien waivers in support of the monthly payments in the DBE System.
The contractor shall provide information for payments made on all Reportable Contracts during the previous month by the 15th day of the current month. In the event that no payments were made during a given month, the contractor shall identify that by entering a dollar value of zero. If the contractor does not pay the full amount of any invoice from a subcontractor, the contractor shall note that and provide the reasons in the comment section of the Monthly Payment Audit of the DBE System.
For each Reportable Contract on which the contractor fails to submit timely payment information the Department will retain $1,000.00 as liquidated damages, from the monies due to the contractor. Liquidated damages will be deducted each month for each Reportable Contract on which the contractor fails to submit payment information until the contractor provides the required information as described herein. After 90 consecutive days of non‐ reporting, the liquidated damages will increase to $2,000.00 for each subsequent month, for each Reportable Contract on which the contractor fails to report until the information is provided. These liquidated damages shall be in addition to all other retention or liquidated damages provided for elsewhere in the contract.
Payment reporting requirements apply to all contracts, federal and non‐federal funded.
The contractor shall ensure that a copy of this Subsection is included in every Reportable Contract of every tier.
(a) Sanctions for Inadequate Reporting:
For each Reportable Contract on which the contractor fails to submit timely and complete payment information the Department will retain $1,000.00 as liquidated damages, from the monies due to the contractor. Liquidated damages will be deducted each month for each Reportable Contract on which the contractor fails to submit payment information until the contractor provides the required information as described herein. After 90 consecutive days of non‐reporting, the liquidated damages will increase to $2,000.00 for each subsequent month, for each Reportable Contract on which the contractor fails to report until the information is provided. These liquidated damages shall be in addition to all other retention or liquidated damages provided for elsewhere in the contract.
6. Completion of Work: A subcontractor’s work is satisfactorily completed when all the tasks called for in the subcontract have been accomplished, documented, and accepted by the Department.
7. Disputes: If disputes arise regarding payment of subcontractors, the contractor shall immediately provide the ADOT Project Manager with a written, verifiable explanation if: Solicitation No: BPM003574 Available online at Page 63 of 78 https://app.az.gov/
Federal Provisions
The contractor does not pay the full amount of any invoice from a subcontractor within seven days of receipt of a progress payment from the Department, or The monthly estimate does not include all work claimed by a subcontractor to have been performed. The Department will determine whether the contractor has acted in good faith concerning any such explanations. The Department reserves the right to request and receive documents from the contractor and all subcontractors of any tier, in order to determine whether prompt payment requirements were met. The contractor shall implement and use the dispute resolution process outlined in the subcontract, as described in Uniform Terms and Conditions Paragraph, to resolve payment disputes.
8. Non‐Compliance: Failure to make prompt partial payment or prompt final payment including any retention, within the time frames established in this contract, will result in remedies, as the Department deems appropriate, which may include, but are not limited to: Liquidated Damages: These liquidated damages shall be in addition to all other retention or liquidated damages provided for elsewhere in the contract. (i) The Department will withhold two times the disputed dollar amount not paid to each subcontractor. (ii) If full payment is made within 30 days of the Department’s payment to the contractor, the amount withheld by the Department will be released. (iii) If full payment is made after 30 days of the Department’s payment to the contractor, the Department will release 75 percent of the funds withheld. The Department will retain 25 percent of the monies withheld as liquidated damages. Additional Remedies: If the contractor fails to make prompt payment for three consecutive months, or any four months over the course of one project, or if the contractor fails to make prompt payment on two or more contracts within 24 months, the Department may, in addition, invoke the following remedies: (i) Withhold monthly progress payments until the issue is resolved and full payment has been made to all subcontractors and vendors subject to the requirements outlined under “Liquidated Damages” above, (ii) Terminate the contract for default in accordance with this Contract, and/or (iii) Suspension or Debarment per Uniform Terms and Conditions Paragraph 9.3 of the contractor from future bidding temporarily or permanently, depending on the number and severity of violation. (iv) Reflect the contractor’s performance in submitting payment reports and making subcontractor payments utilizing the Department’s Vendor Performance Report.
14.0 Crediting DBE Participation:
14.01 General Requirements:
To count toward DBE participation, the DBE firms must be certified at the time of Offer submission in each NAICS code applicable to the kind of work the firm will perform on the contract. NAICS for each DBE can be found on the AZ UTRACS website. General descriptions of all NAICS codes can be found at http://www.naics.com/search/.
Credit is given only after the DBE has been paid for the work performed.
The entire amount of a contract that is performed by the DBE’s own forces, including the cost of supplies and materials purchased by the DBE for the work on the contract and equipment leased by the DBE will be credited toward DBE participation. Supplies and equipment the DBE subcontractor
Solicitation No: BPM003574 Available online at Page 64 of 78 https://app.az.gov/
Federal Provisions
purchases or leases from the prime contractor or its affiliate will not be credited toward DBE participation.
The contractor bears the responsibility to determine whether the DBE possesses the proper contractor’s license(s) to perform the work and, if DBE credit is requested, that the DBE subcontractor is certified for the requested type of work.
The Department’s certification is not a representation of a DBE’s qualifications and/or abilities. The contractor bears all risks that the DBE may not be able to perform its work for any reason.
A DBE may participate as a prime contractor, subcontractor, or as a vendor of materials or supplies. The dollar amount of work to be accomplished by DBEs, including partial amount of a lump sum or other similar item, shall be on the basis of subcontract, purchase order, hourly rate, rate per ton, etc., as agreed to between parties.
DBE credit may be obtained only for specific work done for the project, supply of equipment specifically for physical work on the project, or supply of materials to be incorporated in the work. DBE credit will not be allowed for costs such as overhead items, capital expenditures (for example, purchase of equipment), and office items.
The contractor may credit second‐tier subcontracts issued to DBEs by non‐DBE subcontractors. Any second‐tier subcontract to a DBE must meet the requirements of a first‐tier DBE subcontract.
A prime contractor may credit the entire amount of that portion of a contract that is performed by the DBE’s own forces. The cost of supplies and materials obtained by the DBE for the work of the contract can be included so long as that cost is reasonable. Leased equipment may also be included. No credit is permitted for supplies purchased or equipment leased from the prime contractor or its affiliate(s).
When a DBE subcontracts a part of the work of its contract to another firm, the value of the subcontract may be credited towards DBE participation only if the DBE’s subcontractor is itself a DBE and performs the work with its own forces. Work that a DBE subcontracts to a non‐DBE firm does not count toward DBE participation.
A prime contractor may credit the entire amount of fees or commissions charged by a DBE firm for providing a bona fide service, such as professional, technical, consulting, or managerial services, or for providing bonds or insurance specifically required for the performance of a USDOT‐assisted contract, provided the fees are reasonable and not excessive as compared with fees customarily allowed for similar services.
14.02 DBE Prime Contractor:
When a certified DBE firm proposes on a contract/Task Assignment all the work that is performed by the DBE contractor or any other DBE subcontractors and DBE suppliers will count toward DBE participation.
14.03 Effect of Loss of DBE Eligibility:
For On‐Call Task Assignment contracts, if a DBE is deemed ineligible (decertified) or suspended by ADOT or one of its UCP Partner Agencies in accordance with 49 CFR 26.87 and 26.88, the DBE may not be Solicitation No: BPM003574 Available online at Page 65 of 78 https://app.az.gov/
Federal Provisions
count toward DBE participation on a new Task Assignment, but may be considered for the contract/Task Assignment DBE participation if a subcontract or contract modification for the work to be completed on the Task Assignment was executed before the DBE suspension or decertification is effective.
A subcontract or contract modification for work on the task assignment means, any subcontract or agreement for the task assignment, which includes a specific ADOT TRACS/Project Number, defined scope, duration and budget for the work to be completed under the Task Assignment that is duly signed by the contractor/contractor and subcontractor/subcontractor.
When the contractor/contractor intents to use an ineligible DBE firm or ADOT made a commitment to use an ineligible DBE prime contractor/contractor, but a subcontract or Contract Modification for the work to be completed on the Task Assignment has not been executed before a decertification notice is issued to the DBE firm by its certifying agency, the ineligible firm does not count toward DBE participation. When a subcontract or contract modification is executed with the DBE firm for the work to be completed on the Task Assignment before ADOT notified the firm of its ineligibility, the DBE’s work on the Task Assignment may continue to be credited toward DBE participation for the firm’s work.
14.04 Notifying the Contractor of DBE Certification Status:
Each DBE contract at any tier shall require any DBE subcontractor or supplier that is either decertified or certified during the term of the contract to immediately notify the contractor and all parties to the DBE contract in writing, with the date of decertification or certification. The contractor shall require that this provision be incorporated in any contract of any tier in which a DBE is a participant.
14.05 Commercially Useful Function:
A prime contractor can credit expenditures to a DBE subcontractor only if the DBE performs a Commercially Useful Function (CUF).
A DBE performs a CUF when it is responsible for execution of the work of a contract and carries out its responsibilities by actually performing, managing, and supervising the work involved. To perform a commercially useful function, the DBE must also be responsible, with respect to materials and supplies on the contract, for negotiating price, determining quality and quantity, ordering the material, and installing (where applicable) and paying for the material itself that it uses on the project. To determine whether a DBE is performing a commercially useful function, the Department will evaluate the amount of work subcontracted, industry practices, whether the amount the firm is to be paid under the contract is commensurate with the work it is actually performing and the DBE credit claimed for its performance of the work, and other relevant factors.
A DBE will not be considered to perform a commercially useful function if its role is limited to that of an extra participant in a transaction, contract, or project through which funds are passed in order to obtain the appearance of DBE participation. In determining whether a DBE is such an extra participant, the Department will examine similar transactions, particularly those in which DBEs do not participate.
If a DBE does not perform or exercise responsibility for at least 30 percent of the total cost of its contract with its own work force, or if the DBE subcontracts a greater portion of the work of a contract than would be expected on the basis of normal industry practice for the type of work involved, the Department will presume that the DBE is not performing a commercially useful function. Solicitation No: BPM003574 Available online at Page 66 of 78 https://app.az.gov/
Federal Provisions
When a DBE is presumed not to be performing a commercially useful function as provided above, the DBE may present evidence to rebut this presumption. The Department will determine if the firm is performing a CUF given the type of work involved and normal industry practices.
The Department will notify the contractor, in writing, if it determines that the contractor’s DBE subcontractor is not performing a CUF. The contractor will be notified within seven calendar days of the Department’s decision.
Decisions on CUF may be appealed to the Chief Procurement Officer (CPO). The appeal must be in writing and personally delivered or sent by certified mail, return receipt requested, to the CPO. The appeal must be received by the CPO no later than seven calendar days after the decision of BECO. BECO’s decision remains in place unless and until the CPO reverses or modifies BECO’s decision. CPO will promptly consider any appeals under this subsection and notify the contractor of CPO’s findings and decisions. Decisions on CUF matters are not administratively appealable to USDOT.
The BECO may conduct project site visits on the contract to confirm that DBEs are performing a CUF. The contractor shall cooperate during the site visits and the BECO’s staff will make every effort not to disrupt work on the project.
15.0 Required Provisions for DBE Subcontracts:
All subcontracts of any tier, all supply contracts, and any other contracts in which a DBE is a participant shall include as a physical attachment, DBE Subcontractor Compliance Assurances refer to the Federal Attachments and Exhibits.
Contractors executing agreements with subcontractors, DBE or non‐DBE, that materially modify federal regulation and state statutes such as, prompt payment and retention requirements, through subcontract terms and conditions will be found in breach of contract which may result in termination of the contract, or any other such remedy as the deemed appropriate as outlined in DBE Subsection 2.0 of these DBE provisions.
The Department reserves the right to conduct random reviews of DBE and non‐DBE subcontract documentation to ensure compliance with federal requirements.
The contractor shall ensure that all subcontracts or agreements with DBEs to supply labor or materials require that the subcontract and all lower tier subcontracts be performed in accordance with 49 CFR Part 26 provisions.
The Contractor shall provide electronic copies of subcontract agreements with all Subcontractors by uploading them within 15 calendar days of an executed contract to the ADOT DBE System. Subcontract agreements shall include all required assurances and clauses as outlined in DBE Subcontractor Compliance Assurances refer to the Federal Attachments and Exhibits of the Contract. Each agreement and required attachment shall be dated and signed by the Subcontractor in order for the subcontract to be considered valid.
The Contractor shall be in breach of this Contract if the Contractor materially modifies the federal regulations and State statutes in its subcontract agreements terms and conditions with its Solicitation No: BPM003574 Available online at Page 67 of 78 https://app.az.gov/
Federal Provisions
Subcontractors. Deviations from the terms of this Contract may result in termination of the Contract, or any other such remedy as deemed appropriate by the Department
16.0 Certification of Final DBE Payments:
DBE participation on the contract is measured by actual payments made to the DBEs. The contractor shall submit the “Certification of Final DBE Payments” form for each DBE firm working on the contract. This form shall be signed by the contractor and the relevant DBE, and submitted to the Engineer no later than 30 days after the DBE completes its work.
The contractor will not be released from the obligations of the contract until the “Certification of Final DBE Payments” forms are received and deemed acceptable by the Engineer and BECO.
17.0 False, Fraudulent, or Dishonest Conduct:
In addition to any other remedies or actions, the Department will bring to the attention of the US Department of Transportation any appearance of false, fraudulent, or dishonest conduct in connection with the DBE program, so that USDOT can take steps such as referral to the Department of Justice for criminal prosecution, referral to the USDOT Inspector General for possible initiation of suspension and debarment proceedings against the offending parties or application of “Program Fraud and Civil Penalties” rules provided in 49 CFR Part 31.
18. TAX DELINQUENCY AND FELONY CONVICTIONS
The applicant must complete the Tax Delinquency & Felony Conviction Certification. The applicant must indicate its current status as it relates to tax delinquency and felony conviction by inserting a checkmark () in the space following the applicable response. The applicant agrees that, if awarded a contract resulting from this solicitation, it will incorporate this provision for certification in all lower tier subcontracts. Term Definitions Felony conviction: Felony conviction means a conviction within the preceding twenty four (24) months of a felony criminal violation under any Federal law and includes conviction of an offense defined in a section of the U.S. code that specifically classifies the offense as a felony and conviction of an offense that is classified as a felony under 18 U.S.C. § 3559.
Tax Delinquency: A tax delinquency is any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. 19. TERMINATION FOR DEFAULT
Either party may terminate this Agreement for cause if the other party fails to fulfill its obligations that are essential to the completion of the work per the terms and conditions of the Agreement. The party
Solicitation No: BPM003574 Available online at Page 68 of 78 https://app.az.gov/
Federal Provisions
initiating the termination action must allow the breaching party an opportunity to dispute or cure the breach. The terminating party must provide the breaching party [7] days advance written notice of its intent to terminate the Agreement. The notice must specify the nature and extent of the breach, the conditions necessary to cure the breach, and the effective date of the termination action. The rights and remedies in this clause are in addition to any other rights and remedies provided by law or under this agreement. a) Termination by Owner: The Owner may terminate this Agreement in whole or in part, for the failure of the Consultant to: 1. Perform the services within the time specified in this contract or by Owner approved extension; 2. Make adequate progress so as to endanger satisfactory performance of the Project; or 3. Fulfill the obligations of the Agreement that are essential to the completion of the Project. Upon receipt of the notice of termination, the Consultant must immediately discontinue all services affected unless the notice directs otherwise. Upon termination of the Agreement, the Consultant must deliver to the Owner all data, surveys, models, drawings, specifications, reports, maps, photographs, estimates, summaries, and other documents and materials prepared by the Engineer under this contract, whether complete or partially complete. Owner agrees to make just and equitable compensation to the Consultant for satisfactory work completed up through the date the Consultant receives the termination notice. Compensation will not include anticipated profit on non‐performed services. Owner further agrees to hold Consultant harmless for errors or omissions in documents that are incomplete as a result of the termination action under this clause. If, after finalization of the termination action, the Owner determines the Consultant was not in default of the Agreement, the rights and obligations of the parties shall be the same as if the Owner issued the termination for the convenience of the Owner. b) Termination by Consultant: The Consultant may terminate this Agreement in whole or in part, if the Owner: 1. Defaults on its obligations under this Agreement; 2. Fails to make payment to the Consultant in accordance with the terms of this Agreement; 3. Suspends the Project for more than [180] days due to reasons beyond the control of the Consultant. Upon receipt of a notice of termination from the Consultant, Owner agrees to cooperate with Consultant for the purpose of terminating the agreement or portion thereof, by mutual consent. If Owner and Consultant cannot reach mutual agreement on the termination settlement, the Consultant may, without prejudice to any rights and remedies it may have, proceed with terminating all or parts of this Agreement based upon the Owner’s breach of the contract. In the event of termination due to Owner breach, the Engineer is entitled to invoice Owner and to receive full payment for all services performed or furnished in accordance with this Agreement and all justified reimbursable expenses incurred by the Consultant through the effective date of Solicitation No: BPM003574 Available online at Page 69 of 78 https://app.az.gov/
Federal Provisions
termination action. Owner agrees to hold Consultant harmless for errors or omissions in documents that are incomplete as a result of the termination action under this clause. 20. TERMINATION FOR CONVENIENCE The Owner may, by written notice to the Consultant, terminate this Agreement for its convenience and without cause or default on the part of Consultant. Upon receipt of the notice of termination, except as explicitly directed by the Owner, the Contractor must immediately discontinue all services affected. Upon termination of the Agreement, the Consultant must deliver to the Owner all data, surveys, models, drawings, specifications, reports, maps, photographs, estimates, summaries, and other documents and materials prepared by the Engineer under this contract, whether complete or partially complete. Owner agrees to make just and equitable compensation to the Consultant for satisfactory work completed up through the date the Consultant receives the termination notice. Compensation will not include anticipated profit on non‐performed services. Owner further agrees to hold Consultant harmless for errors or omissions in documents that are incomplete as a result of the termination action under this clause. 21. TRADE RESTRICTIONS CERTIFICATION
By submission of an offer, the Offeror certifies that with respect to this solicitation and any resultant contract, the Offeror – 1) is not owned or controlled by one or more citizens of a foreign country included in the list of countries that discriminate against U.S. firms as published by the Office of the United States Trade Representative (USTR); 2) has not knowingly entered into any contract or subcontract for this project with a person that is a citizen or national of a foreign country included on the list of countries that discriminate against U.S. firms as published by the USTR; and 3) has not entered into any subcontract for any product to be used on the Federal project that is produced in a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR. This certification concerns a matter within the jurisdiction of an agency of the United States of America and the making of a false, fictitious, or fraudulent certification may render the maker subject to prosecution under Title 18 USC Section 1001. The Offeror/Contractor must provide immediate written notice to the Owner if the Offeror/Contractor learns that its certification or that of a subcontractor was erroneous when submitted or has become erroneous by reason of changed circumstances. The Contractor must require subcontractors provide immediate written notice to the Contractor if at any time it learns that its certification was erroneous by reason of changed circumstances. Unless the restrictions of this clause are waived by the Secretary of Transportation in accordance with 49 CFR 30.17, no contract shall be awarded to an Offeror or subcontractor: Solicitation No: BPM003574 Available online at Page 70 of 78 https://app.az.gov/
Federal Provisions
1) who is owned or controlled by one or more citizens or nationals of a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR or 2) whose subcontractors are owned or controlled by one or more citizens or nationals of a foreign country on such USTR list or 3) who incorporates in the public works project any product of a foreign country on such USTR list. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good faith, the certification required by this provision. The knowledge and information of a contractor is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. The Offeror agrees that, if awarded a contract resulting from this solicitation, it will incorporate this provision for certification without modification in all lower tier subcontracts. The Contractor may rely on the certification of a prospective subcontractor that it is not a firm from a foreign country included on the list of countries that discriminate against U.S. firms as published by USTR, unless the Offeror has knowledge that the certification is erroneous. This certification is a material representation of fact upon which reliance was placed when making an award. If it is later determined that the Contractor or subcontractor knowingly rendered an erroneous certification, the Federal Aviation Administration (FAA) may direct through the Owner cancellation of the contract or subcontract for default at no cost to the Owner or the FAA.
22. VETERAN’S PREFERENCE In the employment of labor (excluding executive, administrative, and supervisory positions), the Contractor and all sub‐tier contractors must give preference to covered veterans as defined within Title 49 United States Code Section 47112. Covered veterans include Vietnam‐era veterans, Persian Gulf veterans, Afghanistan‐Iraq war veterans, disabled veterans, and small business concerns (as defined by 15 USC 632) owned and controlled by disabled veterans. This preference only applies when there are covered veterans readily available and qualified to perform the work to which the employment relates.
Solicitation No: BPM003574 Available online at Page 71 of 78 https://app.az.gov/
EXHIBIT 1 Title VI/Non‐Discrimination Assurances
Appendix A
During the performance of this contract, the Consultant, for itself, its assignees, and successors in interest (hereinafter referred to as the "Consultant") agrees as follows:
1. Compliance with Regulations: The Consultant (hereinafter includes consultants) will comply with the Acts and the Regulations relative to Non‐discrimination in Federally‐assisted programs of the U.S. Department of Transportation, the Federal Highway Administration, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract.
2. Non‐discrimination: The Consultant, with regard to the work performance by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The Consultant will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21.
3. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the Consultant for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the Consultant of the Consultant's obligations under this contract and the Acts and Regulations relative to Non‐discrimination on the grounds of race, color, or national origin.
4. Information and Reports: The Consultant will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Recipient or the Federal Highway Administration to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any information required of a Consultant is in the exclusive possession of another who fails or refuses to furnish the information, the Consultant will so certify to the Recipient or the Federal Highway Administration, as appropriate, and will set forth what efforts it has made to obtain the information.
5. Sanctions for Noncompliance: In the event of a Consultant's noncompliance with the Non‐discrimination provisions of this contract, the Recipient will impose such contract sanctions as it or the Federal Highway Administration ,may determine to be appropriate, including, but not limited to:
a. withholding payments to the Consultant under the contract until the Consultant complies; and/or b. cancelling, terminating, or suspending a contract, in whole or in part. 6. Incorporation of Provisions: The Consultant will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The Consultant will take action with request to any subcontract or procurement as the Recipient or the Federal Highway Administration may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Consultant becomes involved in, or is threatened with litigation by a subcontractor or supplier because of such direction, the Consultant may request the Recipient to enter into any litigation to protect the interests of the Recipient. In addition, the Consultant may request the United States to enter into the litigation to protect the interests of the United States.
Solicitation No: BPM003574 Available online at Page 72 of 78 https://app.az.gov/
EXHIBIT 2 Title VI/Non‐Discrimination Assurances
Appendix E
During the performance of this contract, the Consultant, for itself, its assignees, and successors in interest (hereinafter referred to as the "Consultant") agrees to comply with the following non‐discrimination statutes and authorities; including but not limited to:
Pertinent Non‐Discrimination Authorities: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin): and 49 CFR Part 21.
• The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal‐aid programs and projects);
• Federal‐Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex);
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27;
• The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex);
• The Civil Rights Restoration Act of 1987, (PL 100‐209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal‐aid recipients, sub‐recipients and Consultants, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131‐12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38;
• The Federal Aviation Administration's Non‐discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex);
• Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low‐ Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low‐income populations;
• Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1687 et seq.).
Solicitation No: BPM003574 Available online at Page 73 of 78 https://app.az.gov/
EXHIBIT 3 Eligible Airports
Airport Name City/Town County Elevation Ak Chin Regional Maricopa Pinal 1300 Avi Suquilla Parker LaPaz 458 Bagdad Airport Bagdad Yavapai 4136 Benson Airport Benson Cochise 3824 Bisbee Municipal Airport Bisbee Cochise 4783 Bisbee‐Douglas International Airport Douglas‐Bisbee Cochise 4151 Buckeye Municipal Airport Buckeye Maricopa 1024 Casa Grande Municipal Airport Casa Grande Pinal 1561 Chandler Municipal Airport Chandler Maricopa 1234 Chinle Chinle Apache 5550 Cibecue Cibecue Navajo 5037 Cochise College Airport Douglas Cochise 4124 Cochise County Airport Willcox Cochise 4181 Colorado City Municipal Airport Colorado City Mohave 4871 Coolidge Municipal Airport Coolidge Pinal 1587 Cottonwood Airport Cottonwood Yavapai 3550 Douglas Municipal Airport Douglas Cochise 4173 Eloy Municipal Airport Eloy Pinal 1513 Eric Marcus Municipal Airport Ajo Pima 1458 Ernest A Love Field Prescott Yavapai 5042 Falcon Field Mesa Maricopa 1392 Flagstaff ‐ Pulliam Airport Flagstaff Coconino 7012 Gila Bend Municipal Airport Gila Bend Maricopa 778 Glendale Municipal Airport Glendale Maricopa 1066 Grand Canyon National Park Airport Grand Canyon Coconino 6606 Grand Canyon West Peach Springs Mohave 4813 Greenlee County Airport Clifton/Morenci Greenlee 3811 H.A. Clark Memorial Field Williams Coconino 6680 Holbrook Municipal Airport Holbrook Navajo 5257 Kayenta Kayenta Navajo 5688 Kearny Airport Kearny Pinal 1828 Kingman Municipal Kingman Mohave 3446 Lake Havasu City Airport Lake Havasu City Mohave 483 Laughlin/Bullhead International Airport Bullhead City Mohave 547 Marana Regional Airport Marana Pima 2025
Solicitation No: BPM003574 Available online at Page 74 of 78 https://app.az.gov/
EXHIBIT 3 Eligible Airports
Nogales International Airport Nogales Santa Cruz 3932 Page Municipal Airport Page Coconino 4310
Airport Name City/Town County Elevation Payson Airport Payson Gila 5156 Phx ‐ Deer Valley Municipal Airport Phoenix Maricopa 1476 Phx ‐ Goodyear Municipal Airport Goodyear Maricopa 968 Phx ‐ Mesa Gateway Airport Mesa Maricopa 1380 Polacca Polacca Navajo 5573 Rolle Airfield Somerton Yuma 163 Ryan Field Tucson Pima 2415 Safford Municipal Airport Safford Graham 3176 San Carlos Apache Globe Gila 3261 San Manuel Airport San Manuel Pinal 3275 Scottsdale Municipal Airport Scottsdale Maricopa 1478 Sedona Airport Sedona Yavapai 4827 Seligman Seligman Yavapai 5235 Show Low Regional Airport Show Low Navajo 6411 Sierra Vista Municipal Sierra Vista Cochise 4600 St. Johns Industrial Airpark St Johns Apache 5733 Taylor Airport Taylor Navajo 5600 Tombstone Municipal Airport Tombstone Cochise 4743 Springerville Municipal Airport Springerville Apache 7052 Tuba City Tuba City Coconino 4513 White River Whiteriver Navajo 5153 Wickenburg Municipal Airport Wickenburg Maricopa 2386 Window Rock Window Rock Apache 6742 Winslow ‐ Lindberg Regional Winslow Navajo 4938 Yuma International Yuma Yuma 213
Airports may be added or removed at the sole discretion of The Department.
Solicitation No: BPM003574 Available online at Page 75 of 78 https://app.az.gov/
EXHIBIT 4 Budget Form
Solicitation No: BPM003574 Available online at Page 76 of 78 https://app.az.gov/
EXHIBIT 5 MPD Billing Summary and Reimbursement Request Form
(BSR)
Solicitation No: BPM003574 Available online at Page 77 of 78 https://app.az.gov/
EXHIBIT 6 Quarterly Contract Usage Report
Department reserves the right to make additions, deletions and changes as deemed necessary.
Reporting Period:
Contract ID/Code: Contact Name: Alternate Contact Name: Contract Contact Phone Alternate Contact Phone Label/Description: Number: Number: Contractor: Contact Email: Alternate Contact Email: Contractor Address:
PO Number or Contract Contract Contract Customer Delivery Order Contract Item Unit of Invoice Agency/Org/Unit Identify as “P‐ Item Quantity Unit Extended Name Address Date Description Measure Number Card” Number Price Price
Solicitation No: BPM003574 Available online at Page 78 of 78 https://app.az.gov/