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HomeMy WebLinkAboutContract 56935 CSC No.56935 FORT WORTH CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT This Cooperative Purchase Agreement ("Agreement") is entered into by and between Trane ("Vendor") and the City of Fort Worth, ("City"), a Texas home rule municipality. The Cooperative Purchase Agreement includes the following documents which shall be construed in the order of precedence in which they are listed: 1. This Cooperative Purchase Agreement; 2. Exhibit A— Seller's Quote, Scope of Services, Renewal Letter or Purchase Order; 3. Exhibit B—Cooperative Agency Contract(e.g.,NJPA, DIR, BuyBoard); and 4. Exhibit C—Conflict of Interest Questionnaire. Exhibits A, B, and C which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all exhibits thereto. If any provisions of the attached documents, conflict with the terms herein, are prohibited by applicable law,conflict with any applicable rule,regulation or ordinance of City,the terms in this Agreement shall control City shall pay Vendor in accordance with the fee schedule in Exhibit A and in accordance with the provisions of this Agreement. Total payment made under this Agreement for the first year by City shall be in the amount of One Hundred Seventy Five Thousand Dollars ($175,000.00). Vendor shall not provide any additional items or services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. The term of this Agreement shall be for one year beginning on December 1,2021 and ending on November 30, 2022. City shall be able to renew this agreement for one (1) one-year renewal options by written agreement of the parties. Vendor agrees that City shall,until the expiration of three(3)years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books,documents,papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt re uested addressed as follows: OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX To CITY: To VENDOR: City of Fort Worth Trane Attn: Dana Burghdoff,Assistant City Manager Denise Herrera 200 Texas Street 1617 Hutton Drive Fort Worth, TX 76102-6314 Carrollton, TX 75006 Facsimile: (817) 392-8654 Facsimile: With copy to Fort Worth City Attorney's Office at same address The undersigned represents and warrants that he or she has the power and authority to execute this Agreement and bind the respective Vendor. CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: b BgGu7 By signing I acknowledge that I am the person By: Dana Burgh doff(Jdn5,202 7:16CST) responsible for the monitoring and administration Name: Dana Burghdoff of this contract,including ensuring all performance Title: Assistant City Manager and reporting requirements. Date: APPROVAL RECOMMENDED: By: s � � Name: Shatabya Bergland Title: Contract Compliance Specialist ZaW-9 By: Laura R Wilson for CH(Dec 30,2 2116:11 CST) APPROVED AS TO FORM AND LEGALITY: Name: Christopher Harder Title: Water Director ATTEST: By: Name: Doug Black Title: Sr.Assistant City Attorney By. Name: Jannette° 2 CONTRACT AUTHORIZATION: Goodall ,ba44FORr��a� M&C 21 00 3 Title: City Secretary � 0 00 d �° 0 VENDOR: PO o °_ d Trane a��EXA`�oba ado By: Name: PamelabWord OFFICIAL RECORD Title: Contract Analyst CITY SECRETARY Date: 12/17/21 FT. WORTH, TX NOTE: Subject to your acceptance of Trane's Terms and Conditions attached. TERMS AND CONDITIONS—QUOTED SERVICE "Company" shall mean Trane U.S. Inc. for Company performance in the United States and Trane Canada ULC for Company performance in Canada. To obtain repair service within the scope of Services as defined, contact your local Trane District office identified on the first page of the Agreement by calling the telephone number stated on that page. That Trane District office is responsible for Company's performance of this Agreement. Only Trane authorized personnel may perform service under this Agreement. For Service covered under this Agreement, Company will be responsible for the cost of transporting a part requiring service. 1. Agreement. These terms and conditions are an integral part of Company's offer and form the basis of any agreement(the"Agreement") resulting from Company's proposal (the "Proposal") for the services (the "Services") on equipment listed in the Proposal (the "Covered Equipment"). COMPANY'S TERMS AND CONDITIONS ARE SUBJECT TO PERIODIC CHANGE OR AMENDMENT. 2. Connected Services. In addition to these terms and conditions, the Connected Services Terms of Service ("Connected Services Terms"), available at https://www.trane.com/TraneConnectedServicesTerms, as updated from time to time, are incorporated herein by reference and shall apply to the extent that Company provides Customer with Connected Services, as defined in the Connected Services Terms. 3. Acceptance.The Proposal is subject to acceptance in writing by the party to whom this offer is made or an authorized agent("Customer") delivered to Company within 30 days from the date of the Proposal. If Customer accepts the Proposal by placing an order,without the addition of any other terms and conditions of sale or any other modification,Customer's order shall be deemed acceptance of the Proposal subject to Company's terms and conditions. If Customer's order is expressly conditioned upon the Company's acceptance or assent to terms and/or conditions other than those expressed herein, return of such order by Company with Company's terms and conditions attached or referenced serves as Company's notice of objection to Customer's terms and as Company's counteroffer to provide Services in accordance with the Proposal. If Customer does not reject or object in writing to Company within 10 days, the Company's counteroffer will be deemed accepted. Customer's acceptance of the Services by Company will in any event constitute an acceptance by Customer of Company's terms and conditions. In the case of a dispute, the applicable terms and conditions will be those in effect at the time of delivery or acceptance of the Services. This Agreement is subject to credit approval by Company. Upon disapproval of credit,Company may delay or suspend performance or, at its option, renegotiate prices and/or terms and conditions with Customer. If Company and Customer are unable to agree on such revisions, this Agreement shall be cancelled without any liability,other than Customer's obligation to pay for Services rendered by Company to the date of cancellation. 4. Cancellation by Customer Prior to Services; Refund. If Customer cancels this Agreement within (a)thirty (30)days of the date this Agreement was mailed to Customer or(b)twenty(20)days of the date this Agreement was delivered to Customer, if it was delivered at the time of sale,and no Services have been provided by Company under this Agreement,the Agreement will be void and Company will refund to Customer, or credit Customer's account, the full Service Fee of this Agreement that Customer paid to Company, if any. A ten percent (10%)penalty per month will be added to a refund that is due but is not paid or credited within forty-five(45)days after return of this Agreement to Company. Customer's right to cancel this Agreement only applies to the original owner of this Agreement and only if no Services have been provided by Company under this Agreement prior to its return to Company. 5.Cancellation by Company.This Agreement may be cancelled by Company for any reason or no reason,upon written notice from Company to Customer no later than 30 days priorto performance of any Services hereunder and Company will refund to Customer,or credit Customer's account, that part of the Service Fee attributable to Services not performed by Company. Customer shall remain liable for and shall pay to Company all amounts due for Services provided by Company and not yet paid. 6. Services Fees and Taxes. Fees for the Services(the"Service Fee(s)")shall be as set forth in the Proposal and are based on performance during regular business hours. Fees for outside Company's regular business hours and any after-hours services shall be billed separately according to the then prevailing overtime or emergency labor/labour rates. In addition to the stated Service Fee,Customer shall pay all taxes not legally required to be paid by Company or, alternatively, shall provide Company with acceptable tax exemption certificates. Customer shall pay all costs(including attorneys'fees)incurred by Company in attempting to collect amounts due. 7. Payment. Payment is due upon receipt of Company's invoice. Company reserves the right to add to any account outstanding for more than 30 days a service charge equal to the lesser of the maximum allowable legal interest rate or 1.5%of the principal amount due at the end ofeach month. Customer shall pay all costs(including attorneys'fees)incurred by Company in attempting to collect amounts due or otherwise enforcing these terms and conditions. 8. Customer Breach. Each of the following events or conditions shall constitute a breach by Customer and shall give Company the right, without an election of remedies,to terminate this Agreement or suspend performance by delivery of written notice:(1)Any failure by Customer to pay amounts when due; or(2)any general assignment by Customer for the benefit of its creditors, or if Customer becomes bankrupt or insolvent or takes the benefit of any statute for bankrupt or insolvent debtors, or makes or proposes to make any proposal or arrangement with creditors, or if any steps are taken for the winding up or other termination of Customer or the liquidation of its assets, or if a trustee, receiver, or similar person is appointed over any of the assets or interests of Customer; (3)Any representation or warranty furnished by Customer in connection with this Agreement is false or misleading in any material respect when made; or(4)Any failure by Customer to perform or comply with any material provision of this Agreement. Customer shall be liable to the Company for all Services furnished to date and all damages sustained by Company(including lost profit and overhead) 9. Performance. Company shall perform the Services in accordance with industry standards generally applicable in the state or province where the Services are performed under similar circumstances as of the time Company performs the Services. Company is not liable for any claims, damages, losses, or expenses, arising from or related to work done by or services provided by individuals or entities that are not employed by or hired by Company. Company may refuse to perform any Services orwork where working conditions could endanger property or put at risk the safety of people. Parts used for any repairs made will be those selected by Company as suitable for the repair and may be parts not manufactured by Company.Customer must reimburse Company for services, repairs, and/or replacements performed by Company at Customer's request beyond the scope of Services or otherwise excluded under this Agreement. The reimbursement shall be at the then prevailing applicable regular, overtime, or holiday rates for labor/labour and prices for materials. Prior to Company performing the additional services, repairs, and/or replacements,Customer may request a separate written quote stating the work to be performed and the price to be paid by Customer for the work. 10. Customer Obligations. Customer shall:(a)provide Company reasonable and safe access to the Covered Equipment and areas where Company is to work; and (b)unless otherwise agreed by Customer and Company, at Customer's expense and before the Services begin, Customer will provide any necessary access platforms,catwalks to safely perform the Services in compliance with OSHA,state,or provincial industrial safety regulations or any other applicable industrial safety standards or guidelines. 11. Exclusions. Unless expressly included in the Proposal,the Services do not include, and Company shall not be responsible for or liable to the Customer for,any claims,losses,damages or expenses suffered by the Customer in any way connected with,relating to or arising from any of the following: (a)Any guarantee of room conditions or system performance; (b)Inspection,operation,maintenance, repair,replacement or performance of work or services outside the Services; (c)Damage, repairs or replacement of parts made necessary as a result of the acts or omission of Customer or any Event of Force Majeure; ©2020 Trane Technologies AI Rights Reserved (d)Any claims,damages,losses,or expenses,arising from or related to conditions that existed in,on,or upon the premises before the effective date of this Agreement ("Pre-Existing Conditions") including, without limitation, damages, losses, or expenses involving a Pre-Existing Condition of building envelope issues, mechanical issues, plumbing issues, and/or indoor air quality issues involving mold/mould, bacteria, microbial growth,fungi or other contaminates or airborne biological agents;and (e)Replacement of refrigerant is excluded,unless replacement of refrigerant is expressly stated as included with the Proposal. 12. Limited Warranty.Company warrants that: (a)the material manufactured by Company and provided to the Customer in performance of the Services is free from defects in material and manufacture for a period of 12 months from the earlier of the date of equipment start-up or replacement and (b)the labor/labour portion of the Services is warranted to have been properly performed for a period of 90 days from date of completion (the"Limited Warranty"). Company obligations of equipment start-up, if any are stated in the Proposal,are coterminous with the Limited Warranty period.Defects must be reported to Company within the Limited Warranty period.Company's obligation under the Limited Warranty is limited to repairing or replacing the defective part at its option and to correcting any improperly performed labor/labour. No liability whatsoever shall attach to Company until the Services have been paid for in full. Exclusions from this Limited Warranty include claims,losses, damages,and expenses in any way connected with, related to, or arising from failure or malfunction of equipment due to the following:wear and tear; end of life failure; corrosion; erosion; deterioration; Customer's failure to follow the Company-provided maintenance plan; unauthorized or improper maintenance; unauthorized or improper parts or material; refrigerant not supplied by Company; and modifications made by others to Company's equipment. Company shall not be obligated to pay for the cost of lost refrigerant or lost product. Some components of Company equipment may be warranted directly from the component supplier, in which case this Limited Warranty shall not apply to those components and any warranty of such components shall be the warranty given by the component supplier.Notwithstanding the foregoing,all warranties provided herein terminate upon termination or cancellation of this Agreement. Equipment, material and/or parts that are not manufactured by Company ("Third-Party Product(s)")are not warranted by Company and have such warranties as may be extended by the respective manufacturer. CUSTOMER UNDERSTANDS THAT COMPANY IS NOT THE MANUFACTURER OF ANY THIRD-PARTY PRODUCT(S)AND ANY WARRANTIES, CLAIMS, STATEMENTS, REPRESENTATIONS, OR SPECIFICATIONS ARE THOSE OF THE THIRD-PARTY MANUFACTURER, NOT COMPANY AND CUSTOMER IS NOT RELYING ON ANY WARRANTIES, CLAIMS, STATEMENTS, REPRESENTATIONS,OR SPECIFICATIONS REGARDING THE THIRD-PARTY PRODUCT THAT MAY BE PROVIDED BY COMPANY OR ITS AFFILIATES,WHETHER ORAL OR WRITTEN.THE REMEDIES SET FORTH IN THIS LIMITED WARRANTY ARE THE SOLE AND EXCLUSIVE REMEDIES FOR WARRANTY CLAIMS PROVIDED BY COMPANY TO CUSTOMER UNDER THIS AGREEMENT AND ARE IN LIEU OF ALL OTHER WARRANTIES AND LIABILITIES, LIABILITIES, CONDITIONS AND REMIDIES, WHETHER IN CONTRACT,WARRANTY, STATUTE, OR TORT (INCLUDING NEGLIGENCE), EXPRESS OR IMPLIED, IN LAW OR IN FACT,INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR USE OR FITNESS FOR A PARTICULAR PURPOSE AND/OR OTHERS ARISING FROM COURSE OF DEALING OR TRADE. COMPANY EXPRESSLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES,ENDORSEMENTS OR CONDITIONS OF ANY KIND.EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF QUALITY, FITNESS, MERCHANTABILITY, DURABILITY AND/OR OTHERS ARISING FROM COURSE OF DEALING OR TRADE OR REGARDING PREVENTION BY THE SCOPE OF SERVICES, OR ANY COMPONENT THEREOF. COMPANY MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, INCLUDING WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE. ADDITIONALLY, COMPANY MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND REGARDING PREVENTING,ELIMINATING,REDUCING OR INHIBITING ANY MOLD,FUNGUS,BACTERIA, VIRUS,MICROBIAL GROWTH,OR ANY OTHER CONTAMINANTS(INCLUDING COVID-19 ORANY SIMILAR VIRUS)(COLLECTIVELY, "CONTAMINANTS"),WHETHER INVOLVING OR IN CONNECTION WITH EQUIPMENT,ANY COMPONENT THEREOF,SERVICES OR OTHERWISE. IN NO EVENT SHALL COMPANY HAVE ANY LIABILITY FOR THE PREVENTION, ELIMINATION, REDUCTION OR INHIBITION OF THE GROWTH OR SPREAD OF SUCH CONTAMINANTS INVOLVING OR IN CONNECTION WITH ANY EQUIPMENT, THIRD-PARTY PRODUCT,OR ANY COMPONENT THEREOF,SERVICES OR OTHERWISE AND CUSTOMER HEREBY SPECIFICALLY ACKNOWLDGES AND AGREES THERETO 13. Indemnity. To the maximum extent permitted by law, Company and Customer shall indemnify and hold harmless each other from any and all claims,actions, costs, expenses, damages and liabilities,including reasonable attorneys'fees,resulting from death or bodily injury or damage to real or personal property,to the extent caused by the negligence or misconduct of the indemnifying party, and/or its respective employees or authorized agents in connection with their activities within the scope of this Agreement. Neither party shall indemnify the other against claims, damages, expenses, or liabilities to the extent attributable to the acts or omissions of the other party or third parties. If the parties are both at fault, the obligation to indemnify shall be proportional to their relative fault. The duty to indemnify and hold harmless will continue in full force and effect, notwithstanding the expiration or early termination of this Agreement, with respect to any claims based on facts or conditions that occurred prior to expiration or termination of this Agreement. 14.Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY,NEITHER PARTYSHALL BE LIABLE FOR SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION REFRIGERANT LOSS, PRODUCT LOSS, LOST REVENUE OR PROFITS, OR LIABILITY TO THIRD PARTIES), INCLUDING CONTAMINANTS LIABILITIES, OR PUNITIVE DAMAGES WHETHER BASED IN CONTRACT, WARRANTY, STATUTE, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, INDEMNITY OR ANY OTHER LEGAL THEORY OR FACTS. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT,THE TOTAL AND AGGREGATE LIABILITY OF THE COMPANY TO THE CUSTOMER WITH RESPECT TO ANY AND ALL CLAIMS CONNECTED WITH, RELATED TO OR ARISING FROM THE PERFORMANCE OR NOW PERFORMANCE OF THIS AGREEMENT, WHETHER BASED IN CONTRACT, WARRANTY, STATUTE, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, INDEMNITY OR ANY OTHER LEGAL THEORY OR FACTS, SHALL NOT EXCEED THE COMPENSATION RECEIVED BY COMPANY UNDER THIS AGREEMENT. IN NO EVENT SHALL SELLER BE LIABLE FOR ANY DAMAGES (WHETHER DIRECT OR INDIRECT) RESULTING FROM MOLD, FUNGUS,BACTERIA, MICROBIAL GROWTH,OR OTHER CONTAMINATES OR AIRBORNE BIOLOGICAL AGENTS. TO THE MAXIMUM EXTENT ALLOWED BY LAW,COMPANY SHALL NOT BE LIABLE FOR ANY OF THE FOLLOWING IN CONNECTION WITH PROVIDING THE ENERGY AND BUILDING PERFORMANCE SERVICES: INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION; CUSTOMER'S NETWORK SECURITY; COMPUTER VIRUS; COMMUNICATION FAILURE; THEFT OR DESTRUCTION OF DATA; GAPS IN DATA COLLECTED; AND UNAUTHORIZED ACCESS TO CUSTOMER'S DATA OR COMMUNICATIONS NETWORK. 15.CONTAMINANTS LIABILITY The transmission of COVID-19 may occur in a variety of ways and circumstances, many of the aspects of which are currently not known. HVAC systems, products, services and other offerings have not been tested for their effectiveness in reducing the spread of COVID-19, including through the air in closed environments. IN NO EVENT WILL COMPANY BE LIABLE UNDER THIS AGREEMENT OR OTHERWISE FOR ANY INDEMNIFICATION, ACTION OR CLAIM, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR OTHERWISE, FOR ANY BODILY INJURY(INCLUDING DEATH), DAMAGE TO PROPERTY,OR ANY OTHER LIABILITIES, DAMAGES OR COSTS RELATED TO CONTAMINANTS (INCLUCING THE SPREAD, TRANSMISSION MITIGATION, ELIMINATION, OR CONTAMINATION THEREOF) (COLLECTIVELY, "CONTAMINANTS LIABILITIES") AND CUSTOMER HEREBY EXPRESSLY RELEASES COMPANY FROM ANY SUCH CONTAMINANT LIABILITIES. ©2020 Trane Technologies AI Rights Reserved 16. Asbestos and Hazardous Materials. The Services expressly exclude any identification,abatement,cleanup,control,disposal, removal or other work connected with asbestos or other hazardous materials(collectively,"Hazardous Materials"). Should Company become aware of or suspect the presence of Hazardous Materials, Company may immediately stop work in the affected area and shall notify Customer. Customer will be responsible for taking any and all action necessary to correct the condition in accordance with all applicable laws and regulations. Customer shall be exclusively responsible for any claims,liability, fees and penalties, and the payment thereof, arising out of or relating to any Hazardous Materials on or about the premises, not brought onto the premises by Company. Company shall be required to resume performance of the Services only when the affected area has been rendered harmless. 17. Insurance. Company agrees to maintain the following insurance during the term of the contract with limits not less than shown below and will, upon request from Customer, provide a Certificate of evidencing the following coverage: Commercial General Liability $2,000,000 per occurrence Automobile Liability $2,000,000 CSL Workers Compensation Statutory Limits If Customer has requested to be named as an additional insured under Company's insurance policy, Company will do so but only subject to Company's manuscript additional insured endorsement under its primary Commercial General Liability policies. In no event does Company or its insurer waive its right of subrogation 18. Force Majeure. Company's duty to perform under this Agreement is contingent upon the non-occurrence of an Event of Force Majeure. If Company shall be unable to carry out any material obligation under this Agreement due to an Event of Force Majeure,this Agreement shall at Company's election (i)remain in effect but Company's obligations shall be suspended until the uncontrollable event terminates or(ii) be terminated upon ten (10)days'notice to Customer, in which event Customer shall pay Company for all parts of the Services furnished to the date of termination. An "Event of Force Majeure" shall mean any cause or event beyond the control of Company. Without limiting the foregoing, "Event of Force Majeure" includes: acts of God; acts of terrorism,war or the public enemy; flood; earthquake; lightning; tornado; storm;fire; civil disobedience;pandemic insurrections; riots;labor disputes; labor or material shortages;sabotage; restraint by court order or public authority (whether valid or invalid), and action or non-action by or inability to obtain or keep in force the necessary governmental authorizations, permits, licenses, certificates or approvals if not caused by Company and the requirements of any applicable government in any manner that diverts either the material or the finished product to the direct or indirect benefit of the government. 19. General. Except as provided below, to the maximum extent provided by law, this Agreement is made and shall be interpreted and enforced in accordance with the laws of the state or province in which the Services are performed without regard to choice of law principles which might otherwise call for the application of a different state's or province's law. Any dispute arising under or relating to this Agreement that is not disposed of by agreement shall be decided by litigation in a court of competent jurisdiction located in the state or province in which the Services are performed. Any action or suit arising out of or related to this Agreement must be commenced within one year after the cause of action has accrued. To the extent the premises are owned and/or operated by any agency of the United States Federal Government, determination of any substantive issue of law shall be according to the United States Federal common law of Government contracts as enunciated and applied by Federal judicial bodies and boards of contract appeals of the Federal Government.This Agreement contains all of the agreements,representations and understandings of the parties and supersedes all previous understandings,commitments or agreements, oral or written, related to the Services. No documents shall be incorporated herein by reference except to the extent Company is a signatory thereon. If any term or condition of this Agreement is invalid, illegal or incapable of being enforced by any rule of law, all other terms and conditions of this Agreement will nevertheless remain in full force and effect as long as the economic or legal substance of the transaction contemplated hereby is not affected in a manner adverse to any party hereto. Customer may not assign,transfer,or convey this Agreement, or any part hereof,without the written consent of Company. Subject to the foregoing,this Agreement shall bind and inure to the benefit of the parties hereto and their permitted successors and assigns. This Agreement may be executed in several counterparts, each of which when executed shall be deemed to be an original,but all together shall constitute but one and the same Agreement. A fully executed facsimile copy hereof or the several counterparts shall suffice as an original. No modifications,additions or changes may be made to this Agreement except in a writing signed by Company. No failure or delay by the Company in enforcing any right or exercising any remedy under this Agreement shall be deemed to be a waiver by the Company of any right or remedy. 20. Equal Employment Opportunity/Affirmative Action Clause. Company is a United States federal contractor that complies fully with Executive Order 11246,as amended,and the applicable regulations contained in 41 C.F.R. Parts 60-1 through 60-60,29 U.S.C. Section 793 and the applicable regulations contained in 41 C.F.R. Part 60-741; and 38 U.S.C. Section 4212 and the applicable regulations contained in 41 C.F.R. Part 60-250;and Executive Order 13496 and Section 29 CFR 471,appendix A to subpart A,regarding the notice of employee rights in the United States and with Canadian Charter of Rights and Freedoms Schedule B to the Canada Act 1982(U.K.)1982,c. 11 and applicable Provincial Human Rights Codes and employment law in Canada. 21. U.S. Government Contracts. The following provision applies only to direct sales by Company to the US Government. The Parties acknowledge that all items or services ordered and delivered under this Agreement / Purchase Order are Commercial Items as defined under Part 12 of the Federal Acquisition Regulation(FAR).In particular,Company agrees to be bound only by those Federal contracting clauses that apply to"commercial" suppliers and that are contained in FAR 52.212-5(e)(1). Company complies with 52.219-8 or 52.219-9 in its service and installation contracting business. The following provision applies only to indirect sales by Company to the US Government. As a Commercial Item Subcontractor,Company accepts only the following mandatory flow down provisions: 52.219-8;52.222-26;52.222-35;52.222-36;52.222-39; 52.247-64. If the Services are in connection with a U.S. government contract,Customer agrees and hereby certifies that it has provided and will provide current,accurate,and complete information,representations and certifications to all government officials,including but not limited to the contracting officer and officials of the Small Business Administration,on all matters related to the prime contract,including but not limited to all aspects of its ownership,eligibility, and performance.Anything herein notwithstanding, Company will have no obligations to Customer unless and until Customer provides Company with a true,correct and complete executed copy of the prime contract. Upon request,Customer will provide copies to Company of all requested written communications with any government official related to the prime contract prior to or concurrent with the execution thereof,including but not limited to any communications related to contractor's Customer's ownership, eligibility or performance of the prime contract. Customerwill obtain written authorization and approval from Company prior to providing any government official any information about Company's performance of the Services that are the subject of this offer or agreement,other than the Proposal or this Agreement. 22. Limited Waiver of Sovereign Immunity. If Customer is an Indian tribe (in the U.S.) or a First Nation or Band Council (in Canada), Customer,whether acting in its capacity as a government, governmental entity, a duly organized corporate entity or otherwise, for itself and for its agents, successors, and assigns: (1)hereby provides this limited waiver of its sovereign immunity as to any damages,claims,lawsuit, or cause of action(herein"Action")brought against Customer by Company and arising or alleged to arise out of the furnishing by Company of any product or service under this Agreement,whether such Action is based in contract,tort,strict liability, civil liability or any other legal theory; (2)agrees that jurisdiction and venue for any such Action shall be proper and valid(a)if Customer is in the U.S.,in any state or United States court located in the state in which Company is performing this Agreement or(b)if Customer is in Canada,in the superior court of the province or territory in which the work was performed; (3)expressly consents to such Action, and waives any objection to jurisdiction or venue; (4) waives any requirement of exhaustion of tribal court or administrative remedies for any Action arising out of or related to this Agreement; and ©2020 Trane Technologies All Rights Reserved (5)expressly acknowledges and agrees that Company is not subject to the jurisdiction of Customer's tribal court or any similar tribal forum, that Customer will not bring any action against Company in tribal court,and that Customer will not avail itself of any ruling or direction of the tribal court permitting or directing it to suspend its payment or other obligations under this Agreement. The individual signing on behalf of Customer warrants and represents that such individual is duly authorized to provide this waiver and enter into this Agreement and that this Agreement constitutes the valid and legally binding obligation of Customer,enforceable in accordance with its terms. 1-10.48(0821) Supersedes 1-10.48(0720) ©2020 Trane Technologies AI Rights Reserved EXHIBIT A AVBoardP.O. Box 400,Austin,Texas 78767 800.695.2919 •info@buyboard.com • buyboard.com November 1, 2021 Sent via email to: den ise.herrera(d)trane.com Denise Herrera Trane 1617 Hutton Drive Carrollton TX 75006 Re: HVAC Equipment, Supplies, and Installation of HVAC Equipment BuyBoard Contract 631-20 The Local Government Purchasing Cooperative (BuyBoard) awarded your company a contract under HVAC Equipment, Supplies, and Installation of HVAC Equipment, Contract 631-20 effective December 1, 2020 through November 30, 2021, with two possible one-year renewals. At this time, the BuyBoard is renewing your contract through November 30, 2022. All discounts,terms, and conditions of your contract will remain the same. If you agree to this renewal,there is nothing you need to do. However, if you do not agree to this renewal, you must notify me via email at lisa.maradena-tasb.orq prior to the start of the renewal term. Reminder: Once a BuyBoard contract is awarded, vendors must generate a minimum of$15,000 annually or they may not be offered a contract renewal. If you have questions or comments concerning this renewal, please contact me as soon as possible at lisa.maradena.tasb.org. We appreciate your interest in The Local Government Purchasing Cooperative. Sincerely, Lisa Maraden Contract Administrator 1"renewal v.02.13.2020 Endorsed by II OR TASAV M EXHIBIT B BoardVendor C• -ct Informatio Vendor Name Trane Contact Denise Herrera Phone Number 2106570901 Email denise.herrera@trane.com Website www.trane.com Federal ID 25-0900465 Accepts RFQs Yes Address Line 1 1617 Hutton Drive Vendor City Carrollton Vendor Zip 75006 Vendor State TX Vendor Country USA Delivery Days 25 Freight Terms FOB Destination Payment Terms Net 30 days Shipping Terms Pre-paid and added to invoice Ship Via Common Carrier Is Designated Dealer No EDGAR Forms Received Yes Service-Disabled Veteran Owned No Minority Owned No Women Owned No Is National No No Excluded Foreign Terrorist Orgs Yes No Israel Boycott Certificate Yes Is MWBE No Regions Served 1, 2, 3, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 20 States Served Texas Contract Name HVAC Equipment, Supplies, and Installation of HVAC Equipment Contract# 631-20 Effective Date 1210112020 Expiration Date 11/30/2023 Quote Reference Number 631-20 Return Policy Contact local sales office or where purchase was made 11/22/2021 12:15:52 PM PFBoard® Capperative Purchasing P.0.Box 400 Austin, TX 78767-0400 800.695.2919 1512.467.0222 / Fax.800.211.5454 buyboard.com October 22, 2020 Sent Via Email: Jeremy.hunt@trane.com Jeremy Hunt Trane U.S., Inc. 4200 N. Sylvania Ave. Fort Worth, TX 76137 Welcome to BuyBoard! Re: Notice of The Local Government Purchasing Cooperative Award Proposal Name and Number: HVAC Equipment, Supplies, and Installation of HVAC Equipment, Proposal No. 631-20 Congratulations, The Local Government Purchasing Cooperative (Cooperative) has awarded your company a BuyBoard® contract based on the above-referenced Proposal. The contract is effective 12/1/2020 through 11/30/2021, with two possible one-year renewals. The contract documents are those identified in Section 3 of the General Terms and Conditions of the specifications. To view the items your company has been awarded, please review the proposal tabulation No. 631-20 on the following web-site: www.buyboard.com/vendor. Only items marked as awarded to your company can be sold through the BuyBoard contract. In addition, on this website you will find the membership list which will provide you with the names of all entities with membership in our purchasing cooperative. You are advised that receipt of a purchase order directly from a Cooperative member is not within the guidelines of the Cooperative.Accepting purchase orders directly from Cooperative members may result in a violation of the State of Texas competitive bid statute and termination of this Cooperative BuyBoard contract. Therefore, all purchase orders must be processed through the BuyBoard in order to comply. Please forward by email to info@buyboard.com any order received directly from a Cooperative member. If you inadvertently process a purchase order sent directly to you by a Cooperative member, please email the order info@buyboard.com and note it as RECORD ONLY to prevent duplication. As an awarded vendor a BuyBoard user id and password will be sent via e-mail 2 to 3 business days prior to the start of your contract. On behalf of the Texas Association of School Boards, we appreciate your interest in the Cooperative and we are looking forward to your participation in the program. If you have any questions, please contact Cooperative Procurement Staff at 800-695-2919. Sincerely, Arturo Salinas Department Director, Cooperative Procurement v.6.5 T�9L The Local Government Purchasing Cooperative is endorsed by the Texas Association of School Boards, im T�a Texas Municipal League, Texas Association of Counties,and the Texas Association of Schoot Administrators. PVBoard C00perative Purchasing ® 12007 Research Boulevard •Austin,Texas 78759-2439 • PM:800-695-2919• FAX: 800-211-5454 • buvboard.com PROPOSER'S AGREEMENT AND SIGNATURE Proposal Name: HVAC Equipment, Supplies, and Installation of HVAC Equipment Per Rml Due Date/Opening Date and Time: July 14, 2020 at 4:00 PM _location of Proposal Opening: Texas Association of School Boards, Inc. BuyBoard Department Proposal Number: 631-20 12007 Research Blvd. Austin,TX 78759 Anticipated Cooperative Board Meeting Date: Contract Time Period: December 1, 2020 October 2020 through November 30, 2021 with two(2) possible one-year renewals. Trane U.S. Inc. July 13, 2020 Name of Proposing Company Date 4200 N. Sylvania Ave elzf Street Address Sig ature of ut or ed Company Official Fort Worth, TX 76137 Jeremy Hunt City,State,Zip Printed Name of Authorized Company Official 469-758-3287 Dallas Service Sales Manager Telephone Number of Authorized Company Official Position or Title of Authorized Company Official _817-831 -8135 25-0900465 _ Fax Number of Authorized Company Official _ Federal ID Number Page 10 of 66 Proposal Forms CONST v.01.07.2020 PFBoard COOPefative Ppraha Ring 12007 Research Boulevard 'Austin,Texas 78759-2439' PM:800-695-2919 ' FAX: 800-211-5454 ' buvboard.com The proposing company("you"or"your'} hereby acknowledges and agrees as follows: 1. You have carefully examined and understand all Cooperative information and documentation associated with this Proposal Invitation,including the Instructions to Proposers,General Terms and Conditions,attachments/forms, item specifications, and line items(collectively"Requirements'; 2. By your response ("Proposal'I to this Proposal Invitation, you propose to supply the products or services submitted at the prices quoted in your Proposal and in strict compliance with the Requirements,unless specific deviations or exceptions are noted in the Proposal; 3. Any and all deviations and exceptions to the Requirements have been noted in your Proposal and no others will be claimed; 4. If the Cooperative accepts any part of your Proposal and awards you a contract,you will furnish all awarded products or services at the prices quoted and in strict compliance with the Requirements(unless specific exceptions are noted in the Proposal and accepted by the Cooperative), including without limitation the Requirements related to: a. conducting business with Cooperative members, including offering pricing to members that is the best you offer compared to similar customers; b. payment of a service fee in the amount specified and as provided for in this Proposal Invitation; c. the possible award of a piggy-back contract by another governmental entity or nonprofit entity, in which event you will offer the awarded goods and services in accordance with the Requirements; and d. submitting price sheets or catalogs in the proper format as required by the Cooperative as a prerequisite to activation of your contract; S. You have clearly identified on the included form any information in your Proposal that you believe to be confidential or proprietary or that you do not consider to be public information subject to public disclosure under a Texas Public Information Act request or similar public information law; 6. The individual signing this Agreement is duly authorized to enter into the contractual relationship represented by this Proposal Invitation on your behalf and bind you to the Requirements, and such individual (and any individual signing a form) is authorized and has the requisite knowledge to provide the information and make the representations and certifications required in the Requirements; 7. You have carefully reviewed your Proposal, and certify that all information provided is true, complete and accurate,and you authorize the Cooperative to take such action as it deems appropriate to verify such information; and 8. Any misstatement,falsification, or omission in your Proposal, whenever or however discovered, may disqualify you from consideration for a contract award under this Proposal Invitation or result in termination of an award or any other remedy or action provided for in the General Terms and Conditions or by law. Page 11 of 66 Proposal Forms CONST v.01.07.2020 Board Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 - PH:800-695-2919. FAX: 800-211-5454•buvboard.com VENDOR CONTACT INFORMATION Name of Company: Trane U.S. Inc. Vendor Proposal/Contract Contact Name: Jeremy Hunt Vendor Proposal/Contract Contact E-mail Address: Jeremy.hunt@trane.com Vendor Contact Mailing Address for Proposal/Contract Notices: 1617 Hutton Drive Carrollton, TX 75006 Company Website: www.trane.com/dallas Purchase Orders: All purchase orders from Cooperative members will be available through the Internet. Vendors need Internet access and at least one e-mail address so that notification of new orders can be sent to the Internet contact when a new purchase order arrives. An information guide will be provided to vendors to assist them with retrieving their orders. Please select options below for receipt of purchase orders and provide the requested information: 0 I will use the internet to receive purchase orders at the following address: Purchase Order E-mail Address: julla.espinoza@tranetechnologies.com Purchase Order Contact: Julia Espinoza Phone: 817-838-1368 Alternate Purchase Order E-mail Address: ]eremy.hunt@trane.com Alternate Purchase Order Contact: Jeremy Hunt Phone: 469-758-3287 ❑ Purchase orders may be received by the Designated Dealer(s)identified on my company's Dealer Designation form as provided to the Cooperative administrator. I understand that my company shall remain responsible for the Contract and the performance of all Designated Dealers under and in accordance with the Contract. Reguest for "RF " : Cooperative members will send RFQs to you by e-mail. Please provide e-mail addresses for the receipt of RFQs: RFQ E-mail Address:.jeremy.hunt@trane.com RFQ Contact: Jeremy Hunt Phone: 469-758-3827 Alternate RFQ E-mail Address: Julia.espinoza@tranetechnologies.com Alternate RFQ Contact: Julia Espinoza Phone: 817-838-1328 Page 12 of fib Proposal forms CONST v.01.07.2020 PFBoard COOPerative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 • PM:800-695-2919 , FAX: 800-211-5454 1 boboard.corn I v i : Your company will be billed monthly for the service fee due under a contract awarded under this Proposal Invitation. All invoices are available on the BuyBoard website and e-mail notifications will be sent when they are ready to be retrieved. Please provide the following address, contact and e-mail information for receipt of service fee invoices and related communications: Please choose only one (1) of the following options for receipt of invoices and provide the requested information: M Service fee invoices and related communications should be provided directly to my company at: Invoice Mailing address: 4200 N Sylvania Avenue Department: Sales city: Fort Worth State: TX Zip Code: 76137 Contact Name: Julia Espinoza Phone: 817-838-1368 Invoice Fax: 817-831-8135 Invoice E-mail Address: Julia.espinoza@tranetechnologies.com Alternative Invoice E-mail Address: Jeremy.hunt@trane.com (Jeremy Hunt) ❑ In lieu of my company, I request and authorize all service fee invoices to be provided directly to the following billing agent": Billing agent Mailing address: Department: City: State: Zip Code: Billing Agent Contact Name: Phone: Billing Agent Fax: Billing Agent E-mail Address: Alternative Billing Agent E-mail Address: **If Vendor authorizes a billing agent to receive and process service fee Invoices, In accordance with the General Terms and Conditions of the Contract, Vendor spec/fically acknowledges and agrees that nothing In that designatlon shall relleve Vendor of Its responsibilities and obilgations under the Contract Including, but not Amsted to,payment of all service fees under any Contract awarded Vendor. Page 13 of 66 Proposal Forms CONST v.01.07.2020 DuBoard ccaperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439• PH:800-695-2919 * FAX: 800-211-5454 •buvboard.com FELONY CONVICTION DISCLOSURE AND DEBARMENT CERTIFICATION FELONY CONVICTION DISCLOSURE Subsection(a)of Section 44.034 of the Texas Education Code(Notification of Criminal History of Contractor) states: "A person or business entity that enters into a contract with a school district must give advance notice to the district if the person or an owner or operator has been convicted of a felony. The notice must include a general description of the conduct resulting in the conviction of a felony." Section 44.034 further states in Subsection (b): "A school district may terminate a contract with a person or business entity if the district determines that the person or business entity failed to give notice as required by Subsection (a) or misrepresented the conduct resulting in the conviction. The district must compensate the person or business entity for services performed before the termination of the contract." Please check N)one of the following: ❑sA My company is a publicly-held corporation. (Advance notice requirement does not apply to publicly-held corporation.) ❑ My company is not owned or operated by anyone who has been convicted of a felony. ❑ My company is owned/operated by the following individual(s) who has/have been convicted of a felony: Name of Felon(s): Details of Conviction(s): By signature below, I certify that the above information is true, complete and accurate and that I am authorized by my company to make this certification. Trane U.S. Inc. Company Name R Jeremy Hunt Signa re of Au o ompany Official Printed Name DEBARMENT CERTIFICATION Neither my company nor an owner or principal of my company has been debarred, suspended or otherwise made ineligible for participation in Federal Assistance programs under Executive Order 12549,"Debarment and Suspension,"as described in the Federal Register and Rules and Regulations. Neither my company nor an owner or principal of my company is currently listed on the government-wide exclusions in SAM, debarred, suspended, or otherwise excluded by agencies or declared ineligible under any statutory or regulatory authority. My company agrees to immediately notify the Cooperative and all Cooperative members with pending purchases or seeking to purchase from my company if my company or an owner or principal is later listed on the government-wide exclusions in SAM, or is debarred, suspended, or otherwise excluded by agencies or declared ineligible under any statutory or regulatory authority. By signature below,I certify that the above is true,complete and accurate and that I am authorized by my company to make this certification. Trane U.S. Inc. Company Name Jeremy Hunt Signature of Authorized Company Official Printed Name Page 14 of 66 Proposal Forms CONST v.01.07.2020 PVBoard C00Perative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 • PH:800-695-2919. FAX: 800-211-5454 • buvboard.com RESIDENT/NONRESIDENT CERTIFICATION Chapter 2252, Subchapter A, of the Texas Government Code establishes certain requirements applicable to proposers who are not Texas residents. Under the statute, a "resident"proposer is a person whose principal place of business is in Texas, including a contractor whose ultimate parent company or majority owner has its principal place of business in Texas. A "nonresident"proposer is a person who is not a Texas resident. Please indicate the status of your company as a"resident" proposer or a"nonresident"proposer under these definitions. Please check M one of the following_ ■❑ I certify that my company is a Resident Proposer. ❑ I certify that my company is a Nonresident Proposer. If your company is a Nonresident Proposer, you must provide the following information for your resident state(the state in which your company's principal place of business is located): Trane U.S. Inc. 4200 N. Sylvania Ave Company Name Address Fort Worth TX 76137 City State Zip Code A. Does your resident state require a proposer whose principal place of business is in Texas to under-price proposers whose resident state is the same as yours by a prescribed amount or percentage to receive a comparable contract? ❑ Yes 0 No B. What is the prescribed amount or percentage? $ or % VENDOR EMPLOYMENT CERTIFICATION Section 44.031(b) of the Texas Education Code establishes certain criteria that a school district must consider when determining to wham to award a contract. Among the criteria for certain contracts is whether the vendor or the vendor's ultimate parent or majority owner(i)has its principal place of business in Texas; or(ii)employs at least 500 people in Texas. If neither your company nor the ultimate parent company or majority owner has its principal place of business in Texas,does your company, ultimate parent company, or majority owner employ at least 500 people in Texas? Please chgck M one of the following: 0 Yes ❑ No By signature below, I certify that the information in Sections 1 (Residen{C/Nonresident Certification) and 2 (Vendor Employment Certification) above is true, complete and accurate and that I am authorized by my company to make this certification. Trane U.S. Inc. Company Name Jeremy Hunt Sign ture of Authorized o pany Official Printed Name Page 15 of 66 Proposal Forms CONST v,01.07.2020 Board® Cooperative Pwcha Fing 12007 Research Boulevard I Austin,Texas 78759-2439 - PH:800-695-2919 • FAX:800-211-5454•buyboard.com NO ISRAEL BOYCOTT CERTIFICATION Effective September 1, 2017, as amended effective May 7, 2019(H.B. 793), a Texas governmental entity may not enter into a contract with a value of$100,000 or more that is to be paid wholly or partly from public funds with a company(excluding a sole proprietorship) that has 10 or more full-time employees for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. (TEx.Gov'T CODE Ch. 2270). Accordingly,this certification form is included to the extent required by law. "Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on,or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory, but does not include an action made for ordinary business purposes. TEx.Gov'TCODE§808.001(1). By signature below, I certify and verify that Vendor does not boycott Israel and will not boycott Israel during the term of any contract awarded under this Proposal Invitation,that this certification is true,complete and accurate,and that I am authorized by my company to make this certification. Trane U.S. Inc. Company Name Jeremy Hunt Signature of Authorized Company Official Printed Name NQU: If Vendor does not wish to make this certIfIcation,return the blank form In Ileu of a completed cert/flcatlon. NO EXCLUDED NATION OR FOREIGN TERRORIST ORGANIZATION CERTIFICATION Effective September 1, 2017, Chapter 2252 of the Texas Government Code provides that a Texas governmental entity may not enter into a contract with a company engaged in active business operations with Sudan, Iran, or a foreign terrorist organization —specifically, any company identified on a list prepared and maintained by the Texas Comptroller under Texas Government Code §§806.051, 807.051, or 2252.153. (A company that the U.S. Government affirmatively declares to be excluded from its federal sanctions regime relating to Sudan, Iran, or any federal sanctions regime relating to a foreign terrorist organization is not subject to the contract prohibition,) By signature below,I certify and verify that Vendor is not on the Texas Comptroller's list identified above;that this certification is true, complete and accurate; and that I am authorized by my company to make this certification. Trane U.S. Inc. Company Name Jeremy Hunt Sig ture of Authori ed Company Official Printed Name Page 16 of 66 Proposal Forms CONST v.01.07.2020 Board Cooperative Purchasing 12007 Research Boulevard•Austin,Texas 78759-2439 • PH: 800-695-2919 • FAX: 800-211-5454 •buvboard.com HISTORICALLY UNDERUTILIZED BUSINESS CERTIFICATION A proposer that has been certified as a Historically Underutilized Business (also known as a Minority/Women Business Enterprise or"MWBE"and all referred to in this form as a"HUB'7 is encouraged to indicate its HUB certification status when responding to this Proposal Invitation. The electronic catalogs will indicate HUB certifications for vendors that properly indicate and document their HUB certification on this form. Please check (3[)all that anoly: ❑ I certify that my company has been certified as a HUB in the following categories: ❑ Minority Owned Business ❑ Women Owned Business ❑ Service-Disabled Veteran Owned Business(veteran defined by 38 U.S.C.§101(2),who has a service-connected disability as defined by 38 U.S.C. § 101(16),and who has a disability rating of 20%or more as determined by the U.S. Department of Veterans Affairs or Department of Defense) Certification Number: Name of Certifying Agency: 0 My company has NOT been certified as a HUB. By signature below, I certify that the above is true, complete and accurate and that I am authorized by my company to make this certification. _Trane U.S. Inc. _ Company Name Jeremy Hunt Printed Name // Si ature of Aut ri d Company Official Page 17 of 66 Proposal Forms CONST v.01.07.2020 DuBoard Coaperafte Purahasing 12007 Research Boulevard•Austin,Texas 78759-2439• PH: 800-695-2919 ' FAX: 800-211-5454 ' buyboard.com CONSTRUCTION-RELATED GOODS AND SERVICES AFFIRMATION A contract awarded under this Proposal Invitation covers only the specific goods and services awarded by the BuyBoard.As explained in the BuyBoard Procurement and Construction Related Goods and Services Advisory for Texas Members ("Advisory'l,Texas law prohibits the procurement of architecture or engineering services through a purchasing cooperative.This BuyBoard contract does not include such services.Architecture or engineering services must be procured by a Cooperative member separately, in accordance with the Professional Services Procurement Act(Chapter 2254 of the Texas Government Code) and other applicable law and local policy. The Advisory, available at buvboard.com/Vendor/Resour;es.asox, provides an overview of certain legal requirements that are potentially relevant to a Cooperative member's procurement of construction or construction-related goods and services, including those for projects that may involve or require architecture, engineering or independent testing services. A copy of the Advisory can also be provided upon request. By signature below, the undersigned affirms that Proposer has obtained a copy of the Advisory, has read and understands the Advisory,and is authorized by Proposer to make this affirmation. If Proposer sells construction-related goods or services to a Cooperative member under a BuyBoard contract awarded under this Proposal Invitation, Proposer will comply with the Advisory and applicable legal requirements, make a good faith effort to make its Cooperative member customers or potential Cooperative member customers aware of such requirements,and provide a Cooperative member with a copy of the Advisory before executing a Member Construction Contract with the member or accepting the member's purchase order for construction-related goods or services, whichever comes first. Trane U.S. Inc. Company Name Jeremy Hunt Si ature of u ri ed Company Official Printed Name July 13, 2020 Date Page 18 of fib Proposal Forms CONST v.01.07.2020 DuBoard Cceperative Purchasing 12007 Research Boulevard•Austin,Texas 78759-2439 - PH:800-695-2919• FAX: 800-211-5454•buvboard.com DEVIATION AND COMPLIANCE If your company intends to deviate from the General Terms and Conditions, Proposal Specifications or other requirements associated with this Proposal Invitation, you MUST list all such deviations on this form, and provide complete and detailed information regarding the deviations on this form or an attachment to this form. The Cooperative will consider any deviations in its contract award decision, and reserves the right to accept or reject a proposal based upon any submitted deviation. In the absence of any deviation identified and described in accordance with the above, your company must fully comply with the General Terms and Conditions, Proposal Specifications and all other requirements associated with this Proposal Invitation if awarded a contract under this Proposal Invitation. A deviation will not be effective unless accepted by the Cooperative. The Cooperative may, in its sole discretion, seek clarification from and/or communicate with Proposer(s) regarding any submitted deviation, consistent with general procurement principles of fair competition. The Cooperative reserves the right to accept or reject a proposal based upon any submitted deviation. Vendor removed deviations and Please check(-()one of the following: accepted BuyBoard changes. ❑ No; Deviations Lisa Maraden ❑■ Yes; Deviations BuyBoard Contract Administrator List and fully explain any deviations you are submitting: Attachment 1 (attached is hereby made a part of this offer) PLEASE PROVIDE THE FOLLOWING INFORMATION: 1. Shipping Via: ❑■ Common Carrier ❑ Company Truck ❑ Prepaid and Add to Invoice ❑ Other: 2. Payment Terms: ❑ Net 30 days ❑ 1%in 10/Net 30 days ❑Other: 3. Number of Days for Delivery: 15-25 ARO 4.Vendor Reference/Quote Number: S. State your return policy: Contact local trane sales office where purchase was made. 6.Are electronic payments acceptable? ❑Yes ❑ No 7.Are credit card payments acceptable?NYes ❑ No Trane U.S. Inc. Comp Name 7 R ,--, //// Jeremy Hunt Si ature of Authofilek Company Official Printed Name Page 19 of 66 Proposal Forms CONST v.01.07.2020 Board Cooperative ha gino 12007 Research Boulevard •Austin,Texas 78759-2439- PH: 800-695-2919• FAX: 800-211-5454 •buyboard.com LOCATION_/AUTHORIZED SELLER LISTINGS If you have more than one location/authorized seller that will service a contract awarded under this Proposal Invitation, please list each location/authorized seller below. If additional sheets are required, please duplicate this form as necessary. NOTE: Awarded Vendors shall remain responsible for all aspects of the Contract, including processing of Purchase Orders, and shall be responsible for the performance of all locations and authorized sellers under and in accordance with the Contract. If you are a product manufacturer and wish to designate Designated Dealers as defined in the General Terms and Conditions to receive Cooperative member Purchase Orders on your behalf, you must complete the Manufacturer Designated Dealer form. Trane San Antonio Company Name 9535 Ball Street,Ste 1100 Address San Antonio TX 78217 City State Zip 210-657-0907 Phone Number Fax Number Eric Webster Contact Person Trane Austin Company Name 9801 Metric Blvd Ste 400 Address Austin TX 78758 City State Zip 512-416-8822 Phone Number Fax!Number Ryan Hocevar _ Contact Person T Page 20 of 66 Proposal Forms CONST v.01.07.2020 Sales Offices Austin, TX 9801 Metric Blvd Suite 400 Austin, Texas, USA 78758 PH:512.416.8822 Carrollton, TX 1617 Hutton Drive Carrollton, Texas 75006 PH:469-758-3000 Lubbock, TX 717 East 40th Street Lubbock, Texas, USA 79404 PH:806-747-0266 Fort Worth, TX 4200 Sylvania Ave. Fort Worth, Texas, USA 76137 PH:817.838.1300 Trane San Antonio 9535 Ball Street, Suite 1100 San Antonio, Texas, USA 78217 PH210.657.0901 PVBoard C00perative Purchasing 12007 Research Boulevard•Austin,Texas 78759-2439 • PH: 800-695-2919 ' FAX: 800-211-5454•buvboard.com MANUFACTURER DEALER DESIGNATION If Vendor is a manufacturer that sells products through a dealer network and wishes to designate a dealer or multiple dealers ("Designated Dealers')to receive Cooperative member Purchase Orders on Vendor's behalf,you must complete this form for each dealer you wish to designate. Regardless of any Designated Dealers submitted by Vendor, Vendor specifically agrees and acknowledges that any such designations are for Vendor's convenience only and shall not, if Vendor is awarded a Contract, relieve Vendor of any obligations under the Contract,including payment of Cooperative service fees on all Purchase Orders submitted to Vendor or any Designated Dealer. In accordance with the General Terms and Conditions, an awarded Vendor shall remain responsible and liable for all of its obligations under the Contract and the performance of both Vendor and any of Vendor's Designated Dealers under and in accordance with the Contract and remain subject to all remedies for default thereunder, including, but not limited to suspension and termination of Vendor's Contract for nonpayment of service fees. If awarded, Vendor authorizes the Cooperative, in its sole discretion, to list any Vendor Designated Dealers in the BuyBoard system and to receive Purchase Orders directly from Cooperative members on behalf of Vendor. To the extent a Vendor with Designated Dealers receives a Purchase Order directly, it shall be the responsibility of Vendor to appropriately process such Purchase Order in accordance with the Contract, including but not limited to timely forwarding such Purchase Order to a Designated Dealer for processing. The Cooperative reserves the right, in its sole discretion,to refuse addition of,or request removal of, any Designated Dealer, and Vendor agrees to immediately require such Designated Dealer to cease accepting Purchase Orders or otherwise acting on Vendor's behalf under the Contract. Further, the Cooperative's administrator shall be authorized to remove or suspend any or all Designated Dealers from the BuyBoard at any time in its sole discretion. If you wish to designate a dealer to service a contract awarded under this Proposal Invitation, please list the Designated Dealer below and have this form signed by an official of your company authorized to make such designation. If you wish to designate multiple dealers, please duplicate this form as necessary. Designated Dealer Name Designated Dealer Address City State Zip Phone Number Fax Number Email address Designated Dealer Tax ID Number* (*attach W-9) ~ Designated Dealer Contact Person Your Company Name Signature of Authorized Company Official Page 21 of 66 Proposal Forms CONST v.01.07.2020 Board Cooperative Purchas►ng 12007 Research Boulevard •Austin,Texas 78759-2439• PH:800-695-2919• FAX: 800-211-5454 •buvbwrd.com TEXAS REGIONAL SERVICE DESIGNATION The Cooperative(referred to as"Texas Cooperative"in this form and in the State Service Designation form) offers vendors the opportunity to service its members throughout the entire State of Texas. If you do not plan to service all Texas Cooperative members statewide, you must indicate the specific regions you will service on this form. If you propose to serve different regions for different products or services Included in your proposal, you must complete and submit a separate Texas Regional Service Designation form for each group of products and clearly Indicate the products or services to which the deslgnatlon applies In the space provided at the end of th/s form. By designating a region or regions,you are certlfying that you are authorized and willing to provide the proposed products and services In those regions. Designating regions in which you are either unable or unwilling to provide the specified products and services shall be grounds for either rejection of your proposal or, ff awarded, termination of your Contract. Additionally, if you do not plan to service Texas Cooperative members(i.e., if you will service only states other than Texas), you must so indicate on this form. Regional Education Service Centers ❑ i will service Texas Cooperative members statewide. ,T�,w� 1 ® I will not service Texas Cooperative members statewide. I will only service members in the regions checked below: 1 _ I�I� •~ "' '" '" Reclion andH ad u arters I• ��I—�w'f =i' �-���� 1 Edinburg 2 Corpus Christi 3 Victoria 9 � ❑ 4 Houston fill 5 Beaumont • - _• "' �' _ ;� ❑ 6 Huntsville __ _.. - •� _ �.�, ,? 7 Kilgore k 8 Mount Pleasant 20_ -;�r =} 9 Wichita Falls 10 Richardson 11 Fort worth �• -�!� 0 12 Waco ! 1 13 Austin r `�-••I ® 14 Abilene 15 San Angelo L_ `w 16 Amarillo Trane U.S. Inc. ® 17 Lubbock 18 Midland Company Name ❑ 19 El Paso 20 San Antonio Sig atuni of Au oriz Co pany Official Jeremy Hunt ❑ I will not service members of Printed Name the Texas Cooperative. Orders from Region 8 must be processed from any of the TX offices if the customers uses BuyBoard as the purchasing tool Page 22 of 66 Proposal Forms CONST v.01.07.2020 DWBoard COOPerative Purchasing 12007 Research Boulevard-Austin,Texas 78759-2439• PH: 800-695-2919 , FAX: 800-211-5454 •bUytgard.corn If this Texas Regional Service Designation form applies to only one or some of the products and services proposed by Vendor, list the products and services to which this form applies here: Page 23 of 66 Proposal Forms CONST v.01.07,2020 PVBoard C00per8tive Purchasing 12007 Research Boulevard•Austin,Texas 78759-2439- PH: 800-695-2919' FAX: 800-211-5454 •buvboard.com STATE SERVICE DESIGNATION The Cooperative offers vendors the opportunity to service other governmental entities in the United States, including intergovernmental purchasing cooperatives such as the National Purchasing Cooperative BuyBoard. You must complete this form if you plan to service the entire United States, or will service only the specific states indicated. (Note:If you plan to service Texas Cooperative members, be sure that you complete the Texas Regional Service Designation form.) If you serve different states for different products or services Included In your proposal,you must complete and submit a separate State Service Designation form for each group of products and clearly Indicate the products or services to which the deslgnatlon applies In the space provided at the end of this form. By deslgnating a state or states,you are certifying that you are authorized and willing to provide the proposed products and services In those states. Designating states In which you are either unable or unwilling to provide the specified products and services shall be grounds for either rejection of your proposal or, If awarded, term/nation of your Contract. Please check(-/)all that aeoly: ❑ I will service all states in the United States. ❑■ I will not service all states in the United States. I will service only the states checked below: ❑ Alabama ❑ Alaska ❑ Nebraska ❑ Arizona ❑ Nevada ❑ Arkansas ❑ New Hampshire ❑ California(Public Contract Code 20118&20652) ❑ New Jersey ❑ Colorado ❑ New Mexico ❑ Connecticut ❑ New York ❑ Delaware ❑ North Carolina ❑ District of Columbia ❑ North Dakota ❑ Florida ❑ Ohio ❑ Georgia ❑ Oklahoma ❑ Hawaii ❑Oregon ❑ Idaho ❑ Pennsylvania ❑ Illinois ❑ Rhode Island ❑ Indiana ❑South Carolina ❑ Iowa ❑South Dakota ❑ Kansas ❑Tennessee ❑ Kentucky ■❑Texas ❑ Louisiana ❑ Utah ❑ Maine ❑Vermont ❑ Maryland ❑Virginia ❑ Massachusetts ❑Washington ❑ Michigan ❑West Virginia ❑ Minnesota ❑Wisconsin ❑ Mississippi ❑Wyoming ❑ Missouri ❑ Montana Page 24 of 66 Proposal Fortes CONST v.01.07.2020 PFBoard Couperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 • PH: 800-695-2919 • FAX: 800-211-5454 •buvboard.com This form will be used to ensure that you can service other governmental entities throughout the United States as indicated. Your signature below confirms that you understand your service commitments during the term of a contract awarded under this proposal. Trane U.S. Inc. Company Name Jeremy Hunt X" /7 / Si ature of Au prized Company Official Printed Name If this State Service Designation form applies to only one or some of the products and services proposed by Vendor, list the products and services to which this form applies here: Page 25 of 66 Proposal Forms CONST v.01.07.2020 DuCapperative Purchasing 12007 Research Boulevard•Austin,Texas 78759-2439 - PH: 800-695-2919 1 FAX: 800-211-5454 •buyboard.com NATIONAL PURCHASING COOPERATIVE VENDOR AWARD AGREEMENT In accordance with the Terms and Conditions associated with this Proposal Invitation,a contract awarded under this Proposal Invitation may be "piggy-backed" by another governmental entity. The National Purchasing Cooperative is an intergovernmental purchasing cooperative formed by certain school districts outside of Texas to serve its members throughout the United States. If you agree to be considered for a piggy-back award by the National Purchasing Cooperative,you agree to the following terms and agree to serve National Purchasing Cooperative members in the states you have indicated on the State Service Designation form, in your Proposal. By signing this form, Proposer(referred to in this Agreement as"Vendor")agrees as follows: 1. Vendor acknowledges that if The Local Government Purchasing Cooperative ("Texas Cooperative") awards Vendor a contract under this Proposal Invitation ("Underlying Award'), the National Purchasing Cooperative ("National Cooperative'? may- but is not required to -"piggy-back"on or re-award all or a portion of that Underlying Award {"Piggy-Back Award'J. By signing this National Cooperative Vendor Award Agreement ("Agreement'), Vendor accepts and agrees to be bound by any such Piggy-Back Award as provided for herein. 2. In the event National Cooperative awards Vendor a Piggy-Back Award,the National Cooperative Administrator("BuyBoard Administrator'D will notify Vendor in writing of such Piggy-Back Award, which award shall commence on the effective date stated in the Notice and end on the expiration date of the Underlying Award, subject to annual renewals as authorized in writing by the BuyBoard Administrator. Vendor agrees that no further signature or other action is required of Vendor in order for the Piggy-Back Award and this Agreement to be binding upon Vendor. Vendor further agrees that no interlineations or changes to this Agreement by Vendor will be binding on National Cooperative, unless such changes are agreed to by its BuyBoard Administrator in writing. 3. Vendor agrees that it shall offer its goods and services to National Cooperative members at the same unit pricing and same general terms and conditions, subject to applicable state laws in the state of purchase, as required by the Underlying Award. However,nothing in this Agreement prevents Vendor from offering National Cooperative members better(i.e., lower) competitive pricing and more favorable terms and conditions than those in the Underlying Award. 4. Vendor hereby agrees and confirms that it will serve those states it has designated on the State Service Designation Form of this Proposal Invitation. Any changes to the states designated on the State Service Designation Form must be approved in writing by the BuyBoard Administrator. 5. Vendor agrees to pay National Cooperative the service fee provided for in the Underlying Award based on the amount of purchases generated from National Cooperative members through the Piggy-Back Award. Vendor shall remit payment to National Cooperative on such schedule as it specifies(which shall not be more often than monthly). Further, upon request, Vendor shall provide National Cooperative with copies of all purchase orders generated from National Cooperative members for purposes of reviewing and verifying purchase activity. Vendor further agrees that National Cooperative shall have the right, upon reasonable written notice, to review Vendor's records pertaining to purchases made by National Cooperative members in order to verify the accuracy of service fees. 6. Vendor agrees that the Underlying Award, including its General Terms and Conditions, are adopted by reference to the fullest extent such provisions can reasonably apply to the post-proposal/contract award phase. The rights and responsibilities that would ordinarily inure to the Texas Cooperative pursuant to the Underlying Award shall inure to National Cooperative; and, conversely, the rights and responsibilities that would ordinarily inure to Vendor in the Underlying Award shall inure to Vendor in this Agreement. Vendor recognizes and agrees that Vendor and National Cooperative are the only parties to this Agreement, and that nothing in this Agreement has application to other third parties, including the Texas Cooperative. In the event of conflict between this Agreement and the terms of the Underlying Award, the terms of this Agreement shall control, and then only to the extent necessary to reconcile the conflict. Page 26 of 66 Proposal Forms CONST v.01.07.2020 PVBoard C00perative Purchasing ® 12007 Research Boulevard 'Austin,Texas 78759-2439• PH:800-695-2919 ' FAX:800-211-5454' buyboard.com 7. This Agreement shall be governed and construed in accordance with the laws of the State of Rhode Island and venue for any dispute shall lie in the federal district court of Alexandria, Virginia. 8. Vendor acknowledges and agrees that the award of a Piggy-Back Award is within the sole discretion of National Cooperative,and that this Agreement does not take effect unless and until National Cooperative awards Vendor a Piggy-Back Award and the BuyBoard Administrator notifies Vendor in writing of such Piggy-Back Award as provided for herein. WHEREFORE, by signing below Vendor agrees to the foregoing and warrants that it has the authority to enter into this Agreement. Trane U.S. Inc. 631-20 Name of Vendor Proposal Invitation Number — /I/,," Jeremy Hunt Si ature of Au_Ofdized Company Official Printed Name of Authorized Company Official July 13, 2020 Date Page 27 of 66 Proposal Forms CQNST v.01.07.2020 PFBoard® Capperstive Purchasing 12007 Research Boulevard •Austin,Texas 78759.2439•PH: 800-695.2919 • FAX: 800-211-5454•buvboard.com FEDERAL.AND STATE/PURCHASING COOPERATIVE EXPERIENCE The Cooperative strives to provide its members with the best services and products at the best prices available from vendors with the technical resources and ability to serve Cooperative members. Please respond to the following questions. I. Provide the dollar value of sales to or through purchasing cooperatives at or based on an established catalog or market price during the previous 12-month period or the last fiscal year: L20m . (The period of the 12 month period is 01roV2019 /1z"3112019 ). In the event that a dollar value Is not an appropriate measure of the sales, provide and describe your own measure of the sales of the item(s). 2. By submitting a proposal, you agree that, based on your written discounting policies, the discounts you offer the Cooperative are equal to or better than the best price you offer other purchasing cooperatives for the same items under equivalent circumstances. 3. Provide the information requested below for other purchasing cooperatives for which Proposer currently serves, or in the past has served, as an awarded vendor. Rows should be added to accommodate as many purchasing cooperatives as required. CURRENTO. DO. AWARDED GROUPPURCHASING VENDOR? IF YES, LIST YEARS COMMODITY AS VENDOR O. 1. Federal General Services Administration Y N 2.T-PASS(State of Texas) N N 3. OMNIA Partners Y N 4. Sourcewell(NIPA) N N 5. E&I Cooperative N N 6. Houston-Galveston Area Council (HGAC) N N 7. Choice Partners N N 8.The Interlocal Purchasing System (TIPS) N N 9.Other ❑ MY COMPANY DOES NOT CURRENTLY HAVE ANY OF THE ABOVE OR SIMILAR TYPE CONTRACTS. CURRENT BUYBOARD VENDORS If you are a current BuyBoard vendor in the same contract category as proposed in this Proposal Invitation, indicate the discount for your current BuyBoard contract and the proposed discount in this Proposal. Explain any difference between your current and proposed discounts. Current Discount(9/o): 35-38% Propmed Discount(e/a): 25-35% Explanation: Materials&Labor cost increases Proposal Forms CONST v.01.07.2020 Page 28 of 66 PFBoard Capperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 • PH:800-695-2919 1 FAX: 800-211-5454 •buyboard.com By signature below, I certify that the above is true, complete and accurate and that I am authorized by my company to make this certification. Trane U.S. Inc. Company Name Jeremy Hunt Si ature of Au riled Company Official Printed Name Page 29 of 66 Proposal Forms CONST v.01.07.2020 PVBoard C00pirrative Purchasing 12007 Research Boulevard•Austin,Texas 78759-2439 - PH: 800-695-2919 • FAX: 800-211-5454• buvboard.com GOVERNMENTAL REFERENCES For your Proposal to be considered, you must supply a minimum of five (5) individual governmental entity references. The Cooperative may contact any and all references provided as part of the Proposal evaluation. Provide the information requested below, including the existing price/discounts you offer each customer. The Cooperative may determine whether prices/discounts are fair and reasonable by comparing prices/discounts stated in your Proposal with the prices/discounts you offer other governmental customers. Attach additional pages if necessary. Quantity/ Entity Name Contact Ph n # Email Address Discount V lum ,.Keller ISD Hudson Huff 817-832-5119 US Comm Disc $400k Z Laredo CC 956-721-5111 BuyBoard $250k 3. UNT Health Randall Christopher 817-709-8855 US Comm Disc $350k 4.Brook County ISD Alice Carter 361-325-8012 BuyBoard $500k S.City of Dallas 214-670-3326 US Comm Disc $750k Do you ever modify your written policies or standardk,�o,vernmental sales practices as identified in the above chart to give better discounts (lower prices)than indicated? YES NO❑ If YES, please explain: Based on quantity discounts and early payment By signature below, I certify that the above is true and correct and that I am authorized by my company to make this certification. Trane U.S. Inc. A Nameof h ized Company Official y Hunt Printed Name Proposal Forms CONST v.01.07.2020 Page 30 of 66 DuBoard CooperativePurchasIng 12007 Research Boulevard.Austin,Texas 78759-2439 • PH: 800-695-2919• FAX: 800-211-5454 •buyboard.com MARKETING STRATEGY For your Proposal to be considered, you must submit the Marketing Strategy you will use if the Cooperative accepts all or part of your Proposal. ( am I : Explain how your company will initially inform Cooperative members of your BuyBoard contract, and how you will continue to support the BuyBoard for the duration of the contract period.) Attach additional pages if necessary. Trane consistently promotes the use of the BuyBoard cooperative by attending networking workshops across the state interacting with ISD's, state and local government agencies and higher education markets. Trane will support the use of the BuyBoard contract during its durand by marketing the contract to our customer base across the state with regular communication vis email, newsletters, eblast and ongoing marketing. Trane U.S. Inc. Company Name Si ature of 46t zed tompany Official Jeremy Hunt Printed Name Page 31 of 66 Forms Proposal Fos CONST v.01.07.2020 PVBoard C00perative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 • PH: 800-695-2919• FAX:800-211-5454 -buvboard.com CONFIDENTIAL/PROPRIETARY INFORMATION A.Public Disclosure Laws All Proposals, forms, documentation,or other materials submitted by Vendor to the Cooperative in response to this Proposal Invitation, including catalogs and pricelists, may be subject to the disclosure requirements of the Texas Public Information Act(Texas Government Code chapter 552.001, et.seq.)or similar disclosure law. Proposer must clearly identify on this form any information in its Proposal(including forms,documentation,or other materials submitted with the Proposal)that Proposer considers proprietary or confidential. If Proposer fails to properly identify the information, the Cooperative shall have no obligation to notify Vendor or seek protection of such information from public disclosure should a member of the public or other third party request access to the information under the Texas Public Information Act or similar disclosure law. Proposer will be notified of any third party request for information in a Proposal that Proposer has identified in this form as proprietary or confidential. Does your Proposal (including forms, documentation, or other materials submitted with the Proposal) contain information which Vendor considers proprietary or confidential? Please check(A one of the following: MNO, I certify that none of the information included with this Proposal is considered confidential or proprietary. YES, I certify that this Proposal contains information considered confidential or proprietary and all such information is specifically identified on this form. If you responded"YES", you must identify below the specific information you consider confidential or proprietary. List each page number, form number, or other information sufficient to make the information readily identifiable. The Cooperative and its Administrator will not be responsible for a Proposer's failure to clearly identify information considered confidential or proprietary. Further,by submitting a Proposal,Proposer acknowledges that the Cooperative and its Administrator will disclose information when required by law, even if such information has been identified herein as information the vendor considers confidential or proprietary. Confidential/ Proprietary Information: (Attach additional sheets if needed.) Proposal roans coNST v.01.07.2020 Page 32 of 66 PFBoard Cooperative Purchasing 12007 Research Boulevard 'Austin,Texas 78759-2439- PM: 800-695-2919 , FAX: 800-211-5454 • buvboard.com B.Copvriaht Information Does your Proposal (including forms, documentation, or other materials submitted with the Proposal) contain copyright information? Please check W)one of the following: NO, Proposal(including forms,documentation,or other materials submitted with the Proposal)does not contain copyright information. ❑ YES, Proposal(including forms,documentation,or other materials submitted with the Proposal)does contain copyright Information. If you responded"YES", identify below the specific documents or pages containing copyright information. Copyright Information: (Attach additional sheets itneeded.) C.Qnsent to Releasenfidenti I P rieta Iri ht In -on to BuyBoard Mernbe BuyBoard members (Cooperative and nonprofit members) seeking to make purchases through the BuyBoard may wish to view information included in the Proposals of awarded Vendors. If you identified information on this form as confidential, proprietary, or subject to copyright, and you are awarded a BuyBoard contract, your acceptance of the BuyBoard contract award constitutes your consent to the disclosure of such information to BuyBoard members, including posting of such information on the secure BuyBoard website for members. Note: Neither the Cooperative nor its Administrator will be responsible for the use or distribution of information by BuyBoard members or any other party. D.Consent to Release Proposal Tabulation Notwithstanding anything in this Confidential/Proprietary Information form to the contrary,by submitting a Proposal,Vendor consents and agrees that, upon Contract award, the Cooperative may publically release, including posting on the public BuyBoard website, a copy of the proposal tabulation for the Contract including Vendor name; proposed catalog/pricelist name(s); proposed percentage discount(s), hourly labor rate(s), or other specified pricing; and Vendor award or non-award information. By signature below, I certify that the information in this form is true,complete,and accurate and that I am authorized by my company to make this certification and all consents and agreements contained herein. Trane U.S. Inc. Com y Name Si ature of Au ized Company Official Jeremy Hunt Printed Name July 13, 2020 Date Proposal Forms CONST v.01.07.2020 Page 33 of 66 PFBoard® Capperafive Purchasing 12007 Research Boulevard'Austin,Texas 78759-2439 • PH: 800-695-2919 • FAX:800-211-5454•buvboard.com VENDOR BUSINESS NAME By submitting a Proposal, Proposer is seeking to enter into a legal contract with the Cooperative. As such, a Proposer must be an individual or legal business entity capable of entering into a binding contract.Proposers,must completely and accurately provide the information requested below or your Proposal may be deemed non-responsive. Name of proposing Company: Trane U.S. Inc. (List the ft d!name of the company seeking to contract with the Cooperative. Do NP7*la an assumed name,dba,aka,etr.hem. Such information may be provided below. if you are submitting a joint proposal with another entity to provide the same proposed goods orservices,each submitting entityshould complete a separate vendor Tnfonnabon form. Separately operating legal business entities, even if affiliated entities, which propose to provide goods or services separately must submit their own Proposals.) Please check M one of the following: Tvoe of Business: Individual/Sole Proprietor Corporation x Limited Liability Company Partnership Other If other, identify State of Incorporation (if applicable): Delaware Federal Employer identification Number: 25-0900465 (Vendor must include a completed 1RS W-9 form with their proposal) List the Name(s)by which Vendor,if awarded,wishes to be identified on the BuyBoard: (Note: ifdifferentihan the Name ofPrgwv1ig Company listed above,only valid trade names(dba,aka,etc.)of the Proposing Company maybe used and a copy of your Assumed Name Ceitificate(s),if applicable,must be attached.) Proposal Forms coNST v.01.07.2020 Page 34 of 66 Request for Taxpayer Give Form to the Form 9(Rev.October 2018) Identification Number and Certification requester.Go not I R tev oeuvre ST.M gem ►Go to www.1mgov/FormW9 for instructions and the latest information. Send to the IRS. t Name(as shown on vrxrr Income tax return).Name Is required on this Ora;do not leave this line blank. Trane U.S.inc. 2 Business namardlsregarded entity name,If different from above m 3 Check appropriate box for federal tax clessHicatlon of the person whose name is entered on line 1.Check only one of the 4 Exemptions(codes apply only to C fakrMn9 seven boxes. certain entities,not Individuals;we 10 a Instructions on page 3): a ❑ Indivlduallsole proprietor or d❑ C Corporation ❑5 Corporation ❑ Partnership ❑TrusUastate ai single-member LLC Exempt payee code(it any) ❑ Umked liability company.Enter the tax classification(C-C corporatlon,S-S corporation,P=Partnership)9- 0 Note:Check the appropriate box in the One above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting -5 LLC If the LLC Is classified as a single-member LLC that Is disregarded from the owner unless the owner of the LLC Is 20 another LLC that is not disregarded from the owner for U.S,federal tax purposes.Otherwise,a single-member U.0 that code Of any) Is disregarded from the owner should check the appropriate box for the tax classification of fts owner. ❑ Other(am Instructions)► (APPMGOKxoamnri,m,.d-bidem-us) 5 Address(number,street,and apt.or suite no.)See Instructlom. Requester's name and address(optional) 1617 Hutton Dr. a city,state,and ZIP code Carrollton,TX 75006 7 Ust account numbers)here(optional) WhE Taxpayer Identification Number(TIN) Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid Social security number backup wlien,sole For Individuals,this is generally your social security number(Sate.however,for a � _m - resident alien,sole proprietor,or disregarded entity,see the instructions for Part I,later.For other entities,it is your employer Identification number(EIN).If you do not have a number,see How to get a TIN,later. or Note:If the account is in more than one name,see the instructions for line 1.Also see What Name and I Employer Identiacatlon number Number To Give the Requester for guidelines on whose number to enter. M25 - 0 9 0 0 4 fi 5 MOFF Certification Under penaRies of perjury,I certify that: 1.The number shown on this form is my correct taxpayer identification number(or I am wafting for a number to be Issued to me);and 2.1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue Service(IRS)that I am subject to backup withholding as a result of a failure to report all Interest or dividends,or(c)the IRS has notified me that I am no longer subject to backup withholding;and 3.1 am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA code(s)entered on this form(i any)indicating that I am exempt from FATCA reporting is correct. Certification Instructions.You must cross out hem 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return.For real estate transactions,Rem 2 does not apply.For mortgage interest paid, acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(!RA),and generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the Instructions for Part 11,later. Sign signature of , Here U.S.person► Dote*p ► General instructions •Form 1099-DIV(dividends,including those from stocks or mutual funds) Section references are to the Internal Revenue Code unless otherwise -Form 1099-MISC(various types of income,prizes,awards,or gross noted. proceeds) Future developments.For the latest information about developments -Form 1099-B(stock or mutual fund sales and certain other related to Form W-9 and its instructions,such as legislation enacted transactions by brokers) after they were published,go to www.ks.gov1FormK9. •Form 1099-5(proceeds from real estate transactions) Purpose of Form •Form 1099-K(merchant card and third party network transactions) An individual or entity(Form W-9 requester)who is required to file an •Form 1098(home mortgage interest),1098-E(student loan interest), Information return with the IRS must obtain your correct taxpayer 1098-T(tuition) identification number(TIN)which may be your social security number -Form 1099-C(canceled debt) (SS",Individual taxpayer identification number(IT1N),adoption taxpayer Identification number(KnN),or employer Identification number -Form 1099-A(acquisition or abandonment of secured property) (Eli),to report on an information return the amount paid to you,or other Use Form W-9 only if you are a U.S.person(including a resident amount reportable on an information return.Examples of information alien),to provide your correct TIN. returns include,but are not limited to,the following. If you do not return Form W-9 to the requester with a 7IN,you might •Form 1099-INT pnterest earned or paid) be subject to backup withholding.See What is backup withholding, later. Cat.No.10231X Font,W-9 FRew.10-201s) DwBoard Capperafive Purchasing 12007 Research Boulevard•Austin,Texas 78759-2439• PH:800-69S-2919• FAX:800-211-5454•buvboard.com EDGAR VENDOR CERTIFICATION (2 CFR Part 200 and Appendix II) When a Cooperative member seeks to procure goods and services using funds under a federal grant or contract, specific federal laws, regulations, and requirements may apply in addition to those under state law. This includes, but is not limited to, the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 CFR 200 (sometimes referred to as the "Uniform Guidance" or new"EDGAR'). All Vendors submitting proposals must complete this EDGAR Certification Form regarding Vendor's willingness and ability to comply with certain requirements which may be applicable to specific Cooperative member purchases using federal grant funds. This completed form will be made available to Cooperative members for their use while considering their purchasing options when using federal grant funds. Cooperative members may also require Vendors to enter into ancillary agreements, in addition to the BuyBoard contract's general terms and conditions, to address the member's specific contractual needs, including contract requirements for a procurement using federal grants or contracts. For each of the Items below, Vendor should certify Vendor's agreement and ability to comply, where applicable, by having Vendors authorized representative complete and Initial the applicable boxes and sign the acknowledgment at the end of this form. if you fall to complete any Item in this form, the Cooperative will consider and may list the Vendors response on the BuyBoard as "NO,"the Vendor Is unable or unwilling to comply. A"NO"response to any of the items may, if applicable, impact the ability of a Cooperative member to purchase from the Vendor using federal funds. 1. Vendor Violation or Breach of Contract Terms: Contracts for more than the Simplified Acquisition Threshold,which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 USC 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. Provisions regarding Vendor default are included in the BuyBoard General Terms and Conditions, including Section E.18, Remedies for Default and Termination of Contract. Any Contract award will be subject to such BuyBoard General Terms and Conditions, as well as any additional terms and conditions in any Purchase Order, Cooperative member ancillary contract, or Member Construction Contract agreed upon by Vendor and the Cooperative member which must be consistent with and protect the Cooperative member at least to the same extent as the BuyBoard Terms and Conditions. The remedies under the Contract are in addition to any other remedies that may be available under law or in equity. By submitting a Proposal,you agree to these Vendor violation and breach of contract terms. 2. Termination for Cause or Convenience: For any Cooperative member purchase or contract in excess of$10,000 made using federal funds,you agree that the following term and condition shall apply: The Cooperative member may terminate or cancel any purchase order under this Contract at any time, with or without cause, by providing seven(7)business days advance written notice to the Vendor. If this Agreement is terminated in accordance with this Paragraph, the Cooperative member shall only be required to pay Vendor for goods or services delivered to the Cooperative member prior to the termination and not otherwise returned In accordance with Vendors return policy. If the Cooperative member has paid Vendor for goods or services not yet provided as of the date of termination, Vendor shall immediately refund such payment(s). If an alternate provision for termination of a Cooperative member purchase for cause and convenience,including the manner by which it will be effected and the basis for settlement, is included in the Cooperative member's purchase order, ancillary agreement, or Member Construction Contract agreed to by the Vendor, the Cooperative member's provision shall control. Proposal Forms CONST v.01.07.2020 Page 3S of 66 PVBoard® C00parative Purchasing 12007 Research Boulevard,Austin,Texas 78759-2439 - PH: 800-695-2919 • FAX: 800-211-5454•buvboard.com 3. Equal Employment Opportunity: Except as otherwise provided under 41 CFR Part 60,all Cooperative member purchases or contracts that meet the definition of"federally assisted construction contract" in 41 CFR Part 60-1.3 shall be deemed to include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246,"Equal Employment Opportunity"(30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity,"and implementing regulations at 41 CFR Part 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." The equal opportunity clause provided under 41 CFR 60-1.4(b)is hereby incorporated by reference. Vendor agrees that such provision applies to any Cooperative member purchase or contract that meets the definition of"federally assisted construction contract"in 41 CFR Part 60-1.3 and Vendor agrees that it shall comply with such provision. 4. Davis-Bacon Act: When required by Federal program legislation, Vendor agrees that, for all Cooperative member prime construction contracts/purchases in excess of$2,000,Vendor shall comply with the Davis-Bacon Act(40 USC 3141-3144,and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction'. In accordance with the statute, Vendor is required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determinate made by the Secretary of Labor. In addition,Vendor shall pay wages not less than once a week. Current prevailing wage determinations issued by the Department of Labor are available at wdol.00v. Vendor agrees that, for any purchase to which this requirement applies, the award of the purchase to the Vendor is conditioned upon Vendor's acceptance of the wage determination. Vendor further agrees that it shall also comply with the Copeland "Anti-Kickback"Act (40 USC 3145), as supplemented by Department of Labor regulations(29 CFR Part 3,"Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States'j. The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. S. Contract Work Hours and Safety Standards Act: Where applicable, for all Cooperative member contracts or purchases in excess of$100,000 that involve the employment of mechanics or laborers, Vendor agrees to comply with 40 USC 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 USC 3702 of the Act, Vendor is required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 USC 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. 6. Right to Inventions Made Under a Contract or Agreement: If the Cooperative member's Federal award meets the definition of"funding agreement" under 37 CFR 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance or experimental, developmental, or research work under that"funding agreement,"the recipient or subrecipient must comply with the requirements of 37 CFR Part 401,"Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Vendor agrees to comply with the above requirements when applicable. Proposal Forms cONST v.01.o7.2020 Page 36 of 66 Board Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439• PH:800-695-2919• FAX: 800-211-5454 •buvtloard.com 7. Clean Air Act and Federal Water Pollution Control Act: Clean Air Act(42 USC 7401-7671q.)and the Federal Water Pollution Control Act(33 USC 1251-1387),as amended—Contracts and subgrants of amounts in excess of$150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act(42 USC 7401-7671q.) and the Federal Water Pollution Control Act, as amended (33 USC 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA). When required, Vendor agrees to comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act and the Federal Water Pollution Control Act. 8. Debarment and Suspension: Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180.220)must not be made to parties listed on the government-wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR Part 1966 Comp. p. 189) and 12689 (3 CFR Part 1989 Comp. p. 235),"Debarment and Suspension." SAM Exclusions contains the names of parties debarred,suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor certifies that Vendor is not currently listed on the government-wide exclusions in SAM, is not debarred, suspended, or otherwise excluded by agencies or declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor further agrees to immediately notify the Cooperative and all Cooperative members with pending purchases or seeking to purchase from Vendor if Vendor is later listed on the government-wide exclusions in SAM, or is debarred, suspended, or otherwise excluded by agencies or declared ineligible under statutory or regulatory authority other than Executive Order 12549. 9. Byrd Anti-Lobbying Amendment: Byrd Anti-Lobbying Amendment(31 USC 1352) --Vendors that apply or bid for an award exceeding $100,000 must file the required certification. 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 USC 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. As applicable, Vendor agrees to file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment(31 USC 1352). 10. Procurement of Recovered Materials: For Cooperative member purchases utilizing Federal funds, Vendor agrees to comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act where applicable and provide such information and certifications as a Cooperative member may require to confirm estimates and otherwise comply. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency(EPA) at 40 CFR Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded$10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery,and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 11. Profit as a Separate Element of Price: For purchases using federal funds in excess of the Simplified Acquisition Threshold,a Cooperative member may be required to negotiate profit as a separate element of the price. See, 2 CFR 200.323(b). When required by a Cooperative member, Vendor agrees to provide information and negotiate with the Cooperative member regarding profit as a separate element of the price for a particular purchase. However, Vendor agrees that the total price, including profit, charged by Vendor to the Cooperative member shall not exceed the awarded pricing, including any applicable discount, under Vendor's Cooperative Contract. Proposal Forms CONST v.01.07.2020 Page 37 of 66 PFBoard Capperative Purchasing ® 12007 Research Boulevard•Austin,Texas 78759-2439 , PH:800-695-2919• FAX:800-211-5454•bMyWgrd&SLm 12. General Compliance and Cooperation with Cooperative Members: In addition to the foregoing specific requirements, Vendor agrees, in accepting any Purchase Order from a Cooperative member, it shall make a good faith effort to work with Cooperative members to provide such information and to satisfy such requirements as may apply to a particular Cooperative member purchase or purchases including, but not limited to,applicable recordkeeping and record retention requirements. Vendor Certification: YES,I agree or Vendor Certification Item No. NO I do NOT agree Initial 1. Vendor Violation or Breach of Contract Terms Yes, Agree JH 2. Termination for Cause or Convenience Yes, Agree JH 3. Equal Employment Opportunity Yes, Agree JH 4. Davis-Bacon Act Yes, Agree JH S. Contract Work Hours and Safety Standards Act Yes, Agree JH 6. Right to Inventions Made Linder a Contract or Agreement Yes, Agree JH 7. Clean Air Act and Federal Water Pollution Control Act Yes, Agree JH 8. Debarment and suspension Yes, Agree JH 9. Byrd Anti-Lobbying Amendment Yes, Agree JH 10. Procurement of Recovered Materials Yes, Agree JH 11. Profit as a Separate Element of Price Yes, Agree JH 12. General Compliance and Cooperation with Cooperative Members Yes, Agree JH By signature below, I certify that the information in this form is true,complete,and accurate and that I am authorized by my company to make this certification and all consents and agreements contained herein. Trane U.S. Inc. C y Name amp _,; lvz,I,l S nature of A or zed Company Official Jeremy Hunt Printed Name Page 38 of 66 Proposal Forms COHST v.01.07.2020 PVBoard C00perativa Putchasfng 12007 Research Boulevard •Austin,Texas 78759-2439- PH:800-695-2919 • FAX: 800-211-5454 • buvboard.com PROPOSAL INVITATION QUESTIONNAIRE The Cooperative will use your responses to the questions below in evaluating your Proposal and technical and financial resources to provide the goods and perform the services("Work' under the BuyBoard contract contemplated by this Proposal Invitation ("Contract'). Proposers must fully answer each question, numbering your responses to correspond to the questions/numbers below. Proposers must complete below or attach your responses to this questionnaire, sign where indicated below,and submit the signed questionnaire and your responses to all questions in one document with your Proposal. You must submit the signed questionnaire and responses with your Proposal or the Proposal will not be considered. 1. List the number of years Proposer has been in business and former business names(if applicable). Note whether your company is currently for sale or involved in any transaction that would significantly alter its business or result in acquisition by another entity, 100+ Years 2. Describe Proposer's direct experience(not as a subcontractor)performing the work proposed under this contract. Include a brief description of the projects you have completed for Texas governmental entities in the last 5 years, and include for each the project name, scope, value, and date, and the name of the procuring government entity and entity contact person. Identify the contracts that best represent Proposer's capabilities relative to this contract. Trane has performed many functions under the current BuyBoard contract. Trane provides direct parts purchases only, to small equipment repairs to turnkey equipment installations. San Felipe Del Rio CISD, $873,195 install 30+ RTU - Irving ISD, $76k, select maintenance 12 chillers. 3. Describe the resources Proposer has to manage staff and successfully perform the Work contemplated under this Contract. State the number and summarize the experience of company personnel who may be utilized for the Work, including those who will be available to Cooperative members for assistance with project development, technical issues, and product selection for Work associated with this Contract. Trane has a vast number of resources available for various projects depending on the scope of work.Our offices are located In San Antonio,Austin Fort Worth,Dallas and Lubbock Each office Is staffed with professional sates staff which are suppported by equipment estimators,project managers and project administrators Trane has a total of 175 technicians, 95 Sales Associates,16 project managers,30 project administrators,10 service managers,16 service administrators,4 energy engineers,4 project developers and over 100 support personnel. Proposal Forms CONST v.01.07.2020 Page 39 of 66 DuBoard Capper8tive Purchasing 12007 Research Boulevard•Austin,Texas 78759-2439 • PH: 800-695-2919 1 FAX:800-211-5454 •buvboard.com 4. The Contract does not include architectural or engineering services, which must be procured separately, outside of the Cooperative, in accordance with Chapter 2254 of the Texas Government Code(Professional Services Procurement Act). If you are performing work under the contract on a project that requires the services of an architect or professional engineer, how will you work with a Cooperative member and its designated architect or engineer with respect to services that must be procured outside the contract? Trane is capable of working with all architectural or engineering services. Typically Trane partners with a firm as directed by the owner is order to achieve the desired result of a project. 5. Describe the tasks and functions that can be completed by Proposer in-house without the use of a subcontractor or other third party. Trane has a staff of trained estimators for bother service and equipment functions. The personnel is dedicated to a particular discipline whether it be equipment selections or service related projects. Trane also has dedicated project managers who focus on equipment projects or service projects. 6. Describe Proposer's financial capability to perform the Contract. State or describe the rirm's financial strength and rating, bonding capacity, and insurance coverage limits. State whether the firm, or any of the firm's past or present owners, principal shareholders or stockholders,or officers, have been a debtor party to a bankruptcy, receivership, or insolvency proceeding in the last 7 years, and identify any such debtor party by name and relationship to or position with your firm. Letter attached 7. Does your company have any outstanding financial judgments and/or is it currently in default on any loan or financing agreement? If so, provide detailed information on the nature of such items and prospects for resolution. No Proposal Forms CONSr v.01.07.2020 Page 40 of 66 Board Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439- PH:800.695-2919 • FAX: 800-211-5454 •buvboard.com 8. List all contracts, if any, in the last 10 years on which Proposer has defaulted, failed to complete or deliver the work, or that have been terminated for any reason. Include any contract for which the surety was notified of a potential claim in regards to a payment or performance bond. For each such contract, provide the project name, scope, value and date and the name of the procuring entity. Fully explain the circumstances of the default,notice to surety,failure to complete or deliver the work, or termination. None 9. List all litigation or other legal proceedings(including arbitration proceedings and/or claims filed with a surety in regards to a payment or performance bond), if any, in the last 10 years brought against your firm, or any of the firm's past or present owners, principal shareholders or stockholders, officers, agents or employees, that relates to or arises from a contract similar to this Contract or the work contemplated under this Contract. Provide the style of the lawsuit or proceeding (name of parties and court or tribunal in which filed), if applicable, nature of the claim, and resolution or current status. None 10. Describe in detail the quality control system Proposer will use, including third party auditing certification, to support the long-term performance and structural strength of the products to be used in a project under the Contract. See Attachment 11. If the work will require Proposer to tender performance or payment bonds, provide the name of the bonding company or surety that will issue such bonds. See letter from Travelers Proposal Forms CONST v.01.07.2020 Page 41 of 66 DuBoard Capperative Purchasing 12007 Research Boulevard •Austin,Texas 78759 2439- PH: 800-695-2919 • FAX:800-211-5454•lzuvboard.com 12. Describe in detail all documented safety issues, if any, that have involved Proposer in the last three (3)years related to the type of work contemplated under this contract. Provide a 3-year history of your firm's workers compensation experience modifier. See Attachment By signature below, I certify that the information contained in and/or attached to this Proposal Invitation Questionnaire in response to the above questions is true and correct and that I am authorized by my company to make this certification. Trane U.S. Inc. _ Company Name Si ature of Adi-hpOKeRompany Official Proposal Forms CONST v.01.07.2020 Page 42 of 66 Quality Assurance Program Qualifications—Trane U.S.Inc. The Trane Quality Management System is compliant with ISO 9001 and many of our facilities carry 150 9001 certification.We use a QMS assessment process based on Malcolm Baldrige to annually assess and improve our QMS.We use Six Sigma and Lean techniques to continually improve our processes. Quality Program Detail Trane Quality Management System Description Foundation—ISO 9001 All Trane manufacturing locations have a quality management program with principles based on quality management practices as described in ISO 9001. ISO 9001 registration is required by some manufacturing location to satisfy customer specifications or requirements. Quality Management Tools Trane has adopted several quality tools that are utilized to improve delivery of quality products and services to Trane customers.These tools include:Six Sigma—Six Sigma is a discipline for improving the quality of any product or process.For Trane is a comprehensive approach to improving everything we do.In our heating and air conditioning business,our Six Sigma effort Is focusing on ways to improve product design—some of our recent models,for example,now have fewer parts and are designed to be more durable and easier to maintain.We've also been looking at ways to increase the production levels of key components of our air conditioning systems.For example,if we can produce more defect-free parts it would be like adding more production capacity—without adding extra cost. Demand Flow Technology—Manufacturing philosophy utilizing Just-In-Time concepts that Improves product quality and manufacturing productivity by moving as close as possible to one-piece flow and mixed-model build to customer order.DFT was first implemented at Trane in 1995.Lean—Organizational operating philosophy modeled after the Toyota Production System that emphasizes waste elimination and providing value to the customer in all facets of the business.Lean thinking is being integrated into Trane's quality management program starting in 2006 and World Class Quality Management System In 2005,Trane launched an initiative to standardize the quality management system at all global business sites.This initiative will allow for common process standardization,consistency,and leveraging of best in class performance.The Malcolm Baldridge National Quality Award Criteria is utilized as the basis for assessing process performance with the aim of achieving best in class performance in all business processes that impact Trane customers. Industry standard certifications •ISO 9000,9001,etc. •CMM(Capability Maturity Model)Level 1-4 •Malcolm Baldridge National Quality Award •CompTIA •Six Sigma processes and procedures are integrated into every aspect of our business. Kevin Mashavelian Assistant Vice President 1 MARSH Marsh USA Inc 1166 Avenue of the Americas New York,NY 10036-2774 +1 212 345 7115 www marsh com April 14, 2020 Trane Technologies plc One Centennial Drive Piscataway, NJ 08855 Subject: Trane U.S. Inc. Interstate Experience Modification Factor To Whom It May Concern: Please be advised that the Ingersoll Rand Company/Trane U.S. Inc., including all subsidiaries, Interstate Experience Modification Factor(EMR) is as follows: Effective Date Exoerience Modification Factors April 17, 2016 - April 17, 2017 0.49 April 17, 2017 - April 17, 2018 0.48 April 17, 2018 - April 17, 2019 0.52 April 17, 2019 - April 17, 2020 0.55 April 17, 2020 - April 17, 2021 0.60 Should you have any questions or require any additional assistance, please do not hesitate to contact us. Sincerely, A-&N r /�asl arw�ia�r Kevin Mashavejian Assistant Vice President MARSH&MCLENNAN SOLUTIONS-DEFINED,DESIGNED,AND DELIVERED. COMPANIES PFBoard CapperafteParchalsing 12007 Research Boulevard •Austin,Texas 78759-2439- PH: 800-695-2919 • FAX:800-211-5454•buyboard.com REQUIRED FORMS CHECKLIST (Please check(d)the following) 0 Completed: Proposer's Agreement and Signature 0 m I ted: Vendor Contact Information ED C m I t : Felony Conviction Disclosure and Debarment Certification 0 C m l t : Resident/Nonresident Certification El Completed: No Israel Boycott Certification 0 m leted: No Excluded Nation or Foreign Terrorist Organization Certification 0 Completed: Historically Underutilized Business(HUB)Certification) 0 Com I t : Construction Related Goods and Services Affirmation El Completed: Deviation/Compliance E] Completed: Location/Authorized Seller Listings El Completed: Manufacturer Dealer Designation 0 Completed: Texas Regional Service Designation [D Completed: State Service Designation 0 Completed: National Purchasing Cooperative Vendor Award Agreement E] Completed: Federal and State/Purchasing Cooperative Experience 0 Completed: Governmental References [l Completed: Marketing Strategy E Completed.: Confidential/Proprietary Information 0 Com leted: Vendor Business Name with IRS Form W-9 (] Completed: EDGAR Vendor Certification El Completed: Proposal Invitation Questionnaire 0 Completed: Proposal Specifications (Discount(%) off Catalog/Pricel►st and/or other required pricing information including Catalogs/Pricelists(or no bid response)must be submitted with proposal response or response will not be considered.), Manufacturer Authorizat/on Letters and License El m leted: Required Forms Checklist Proposal Forms CONST v.01.07.2020 Page 44 of 66 PVBoard C00pera"Ve Purchas►rrg 12007 Research Boulevard •Austin,Texas 78759.2439 - PH: 800-695-2919• FAX: 800-211-5454 •buvboard.com PROPOSAL SPECIFICATION SUMMARY The categories and items specified for this Proposal Invitation are summarized below. For full Proposal Specifications, you must review and complete the Proposal Specification information in the electronic proposal submission system in accordance with the Instructions to Proposers(or, if submitting a hard copy Proposal,timely request and complete the Proposal Specification Form in accordance with the Instructions to Proposers). Section I: Fuimn Products,and 1 . Discount(%)off catalog/pricelist for HVAC Equipment(all types- rooftop units, split systems, chillers, compressors, cooling towers, heat pumps, furnaces, unit heaters,duct furnaces, and related items). 2. Discount(%)off catalog/pricelist for HVAC Controls,Software and Monitoring Systems(all types). 3. Discount(%)off catalog/pricelist for HVAC Air Handling Products(all types-coils,fans, and related items). 4. Discount(%)off catalog/pricelist for HVAC Supplies(all types). 5. Discount(%}off catalog/pricelist for HVAC Filters(all types). 6. Discount(%}off catalog/pricelist for HVAC Indoor Air Quality Products(all types). 7. Discount(%)off catalog/pricelist for HVAC Repair Parts(all types). 8. Discount(%}off catalog/pricelist for HVAC Refrigerants(all types). 9. Discount(%}off catalog/pricelist for HVAC Refrigerant Recovery Equipment(all types). 10. Discount{%)off catalog/pricelist for UVC Emitters/Lamps(used to incorporate downstream of all cooling coils and above all drain pans to control airborne and surface microbial growth and transfer. Fixtures and lamps must be manufactured for this purpose and safety interlocks/features shall be provided to limit hazard to operating staff). 11. Discount(%)off catalog/pricelist for Insulation Products for HVAC Equipment. 12. Discount(%)off catalog/pricelist for HVAC Maintenance Agreements. Section II: Installation and Repair Service 13. Hourly Labor Rate for Installation of HVAC Filter Change Out Service(including labor, filters and removal/ disposal of product), not to exceed hourly labor rate for Installation of HVAC Filter Products. 14. Standard Hourly Labor Rate for Installation/Repair Service of HVAC Equipment and Products, not to exceed standard hourly labor rate for Installation/Repair Service of HVAC Equipment and Products. 15. Non-Standard Hourly Labor Rate for Installation/Repair Service of HVAC Equipment and Products, not to exceed non-standard hourly labor rate for Installation of HVAC Equipment and Products. 16. Coefficient for Standard Hours of Installation/Repair Service of HVAC Equipment and Products- RSMeans Cost Data from the Total INCL O&P column (most current edition). 17. Coefficient for Non-Standard Hours for installation/Repair Service of HVAC Equipment and Products- RSMeans Cost Data from the Total INCL 0&P column(most current edition). Proposal Fortes CQNST v.01.07.2020 Page 43 of 66 Texas Trans Commercial Systems 1617 Hutton Drive Carrollton,TX 75006 USA Office(469)756-3000 TNME' www.trane.com July 13, 2020 Trane is a manufacture of Air-conditioner products tested including but not limited to,Chillers,Air Handlers, Rooftops,etc. eremy H nt Trane Dallas Service Sales Manager EXHIBIT C CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.Iegis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form. Local Government Code§176.001(1-a):"Business relationship"means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code§176.003(a)(2)(A)and(B): (a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than$100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code§ 176.006(a)and (a-1) (a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity, or a family member of the officer,one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B),excluding any gift described by Section 176.003(a-1);or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application,response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity;or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer,described by Subsection(a); (B) that the vendor has given one or more gifts described by Subsection (a);or (C) of a family relationship with a local government officer. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code.An offense under this section is a misdemeanor. jJ Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire.(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information is being disclosed. Name of Officer 4J Describe each employment or other business relationship with the local government officer, or a family member of the officer,as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer. Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form CIO as necessary. A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income, from the vendor? Yes F-1 No B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? Yes F-1 No 5 Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership interest of one percent or more. s ❑ Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1). 7 Signature of vendor doing business with the governmental entity Date Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015 1/22/2021 M&C Review Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA FOB DATE: 1/12/2021 REFERENCE NO.: **M&C 21-0013 LOG NAME: 13P HVAC PARTS MG CODE: P TYPE: CONSENT PUBLIC HEARING: NO SUBJECT: (ALL) Authorize an Agreement with Trane U.S. Inc. and Enviromatic Systems of Fort Worth, Inc., Using BuyBoard Cooperative Contract 631-20, for the Purchase of HVAC Parts for City Departments in an Amount Up to $350,000.00 for the Initial Term and Authorize Three Annual Renewal Options in an Amount up to $350,000.00 RECOMMENDATION: It is recommended that the City Council authorize an agreement with Trane U.S. Inc and Enviromatic Systems of Fort Worth, Inc., using BuyBoard Cooperative Contract 631-20, for the purchase of HVAC parts for City departments in an amount up to $350,000.00 for the initial term and authorize three one-year renewal options in an amount up to $350,000.00. DISCUSSION: City Departments will use this Purchase Agreement to purchase heating, ventilation, and air conditioning (HVAC) parts from Trane U.S. Inc and Enviromatic Systems of Fort Worth, Inc. using BuyBoard Cooperative Contract 631-20. Trane US, Inc. BuyBoard Contract Equipment and Parts: 35\% discount off list �631-20 price Enviromatic Systems of Fort lBuyBoard Contract I Equipment and Parts: 40\% - 55\% discount off Worth, Inc. 631-20 list price COOPERATIVE PURCHASE - State law provides that a local government purchasing an item under a cooperative Purchasing Agreement satisfies any state law requiring that the local government seek competitive bids for purchase of the item. BuyBoard Contracts are competitively bid to increase and simplify the purchasing power of government entities across the State of Texas. M/WBE OFFICE - A MBE/SBE goal is not assigned when purchasing from an approved purchasing cooperative or public entity. AGREEMENT TERM - This Agreement will commence upon City Council approval and end on November 30, 2021 to coincide with BuyBoard contract dates. RENEWAL OPTIONS - This Agreement may be renewed for up to three additional one-year terms at the City's option. This action does not require specific City Council approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term. Staff anticipates the cost for renewal years will be the same as for the first year. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the participating departments' Operating Funds to support the approval of the above recommendation and authorize an agreement. Prior to any expenditure being incurred, the participating departments have the responsibility to validate the availability of funds. BQN\\ TO Fund Department Account Project Program Activity Budget Reference # Amount ID I I ID I I I Year I (Chartfield 2) apps.cfwnet.org/council_packet/mc_review.asp?ID=28567&councildate=1/l 2/2021 1/2 1/22/2021 M&C Review FROM Fund Department Account Project Program Activity Budget Reference # Amount ID ID Year (Chartfield 2) Submitted for City Manager's Office by_ Jay Chapa (5804) Originating Department Head: Reginald Zeno (8517) Additional Information Contact: Cynthia Garcia (8525) Michelle Green (2058) ATTACHMENTS apps.cfwnet.org/council_packet/mc_review.asp?ID=28567&councildate=1/l 2/2021 2/2