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HomeMy WebLinkAboutContract 58551 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 CSC No. 58551 FORT WORTH CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT This Cooperative Purchase Agreement ("Agreement") is entered into by and between Kubota Tractor Corporation("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—Utility/Transport/Golf/Rec Vehicles Price List; 3. Exhibit B—Cooperative Agency Contract Sourcewell 122220-KBA; and 4. Exhibit C—Conflict of Interest Questionnaire Exhibits A, B, and C, which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all exhibits thereto. City shall pay Vendor in accordance with the fee schedule in Exhibit A and in accordance with the provisions of this Agreement. Total payment made under this Agreement for the first year by City shall not exceed Fifty-Two Thousand Dollars($52,000). Vendor shall not provide any additional items or services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. The term of this Agreement is effective beginning on the date signed by the Assistant City Manager below("Effective Date") and expires on January 29, 2023. The City shall be able to renew this agreement for two (2) one-year renewal options by written agreement of the parties. Vendor agrees that City shall,until the expiration of three(3)years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books,documents,papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 To CITY: To VENDOR: City of Fort Worth Kubota Tractor Corporation Attn: Jesica McEachern,Assistant City Manager Alex Woods,Vice President 200 Texas Street Fort Worth,TX 76102-6314 Address: Facsimile: (817)392-8654 1000 Kubota Drive Grapevine,TX 76051 With copy to Fort Worth City Attorney's Office at same address Facsimile:N/A The undersigned represents and warrants that he or she has the power and authority to execute this Agreement and bind the respective Vendor. CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person By: C�4 responsible for the monitoring and administration Name: Jesica McEachern of this contract,including ensuring all performance Title: Assistant City Manager and reporting requirements. Date: APPROVAL RECOMMENDED: By: Name: Matthew Quinn Title: Management Analyst II By: APPROVED AS TO FORM AND LEGALITY: Name: Dave Lewis Title: Interim Parks Director ATTEST. oo4voauq� �bo�F�Rr as By: Name: Jessika Williams ova °=d Title: Assistant City Attorney 7RiliZE�2'.5. GiO�df7A�i Qda���EXA`�►odp By: Jannette S.Goodall(Dec 7,2022 09:12 CST) nnaao4 CONTRACT AUTHORIZATION: Name: Jannette Goodall M&C: N/A Title: City Secretary VENDOR: Kubota e"i(;ajWration By: Name: Alex Woods Title: Vice President Date: OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX • o N N H > � OC V s ' u o°c 0 °a c i N a � W ~ m Q Y N N a o � c LPLCD V ❑ }r • N o C co v > c+� c� • m • 4-j o m a� a 0 a� c W c rn fA 0 0 ❑ DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Exhibit B 122220_KBA Sourcewell Solicitation Number: RFP #122220 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Kubota Tractor Corporation, 1000 Kubota Drive, Grapevine, TX 76051 (Vendor). Sourcewell is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada. Sourcewell issued a public solicitation for Utility, Transport, Golf, and Recreation Vehicles with Related Accessories, Equipment, and Services from which Vendor was awarded a contract. Vendor desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell's cooperative purchasing contracts (Participating Entities). 1. TERM OF CONTRACT A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below. B. EXPIRATION DATE AND EXTENSION. This Contract expires January 29, 2025, unless it is cancelled sooner pursuant to Article 22. This Contract may be extended up to one additional one-year period upon request of Sourcewell and with written agreement by Vendor. C. SURVIVAL OF TERMS. Articles 11 through 14 survive the expiration or cancellation of this Contract. 2. EQUIPMENT, PRODUCTS, OR SERVICES A. EQUIPMENT, PRODUCTS, OR SERVICES. Vendor will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. Vendor's Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. Rev. 10/2020 1 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA All Equipment and Products provided under this Contract must be new/current model. Vendor may offer close-out or refurbished Equipment or Products if they are clearly indicated in Vendor's product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity's site. This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed. B. WARRANTY. Vendor warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship. In addition,Vendor warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended. Vendor's dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer's warranty that is effective past the expiration of the Vendor's warranty will be passed on to the Participating Entity. C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution,Vendor will make available to Sourcewell a means to validate or authenticate Vendor's authorized dealers, distributors, and/or resellers relative to the Equipment, Products, and Services related to this Contract.This list may be updated from time-to-time and is incorporated into this Contract by reference. It is the Vendor's responsibility to ensure Sourcewell receives the most current version of this list. 3. PRICING All Equipment, Products, or Services under this Contract will be priced as stated in Vendor's Proposal. When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity's total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity's requested delivery location. Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase. A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery,Vendor must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities. Participating Entities reserve the right to inspect the Equipment and Products at a reasonable Rev. 10/2020 2 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. Vendor must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition. Sourcewell may declare the Vendor in breach of this Contract if the Vendor intentionally delivers substandard or inferior Equipment or Products. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Vendor as soon as possible and the Vendor will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity. B. SALES TAX. Each Participating Entity is responsible for supplying the Vendor with valid tax- exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity. C. HOT LIST PRICING. At anytime during this Contract, Vendor may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Vendor determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at anytime through a Sourcewell Price and Product Change Form as defined in Article 4 below. Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities. 4. PRODUCT AND PRICING CHANGE REQUESTS Vendor may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Administrator.This form is available from the assigned Sourcewell Contract Administrator. At a minimum, the request must: • Identify the applicable Sourcewell contract number; • Clearly specify the requested change; • Provide sufficient detail to justify the requested change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing Rev. 10/2020 3 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Request Form will become an amendment to this Contract and be incorporated by reference. 5. PARTICIPATION, CONTRACT ACCESS,AND PARTICIPATING ENTITY REQUIREMENTS A. PARTICIPATION. Sourcewell's cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities. The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity's authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Vendor understands that a Participating Entity's use of this Contract is at the Participating Entity's sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source. Vendor is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract. B. PUBLIC FACILITIES. Vendor's employees maybe required to perform work at government- owned facilities, including schools. Vendor's employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws. 6. PARTICIPATING ENTITY USE AND PURCHASING A. ORDERS AND PAYMENT.To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Vendor that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Vendor. Typically, a Participating Entity will issue an order directly to Vendor. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration of this Contract; however,Vendor performance, Participating Entity payment, and any applicable warranty periods or other Vendor or Participating Entity obligations may extend beyond the term of this Contract. Rev. 10/2020 4 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA Vendor's acceptable forms of payment are included in Attachment A. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity. B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Vendor, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entitles may require the use of a Participating Addendum; the terms of which will be worked out directly between the Participating Entity and the Vendor. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract. C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements (such as e-commerce specifications, specialized delivery requirements, or other specifications and requirements) not addressed in this Contract, the Participating Entity and the Vendor may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement. D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Vendor in the event of any of the following events: 1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the goods to be purchased; 2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity's requirements; or 3. Vendor commits any material breach of this Contract or the additional terms agreed to between the Vendor and a Participating Entity. E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity's order will be determined by the Participating Entity making the purchase. 7. CUSTOMER SERVICE A. PRIMARY ACCOUNT REPRESENTATIVE. Vendor will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for: • Maintenance and management of this Contract; • Timely response to all Sourcewell and Participating Entity inquiries; and • Business reviews to Sourcewell and Participating Entities, if applicable. Rev. 10/2020 5 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA B. BUSINESS REVIEWS. Vendor must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, supply issues, customer issues, and any other necessary information. 8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Vendor must provide a contract sales activity report (Report) to the Sourcewell Contract Administrator assigned to this Contract. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales,Vendor must submit a report indicating no sales were made). The Report must contain the following fields: • Customer Name (e.g., City of Staples Highway Department); • Customer Physical Street Address; • Customer City; • Customer State/Province; • Customer Zip Code; • Customer Contact Name; • Customer Contact Email Address; • Customer Contact Telephone Number; • Sourcewell Assigned Entity/Participating Entity Number; • Item Purchased Description; • Item Purchased Price; • Sourcewell Administrative Fee Applied; and • Date Purchase was invoiced/sale was recognized as revenue by Vendor. B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Vendor will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not added to,the pricing. Vendor may not charge Participating Entities more than the contracted price to offset the Administrative Fee. The Vendor will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Vendor's name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above "Attn: Accounts Receivable" or remitted electronically to Sourcewell's banking institution per Sourcewell's Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter. Rev. 10/2020 6 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA Vendor agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract. In the event the Vendor is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Vendor in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract's expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date. 9. AUTHORIZED REPRESENTATIVE Sourcewell's Authorized Representative is its Chief Procurement Officer. Vendor's Authorized Representative is the person named in the Vendor's Proposal. If Vendor's Authorized Representative changes at any time during this Contract, Vendor must promptly notify Sourcewell in writing. 10.AUDIT,ASSIGNMENT,AMENDMENTS, WAIVER,AND CONTRACT COMPLETE A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant this Agreement are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract. B. ASSIGNMENT. Neither the Vendor nor Sourcewell may assignor transfer any rights or obligations under this Contract without the prior consent of the parties and a fully executed assignment agreement. Such consent will not be unreasonably withheld. C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been fully executed by the parties. D. WAIVER. If either party fails to enforce any provision of this Contract,that failure does not waive the provision or the right to enforce it. E. CONTRACT COMPLETE. This Contract contains all negotiations and agreements between Sourcewell and Vendor. No other understanding regarding this Contract,whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22,the terms of Articles 1-22 will govern. F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their Rev. 10/2020 7 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA respective businesses. This Contract does not create a partnership,joint venture, or any other relationship such as master-servant, or principal-agent. 11. LIABILITY Vendor must indemnify, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys'fees, arising out of the performance of this Contract by the Vendor or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. 12. GOVERNMENT DATA PRACTICES Vendor and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the Vendor under this Contract. If the Vendor receives a request to release the data referred to in this article,the Vendor must immediately notify Sourcewell and Sourcewell will assist with how the Vendor should respond to the request. 13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING,AND ENDORSEMENT A. INTELLECTUAL PROPERTY 1. Grant of License. During the term of this Contract: a. Sourcewell grants to Vendor a royalty-free, worldwide, non-exclusive right and license to use theTrademark(s) provided to Vendor by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell's relationship with Vendor. b. Vendor grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Vendor's Trademarks in advertising and promotional materials for the purpose of marketing Vendor's relationship with Sourcewell. 2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to its and their respective distributors, marketing representatives, and agents (collectively "Permitted Sublicensees") in advertising and promotional materials for the purpose of marketing the Parties' relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees. 3. Use; Quality Control. Rev. 10/2020 8 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA a. Sourcewell must not alter Vendor's Trademarks from the form provided by Vendor and must comply with Vendor's removal requests as to specific uses of its trademarks or logos. b. Vendor must not alter Sourcewell's Trademarks from the form provided by Sourcewell and must comply with Sourcewell's removal requests as to specific uses of its trademarks or logos. c. Each party agrees to use, and to cause its Permitted Sublicensees to use,the other party's Trademarks only in good faith and in a dignified manner consistent with such party's use of the Trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated. 4. As applicable, Vendor agrees to indemnify and hold harmless Sourcewell and its Participating Entities against any and all suits, claims,judgments, and costs instituted or recovered against Sourcewell or Participating Entities by any person on account of the use of any Equipment or Products by Sourcewell or its Participating Entities supplied by Vendor in violation of applicable patent or copyright laws. 5. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party's name or logo (excepting Sourcewell's pre-printed catalog of vendors which may be used until the next printing). Vendor must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell's written directions. B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Vendor individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract. C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Materials should be sent to the Sourcewell Contract Administrator assigned to this Contract. D. ENDORSEMENT. The Vendor must not claim that Sourcewell endorses its Equipment, Products, or Services. 14.GOVERNING LAW,JURISDICTION,AND VENUE Minnesota law governs this Contract. Venue for all legal proceedings out of this Contract, or its breach, must be in the appropriate state court in Todd County or federal court in Fergus Falls, Minnesota. Rev. 10/2020 9 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA 15. FORCE MAJEURE Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party's reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default. 16. SEVERABILITY If any provision of this Contract is found to be illegal, unenforceable, or void then both Sourcewell and Vendor will be relieved of all obligations arising under such provisions. If the remainder of this Contract is capable of performance, it will not be affected by such declaration or finding and must be fully performed. 17. PERFORMANCE, DEFAULT,AND REMEDIES A. PERFORMANCE. During the term of this Contract,the parties will monitor performance and address unresolved contract issues as follows: 1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Vendor will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties. 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Vendor may escalate the resolution of the issue to a higher level of management.The Vendor will have 30 calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Vendor must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Vendor fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed will be borne by the Vendor. B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default: 1. Nonperformance of contractual requirements, or 2. A material breach of any term or condition of this Contract. Written notice of default and a reasonable opportunity to cure must be issued by the party claiming default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure,the non-defaulting party may: Rev. 10/2020 10 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA • Exercise any remedy provided by law or equity, or • Terminate the Contractor any portion thereof, including any orders issued against the Contract. 18. INSURANCE A. REQUIREMENTS. At its own expense, Vendor must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an "AM BEST" rating of A- or better, with coverage and limits of insurance not less than the following: 1. Workers'Compensation and Employer's Liability. Workers' Compensation: As required by any applicable law or regulation. Employer's Liability Insurance: must be provided in amounts not less than listed below: Minimum limits: $500,000 each accident for bodily injury by accident $500,000 policy limit for bodily injury by disease $500,000 each employee for bodily injury by disease 2. Commercial General Liability Insurance. Vendor will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office ("ISO") Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for Products-Completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Vendor will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent. Minimum Limits: $1,000,000 each accident, combined single limit Rev. 10/2020 11 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA 4. Umbrella Insurance. During the term of this Contract, Vendor will maintain umbrella coverage over Workers' Compensation, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 5. Network Security and Privacy Liability Insurance. During the term of this Contract, Vendor will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Vendor's security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data—including but not limited to, confidential or private information,transmission of a computer virus, or denial of service. Minimum limits: $2,000,000 per occurrence $2,000,000 annual aggregate Failure of Vendor to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default. B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract,Vendor must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Contract Administrator assigned to this Contract.The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf. Failure to request certificates of insurance by Sourcewell, or failure of Vendor to provide certificates of insurance, in no way limits or relieves Vendor of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Vendor agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Vendor's commercial general liability insurance policy with respect to liability arising out of activities, "operations," or "work" performed by or on behalf of Vendor, and products and completed operations of Vendor. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. D. WAIVER OF SUBROGATION. Vendor waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other Rev. 10/2020 12 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA insurance applicable to the Vendor or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Vendor or its subcontractors. Where permitted by law,Vendor must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention. 19. COMPLIANCE A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold. B. LICENSES. Vendor must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Vendor conducts with Sourcewell and Participating Entities. 20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION Vendor certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Vendor declares bankruptcy, Vendor must immediately notify Sourcewell in writing. Vendor certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Vendor further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. 21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may also require additional requirements based on specific funding specifications. Within this Article, all Rev. 10/2020 13 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA references to "federal" should be interpreted to mean the United States federal government. The following list only applies when a Participating Entity accesses Vendor's Equipment, Products, or Services with United States federal funds. The Participating Entity must provide advance notification to Vendor if federal funds are being used for the purchase. A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of"federally assisted construction contract" in 41 C.F.R. § 60- 1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 C.F.R. §, 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 C.F.R. § 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor."The equal opportunity clause is incorporated herein by reference. [Note-Vendor operates under California law and does not participate in or file Affirmative Action Plans.] B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of$2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti-Kickback"Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). 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. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Vendor must be in compliance with all applicable Davis-Bacon Act provisions. C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of$100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of Rev. 10/2020 14 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA 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 U.S.C. § 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. This provision is hereby incorporated by reference into this Contract. Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above. D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACTOR AGREEMENT. If the federal award meets the definition of"funding agreement" under 37 C.F.R. § 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 of experimental, developmental, or research work under that "funding agreement,"the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 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 certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above. E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of$150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Vendor certifies that during the term of this Contract will comply with applicable requirements as referenced above. F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 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 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 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 neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. Rev. 10/2020 15 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA G. BYRD ANTI-LOBBYING AMENDMENT,AS AMENDED (31 U.S.C. § 1352). Vendors must file any required certifications. Vendors must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Vendors must 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. Vendors must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352). H. RECORD RETENTION REQUIREMENTS. To the extent applicable,Vendor must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Vendor further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Vendor must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. J. BUY AMERICAN PROVISIONS COMPLIANCE.To the extent applicable,Vendor must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Vendor agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Vendor that are directly pertinent to Vendor's discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Vendor's personnel for the purpose of interview and discussion relating to such documents. L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 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; Rev. 10/2020 16 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 122220-KBA and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 22.CANCELLATION Sourcewell or Vendor may cancel this Contract at any time, with or without cause, upon 60 days' written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Vendor's Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation. Sourcewell Kubota Tractor Corporation DocuSigned by: ^' ',�'• -I DocuSigned by: lu y sf U.U/Ay ,f att., 046�S By. COFD2A139DO6489... By; 7839492180EC44E... Jeremy Schwartz Alex Woods Title: Director of Operations & Title: Vice President Procurement/CPO 1/25/2021 1 12:37 PM PST 1/25/2021 1 11:48 AM CST Date: Date: Approved: DocuSigned/I ' by: / � lea A By: 7E4268F817A64CC... 1 Chad Coauette Title: Executive Director/CEO 1/25/2021 1 2:50 PM CST Date: Rev. 10/2020 17 DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 RFP 122220 - Utility, Transport, Golf, and Recreation Vehicles with Related Accessories, Equipment, and Services Vendor Details Company Name: Kubota Tractor Corporation 1000 Kubota Drive Address: Grapevine,TX 76051 Contact: Mike Spillars Email: mike.spillars@kubota.com Phone: 817-532-5592 HST#: 95-2801513 Submission Details Created On: Monday November 16,2020 09:26:04 Submitted On: Monday December 21,2020 14:41:11 Submitted By: Rusty Pugh Email: rusty.pugh@kubota.com Transaction#: 3c3c5e15-35ad-4104-81 e6-8c47291 ccOc4 Submitter's IP Address: 47.189.235.228 Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Specifications Table 1: Proposer Identity&Authorized Representatives General Instructions(applies to all Tables)Sourcewell prefers a brief but thorough response to each question. Please do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; mark"NX if the question does not apply to you (preferably with an explanation). Line Question Response Item 1 Proposer Legal Name (and Kubota Tractor Corporation applicable d/b/a, if any): 2 Proposer Address: 1000 Kubota Drive Grapevine, TX 76051 3 lProposer website address: www.kubotausa.com " 4 Proposer's Authorized Alex Woods Representative (name, title, Vice President address, email address & phone) 1000 Kubota Dr. (The representative must have Grapevine, TX 76051 authority to sign the "Proposer's alex.woods@kubota.com Assurance of Compliance" on PH: 817-756-1171 behalf of the Proposer and, in the event of award, will be expected to execute the resulting contract): 5 Proposer's primary contact for this Rusty Pugh proposal (name, title, address, National Accounts Manager, Municipal and New Business email address & phone): 1000 Kubota Dr. Grapevine, TX 76051 rusty.pugh@kubota.com ph: 817-7163587 6 Proposer's other contacts for this Mike Spillers proposal, if any (name, title, National Accounts Business Development Manager address, email address & phone): 1000 Kubota Dr. Grapevine, TX 76051 mike.spillars@kubota.com PH: 817-532-5592 Table 2: Company Information and Financial Strength Line Question Response Item Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 7 Provide a brief history of your company, Kubota is passionate about, and dedicated to food, water, and life. Gonshiro Kubota including your company's core values, demonstrated this with the founding of Kubota in 1890 as a casting company to business philosophy, and industry longevity serve a critical need for safe drinking water. In 1893 Kubota produced the first ever related to the requested equipment, products domestic cast iron pipes. Following WWII food was in short supply in Japan. or services. Kubota developed the cultivator, a pioneering piece of equipment in the mechanization of agriculture and the revolution of the production of food. With small villages in Japan suffering from labor shortages, Kubota developed our first tractor to provide a stable and abundant food supply. In 1969 Kubota Corporation filled a product void in sub-compact tractors by introducing its first tractor into the United States. The Kubota Tractor Corporation was formed in 1972 as a privately held corporation of Kubota Corporation, Osaka, Japan. It has been growing and expanding its offering in the United States ever since. Kubota Tractor Corporation serves Kubota Corporation as distribution in the United States for Kubota equipment. This includes compact construction equipment which includes excavators, skid steers, backhoes, wheel loaders, turf mowing equipment, tractors, attachments, and utility vehicles. Additionally, Kubota Corporation has a wholly owned subsidiary in Canada (Kubota Canada Limited "KCL"). KCL supports Canadian sales and distribution. Kubota entered the utility vehicle (task vehicles, side-by-sides) market, the products and solutions for this contract proposal, in North America in 2004 and enjoys robust market share and customer satisfaction. Technology from other areas of expertise such as tractors, allowed Kubota to enter this market with proven designs and technologies from other products. As a result, every year since entering the utility vehicle market, Kubota has been named by Power Products North American as the best-selling diesel utility vehicle in North America. Kubota continues to innovate and serve its customers today with the number one selling sub-compact tractor, mini excavator, and diesel utility vehicle in the United States along with a varied and respected product offering. Kubota's core values of dedication to food, water and life are tied to serving our customers. Our company is committed to working for the development of society by drawing on all our capabilities and know-how to offer superior products and technologies. Kubota's business philosophy and primary objective is not sales and profits, rather, to win the trust of our customers and contribute to society in a growing number of ways. Everything we do is for the customer and this can be seen below in the "Kubota Promise". a. Produce state of the art, quality products b. Lead the industry in engineering and technological firsts c. Respect the environment and protect our customers safety d. Provide uncompromising service e. Listen and respond to the customer's needs f. Value each customer relationship with integrity and respect g. Support professional dealers and retailers h. Manage with vision and leadership Since our founding in 1890, Kubota continues to be a global leader in the products we produce and the markets we serve. Food, water, and the environment are indispensable for human beings. Kubota is looking to the future to support earth and humanity. By contributing products, like the utility vehicles in this proposal, and creating a superior living environment through superior products, technologies, and services, Kubota is living out its core values and business philosophy. 8 What are your company's expectations in the If awarded the Sourcewell contract, Kubota expects to meet and exceed the event of an award? expectations of Sourcewell members for products, services, and support. Sourcewell will be our first and best solution for cooperative purchasing. Our dedicated National Account Manager for Municipal and Business Development will make our Sourcewell contracts a focus for sales growth throughout the United States and Canada. Meetings, instruction, and field support at the dealer level will be part of our marketing plan to promote our contract, engage our dealer network, and advance support of Sourcewell members. Additionally, a priority will be placed on engaging government entities and encouraging the adoption of our Sourcewell contract in place of establishing individual government contracts. The Kubota dealer network will receive updated training and support to ensure they support Sourcewell members to the fullest. Kubota and the National Account Manager for Municipal and New Business will partner with Sourcewell for marketing materials and trade show support. Kubota looks forward to attending and supporting Sourcewell "Get to Know Us" forums and will encourage dealer participation to understand the value of contract purchasing with Sourcewell members. Kubota will incorporate all Sourcewell marketing materials, resources, and tools (e.g. training videos, Talkin' Tactics Webinars, etc.) into dealer education and business development. Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 9 Demonstrate your financial strength and Financial information is attached in documents that include general information such stability with meaningful data. This could as Dun and Bradstreet number and Federal I.D numbers as well as more specific include such items as financial statements, financial information such as creditors, banking information, and a full financial report. SEC filings, credit and bond ratings, letters of credit, and detailed reference letters. Kubota Tractor Corporation's parent company, Kubota Corporation, carries an AA- Upload supporting documents (as applicable) issuer rating as well as a Long-Term Issue rating of AA-. This very high credit in the document upload section of your worthiness is supported by excellent factors. The short-term rating is a-1+. This response. rating denotes a certainty of the fulfillment of short-term obligation as high. A copy of the most recently available full year financial report has been included in documentation. 10 What is your US market share for the Kubota's market share in the United States for our commercial utility vehicles (task solutions that you are proposing? vehicles, side-by-side vehicles) is 24.3%. 11 What is your Canadian market share for the Kubota's Canadian market share for commercial utility vehicles (task vehicles, side-by- solutions that you are proposing? side vehicles) is 45%. 12 Has your business ever petitioned for No, Kubota has never petitioned for bankruptcy protection. bankruptcy protection? If so, explain in detail. 13 How is your organization best described: is it a) Distributor. Kubota Tractor Corporation was incorporated under the laws of the a manufacturer, a distributor/dealer/reseller, or state of California and is a wholly owned subsidiary of the holding company Kubota a service provider? Answer whichever North America Corporation which is wholly owned by Kubota Corporation, a question (either a) or b) just below) best Japanese Corporation. Kubota Tractor Corporation and Kubota Canada Ltd sell applies to your organization. Kubota equipment to the Kubota dealer network of over 1,100 independently owned a) If your company is best described as a Kubota dealerships. These dealers service and sell Kubota products in all 50 states distributor/dealer/reseller (or similar entity), and throughout Canada. provide your written authorization to act as a distributor/dealer/reseller for the manufacturer of the products proposed in this RFP. If applicable, is your dealer network independent or company owned? b) If your company is best described as a manufacturer or service provider, describe your relationship with your sales and service force and with your dealer network in delivering the products and services proposed in this RFP. Are these individuals your employees, or the employees of a third party? 14 If applicable, provide a detailed explanation No licenses and certifications are required to be held by Kubota. However, Kubota outlining the licenses and certifications that seeks certifications to demonstrate commitment to excellence in quality in design, are both required to be held, and actually development, and environmental sustainability. This can be seen in the certifications held, by your organization (including third our company has achieved. Our company employs DRBFM, a cross functional parties and subcontractors that you use) in disciplined process to evaluate proposed changes to designs. Kubota self-audits pursuit of the business contemplated by this quality, quality compliance, cross audits, and audits at short notice. This focus on RFP. auditing and compliance is to achieve operational excellence. All divisions have achieved ISO 9001 certification. 24 Kubota Group companies whose primary operation is manufacturing have acquired certification. Additionally, our commitment to environmental excellence is witnessed by our ISO 14001 environmental certifications. ISO 14001 certification has been achieved at all domestic sites and 14 production sites in Japan. ISO 14001 certification is an environmental certification issued by the International Organization for Standardization. 15 Provide all "Suspension or Debarment" There have been no suspensions or debarment in the past ten years. information that has applied to your organization during the past ten years. Table 3: Industry Recognition &Marketplace Success Line Question Response Item Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 16 Describe any relevant industry awards or Kubota is a global major brand providing products, services, and solutions dedicated recognition that your company has received to excellence in all of the markets it operates and serves. We are proud of the in the past five years many industry awards and recognition we have achieved around the world as they are relevant to Kubota's dedication to excellence in environmental issues and in product innovation. 2019 Best-selling diesel utility vehicle in North America — Power Products Marketing North American Utility Vehicle Market Reports (every year since 2004) The North American Dealers Association (NAEDA) Dealers-Manufacturers survey has ranked Kubota number one, six years in a row OEM Off-Highway Research — Worlds #1 selling compact excavator Kubota obtained the highest rated "A-List Company" in "CDP Water Security Program". The CDP is an international non-profit organization that conducts researches against companies and governments to reduce greenhouse gases and emissions Equipment Watch - Kubota U35-4 compact excavator wins Highest Retained Value Award Excellence Award in Environmental Reporting - 23rd annual Environmental Communication Awards co-sponsored by the Japanese Ministry of the Environment and the Global Environment Forum 2018 Best-selling diesel utility vehicle in North America — Power Products Marketing North American Utility Vehicle Market Reports Environmental Technology and Project Award presented by the Environmental Engineering Committee of the Japan Society of Civil Engineers OEM Off-Highway Research — Worlds #1 selling compact excavator Excellence Award - CASBEE Sakai Environmental Building Awards for promoting environmentally buildings BLUE PROPER Award - Environment Minister Indonesia. This rating is only for companies found operating 100 percent in compliance with environmental regulations Green Award - Kubota Environmental Engineering (Shanghai) - Chinese Environmental Conference KBS Kubota Co., Ltd. - Environmental Contribution Award presented at the 2018 Logistics Awards sponsored by the Japan Institute of Logistics Systems Excellence Award in Environmental Reporting - 22nd annual Environmental Communication Awards co-sponsored by the Japanese Ministry of the Environment and the Global Environment Forum 2017 AE50 Outstanding Innovation Award — RTV X1140 Utility Vehicle Best-selling diesel utility vehicle in North America — Power Products Marketing North American Utility Vehicle Market Reports OEM Off-Highway Research — Worlds #1 selling compact excavator Green Industry Award from the Thai government Kubota obtained the highest rated "A-List Company" in "CDP Water Security Program" in 2017. The CDP is an international non-profit organization that conducts researches against companies and governments to reduce greenhouse gases and emissions AGRITECHNICA 2017 — Vicon Extra 7100T GEOMOW — Machine of the Year iF International Forum - Design Award — M7001 series 2016 Japan Institute of Design Promotion — FY2016 Good Design Award Best-selling diesel utility vehicle in North America — Power Products Marketing North American Utility Vehicle Market Reports OEM Off-Highway Research — Worlds #1 selling compact excavator 2015 Paris International Agri-business Show (SIMA) Kubota M7001 series most notable product — Machine of the Year ViconFastBale — SIMA Innovation Awards Silver Medal for superior technology AGRITECHNICA 2015 — Kvemeland 2500 iPlough Machine of the Year Best-selling diesel utility vehicle in North America — Power Products Marketing North American Utility Vehicle Market Reports OEM Off-Highway Research — Worlds #1 selling compact excavator 17 What percentage of your sales are to the Government and education collectively comprise approximately 35% of Kubota's governmental sector in the past three years national accounts program reporting. 18 What percentage of your sales are to the Government and education collectively comprise approximately 35% of Kubota's education sector in the past three years national accounts program reporting. Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 19 List any state, provincial, or cooperative Sourcewell cooperative purchasing contract — 2020 - $30.9mm, 2019 - $33.8mm, purchasing contracts that you hold. What is 2018 - $26.3mm, 2017 — $16.2mm the annual sales volume for each of these contracts over the past three years? BuyBoard — 2020 - $6.6mm, 2019 - $9.9mm, 2018 - no contract HGAC cooperative purchasing contract - 2020 - $306k, 2019 - $595k, 2018 - $656k, 2017 — $837k MAPO cooperative purchasing contract - 2020 - $1.2mm, 2019 - $1.7mm, 2018 - $1.16mm, 2017 — $1.35mm Louisiana state contract - 2020 - $199k, 2019 - $3.4mm, 2018 - $3.41 mm, 2017 — $2.07mm Oregon state contract - 2020 - $349k, 2019 - $1.2mm, 2018 - $860k, 2017 — $959k New York state contract (adopted Sourcewell contract, volume is included in Sourcewell totals) Pennsylvania state contract - 2020 - $1.5mm, 2019 - $2.2mm, 2018 - $44k, 2017 — no sales, contract was established in 2018. 20 List any GSA contracts or Standing Offers Kubota has multiple dealers holding General Services Administration contracts and and Supply Arrangements (SOSA) that you can be found on https://www.gsaadvantage.gov/advantagetwstmain/start—page? hold. What is the annual sales volume for store=ADVANTAGE. While dealer overall sales volumes are visible to Kubota, each of these contracts over the past three dealer GSA sales volumes are not reported. years? Table 4: References/Testimonials Line Item 21.Supply reference information from three customers who are eligible to be Sourcewell participating entities. Entity Name" Contact Name" Phone Number* State of Illinois - Illinois Department of Michael Staab (217) 494-4167 Transportation County of Loudon, Virginia Parks & James Lickey (571) 333-0547 Recreation Miami Dade County Bernie Rodriguez (305) 755-7873 Table 5: Top Five Government or Education Customers Line Item 22. Provide a list of your top five government,education, or non-profit customers(entity name is optional), including entity type,the state or province the entity is located in,scope of the project(s),size of transaction(s),and dollar volumes from the past three years. Entity Name Entity Type State/ Scope of Work* Size of Transactions Dollar Volume Past Three Province- Years Village of Government New York-NY Construction and maintenance Averages $25,000-$50,000 $763,406 Holley equipment - Kubota equipment purchases City of Government North Carolina- Construction and maintenance Averages $25,000-$50,000 $384,395 Greensboro NC equipment - Kubota equipment purchases Town of Government New York-NY Construction and maintenance Averages $25,000-$50,000 $355,798 Fallsburg equipment - Kubota equipment purchases City of Athens Government Alabama-AL Construction and maintenance Averages $25,000-$50,000 $342,345 equipment - Kubota equipment purchases City of Government Ohio-OH Construction and maintenance Averages $25,000-$50,000 $284,630 Cleveland equipment - Kubota equipment purchases Table 6: Ability to Sell and Deliver Service Describe your company's capability to meet the needs of Sourcewell participating entities across the US and Canada,as applicable.Your response should address in detail at least the following areas: locations of your network of sales and service providers,the number of Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 workers(full-time equivalents)involved in each sector,whether these workers are your direct employees(or employees of a third party), and any overlap between the sales and service functions. Line Question Response" Item 23 Sales force. Kubota's sales force contains employees of our company as well as that of our dealer network numbering over 1,100 locations. Sales coverage is in place for all 50 states as well as Canada by both our dealers and Kubota commercial sales team. Our typical dealer averages four sales representatives leading to dealer sales representation that conservatively averages over 4,000 representatives. Kubota in Canada has 154 dealer locations with similar sales force averages. Additionally Kubota directly employs 51 region sales managers, five district sales managers, and five division sales managers. This Kubota sales force is essential for educating and instructing dealers in promoting and supporting government and education entities. This combined sales effort will also drive new Sourcewell member growth and engagement. 24 Dealer network or other distribution methods. Kubota has three distribution warehouses in the United States in Georgia, Kansas, and California. These centers serve and support over 1,100 Kubota dealers serving all fifty states in the United States. In Canada, Kubota has 154 dealers who serve all of Canada. 25 Service force. Kubota places a high level of importance on quality, dependability, and service support. In fact, Kubota dealers average over twice as many service technicians as sales representatives. With each Kubota dealer averaging 9 service technicians, Kubota's dealer network averages over nine thousand service representatives in the United States. Many of these have mobile service vehicles. Kubota's Canadian dealer network has similar averages of service technicians in its 154 dealerships. Kubota internally employs approximately 50 field-based technical service representatives to assist the dealer network with ensuring maximum up time and value for Kubota users. Kubota has stringent dealer requirements to provide strong customer service support and obligations are high. Each dealership is required to have a factory trained service technician on staff at all times. This factory training is facilitated by the Kubota corporate technical service center in Grapevine, TX. A corporate service training staff ensures dealers have access to, and take advantage of, world-class service training. Every dealer is also required to participate annually in service training school which last multiple days. These requirements ensure Kubota dealers meet our stated service goals and expectations. 26 Describe in detail the process and The process for our customer service program is for Sourcewell members to make procedure of your customer service contact with their servicing dealer. Their Kubota dealer is local and waiting to support program, if applicable. Include your Sourcewell members with after sale parts and service support. Sourcewell members response-time capabilities and can source parts, additional services, warranty work, or other support directly with their commitments, as well as any incentives that local dealer. These local servicing Kubota dealers in turn work with Kubota directly to help your providers meet your stated provide the best parts and service solution for Sourcewell members. This one step, service goals or promises. one point of contact process creates the easiest and fastest solution for Sourcewell members when they need customer service support. 27 Describe your ability and willingness to Kubota will provide service and support to Sourcewell members in all 50 states in the provide your products and services to United States. Sourcewell participating entities in the United States. 28 Describe your ability and willingness to Kubota Canada Ltd. is able to provide to Sourcewell members service and support in provide your products and services to Canada. Sourcewell participating entities in Canada. 29 Identify any geographic areas of the United There are no geographic restrictions in the United States or Canada. There are no States or Canada that you will NOT be fully participating Sourcewell entities that Kubota will not be fully serving. serving through the proposed contract. 30 Identify any Sourcewell participating entity There are no participating Sourcewell entities that Kubota will not be fully serving. sectors (i.e., government, education, not-for- Kubota will support all Sourcewell members equally and fully. profit) that you will NOT be fully serving through the proposed contract. Explain in detail. For example, does your company have only a regional presence, or do other cooperative purchasing contracts limit your ability to promote another contract? 31 Define any specific contract requirements or There are no restrictions to supporting Sourcewell members in Alaska and Hawaii. restrictions that would apply to our Kubota has dealers located in both states to support Sourcewell members. participating entities in Hawaii and Alaska and in US Territories. Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Table 7: Marketing Plan Line Question Response Item 32 Describe your marketing strategy for Kubota will market and promote the Sourcewell contract internally to its dealer network promoting this contract opportunity. sales team, as well as internally to the Kubota corporate sales team. In addition, Kubota Upload representative samples of your will promote directly among the government and education sectors in multiple ways. To marketing materials (if applicable) in enhance dealer understanding and onboarding for our Sourcewell solution, we use web the document upload section of your based training to further deepen dealer understanding. Marketing materials are designed in response. conjunction with Sourcewell for dealers and the national Kubota sales team. We also employ a dealer sales bulletin system that describes in detail for our entire dealer network of 1,100 dealers how to transact and promote our existing Sourcewell contract. Part of dealer engagement and understanding is promotion of our dealer quote tool tied specifically to our Sourcewell solution. This intuitive and easy to use tool means dealers can quote Sourcewell members quickly and accurately. Kubota promotes local Sourcewell events among dealers and encourages attendance. Local dealer support is critical for contract success as well as Sourcewell member support and satisfaction so we place a high level of effort in dealer knowledge and contract support. Dealer engagement is critical to marketing success and we couple this with sales engagement among the Kubota corporate sales team. Growth in this channel has been incorporated into Kubota regional sales manager's management plan. Lastly, the Kubota National Accounts team attends regional dealer and company events to discuss and promote our Sourcewell solution internally and with our dealer network. The National Accounts team also attends and promotes Sourcewell sponsored events. We have and will continue to engage our dealer's sales team and internal sales teams in a meaningful way to ensure success for our Sourcewell solution. In addition to promoting our Sourcewell solution internally, we will be promoting our solution externally. Kubota will attend and promote our solution at regional and national events in government and education. We have dedicated resources to this channel to support our marketing plan. Kubota is an ecosystem of high expectations. We will bring these high expectations to our marketing and promotional efforts to supporting events in all government entities; public and private, K-12 schools, colleges, universities and non-profit organizations. 33 Describe your use of technology and Kubota has integrated digital resources into dealer training and education to support current digital data (e.g., social media, Sourcewell contracts and this current proposed solution. Training videos are available metadata usage) to enhance online to help dealers understand and identify how to serve Sourcewell members and grow marketing effectiveness. our business utilizing the Sourcewell contract. Dealers are instructed in how the process works and can be integrated into their individual dealer sales plans. Additionally, we have created dealer facing quotation tools dedicated to our Sourcewell contract to ensure ease of use and accuracy of information provided to Sourcewell members. 34 In your view, what is Sourcewell's role Our view of Souroewell's role in promoting contracts is that of partner rather than relying on in promoting contracts arising out of Sourcewell to promote Kubota's contract solutions. Sourcewell is our partner for contract this RFP? How will you integrate a adoption, promotion, and education. Kubota will partner with Sourcewell in seeking state Sourcewell-awarded contract into your adoption and acceptance of Sourcewell solutions. Sourcewell partnering with us in GTKU's sales process? has been and will continue to be effective in dealer sales education. We expect Sourcewell to continue creating content and marketing material we can use to promote Sourcewell in general and our solution specifically. We expect Sourcewell to continue engagement at our annual in person dealer meetings. Lastly, we will continue to expect to rely on our contract manager for input and guidance regarding our solutions. We expect a partnership in promoting, educating, and engagement so we can both grow together. 35 Are your products or services An e-procurement system is not currently in place. However, Kubota does use an e- available through an e-procurement quoting tool to ensure speed and accuracy for Sourcewell members. Given the complexity ordering process? If so, describe your and customization involved in building solutions for Sourcewell members, a consultative e-procurement system and how approach helps best design individualized solutions for Sourcewell members. Working with governmental and educational dealers to fully understand the local terrain and environment, as well as taking advantage of customers have used it. the expertise of our dealer network, best serves Sourcewell members. This ability to tailor member requirements with the available products, options, and services for Sourcewell members provides a distinct advantage over e-procurement. Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Table 8:Value-Added Attributes Line Question Response Item 36 Describe any product, equipment, All product training is available through our dealer network. Training is tailored to the maintenance, or operator training Sourcewell member's existing knowledge and requirements. Operator training is provided for programs that you offer to every member upon delivery of each product. More advanced levels of training are available Sourcewell participating entities. upon request. Other training such as additional on-site training may be requested by Include details, such as whether Sourcewell members. This training may be discussed with dealers and provided as an training is standard or optional, additional line-item in a Sourcewell member quote. who provides training, and any costs that apply. 37 Describe any technological Innovation in technology is common and ongoing within our company. Common rail systems advances that your proposed and Eco-Plus system prioritizes fuel economy, low noise, and vibration cabs as well as products or services offer. vibration matched hydraulics. Because of our technological advances, many of our competitors choose to use Kubota engines in their products. The units in this solution have electronic fuel injection and either continuously variable transmissions with inertial clutches (CVT Plus) or variable hydro transmissions. 38 Describe any "green" initiatives Kubota's has a deep commitment to green initiatives. In 1995 Kubota began the internal that relate to your company or to Environmental Audit System for environmental protection in accordance with standards stricter your products or services, and than existing laws and regulations and towards continuous environmental improvement. All include a list of the certifying domestic establishments achieved ISO 14001 environmental certifications from the agency for each. International Organization for Standardization. In 2010 Kubota was certified as an Eco-First Company by Japan's Ministry for the Environment. The Kubota Group has established a Kubota Group Environmental Charter as well as involvement with environmental conservation activities and setting medium and long-term environmental conservation targets. These targets have resulted in actions that have achieved results. 2019 in comparison to 2014 has achieved the following results. CO2 emission per unit produced has been reduced by -17.1%. Energy use per unit of production was reduced by -14.3%. Waste discharge has reduced by -10% per unit of production. Water consumption per unit of production was reduced by -19.5%. VOC's (volatile organic compounds) was reduced per unit of production by -38.1% Our long-range plans and immediate actions of the present demonstrate Kubota's commitment to reducing CO2 and VOC emissions, reducing waste, conserving water, and preserving our environment. "For Earth, For Life", it is more than our motto, it is what we do. https://www.kubota.com/sustainability/environment(activelindex.htm I 39 Identify any third-party issued eco- The vehicles proposed in our solution are all EPA and CARB certified. The California rating labels, ratings or certifications that (CARB) is in fact even more stringent than EPA certification. Documentation is provided your company has received for the in "additional documents". equipment or products included in your Proposal related to energy efficiency or conservation, life-cycle design (cradle-to-cradle), or other green/sustainability factors. 40 Describe any Women or Minority No proposal for this section. Business Entity (WMBE), Small Business Entity (SBE), or veteran owned business certifications that your company or hub partners have obtained. Upload documentation of certification (as applicable) in the document upload section of your response. 41 What unique attributes does your Being the number one selling diesel commercial utility vehicle in North America positions company, your products, or your Kubota as unique. This position is based on Kubota's commitment to form and function in services offer to Sourcewell consumer comfort and rugged durability. For maximum comfort these units have independent participating entities? What makes suspension on all four wheels. The extra duty IRS (independent rear suspension) sets a new your proposed solutions unique in standard for durability. Additionally, this suspension is height-adjustable front and rear your industry as it applies to suspension. The electronic power steering found on the units in this solution deliver Sourcewell participating entities? exceptional steering control that improves handling and stability. Durability is a unique attribute to Kubota products in this solution. Kubota has more experience in variable hydraulic transmissions than any other utility vehicle manufacturer. The engine torque is maximized through an advanced variable displacement HST motor, resulting in a larger torque band. Kubota has a 20% larger, clog-resistant radiator and air-intake located high and up front, where the air is cleaner and cooler. This improves both radiator performance and simplifies maintenance. Our wide fin pitch design minimizes clogging, further improving radiator performance. Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Table 9: Warranty Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure.You may upload representative samples of your warranty materials(if applicable) in the document upload section of your response in addition to responding to the questions below. Line Question Response Item 42 Do your warranties cover all products, parts, and Yes. Warranty documents providing detail are included in this proposal. labor? 43 Do your warranties impose usage restrictions or Warranty details are provided in the warranty guide. The warranty guide is other limitations that adversely affect coverage? fully instructive in warranty details. Abuse and neglect for example are not covered under warranty. 44 Do your warranties cover the expense of Travel time and mileage are not under the coverage of warranty. However, if technicians' travel time and mileage to perform Kubota issues a recall there may be reimbursement for travel time and/or warranty repairs? mileage paid to the dealer/technician. 45 Are there any geographic regions of the United Every authorized Kubota dealer is required to have one factory trained States or Canada (as applicable) for which you technician on staff. With 1,100 dealers in the United States with coverage in cannot provide a certified technician to perform all 50 states as well as 154 dealers in Canada, Kubota dealers are well warranty repairs? How will Sourcewell participating positioned to serve Sourcewell members with factory trained technicians. entities in these regions be provided service for Kubota dealers are responsible to service and support all sales made by the warranty repair? dealer. Service for warranty repairs for Sourcewell members are made by the servicing dealer. Should, on a rare occasion, a dealer have difficulty due to remoteness or other circumstance, Kubota and the servicing dealer will work together to find resolution. 46 Will you cover warranty service for items made by No items in our proposal are made by other manufacturers. Kubota is the other manufacturers that are part of your proposal, sole manufacturer for all products in our proposal. All Kubota products are or are these warranties issues typically passed on covered by a Kubota warranty. to the original equipment manufacturer? 47 What are your proposed exchange and return All sales are final. However, at its discretion, Kubota may choose to work programs and policies? with a Sourcewell member if they purchase a product that is not matched to their needs. Kubota reserves the right to accept or deny any request for returns or exchanges. Please note, Kubota's number one dealer rating six years in a row by The North American Dealers Association (NAEDA) Dealers- Manufacturers survey speaks to our ability and willingness to resolve most any issue that arises. Lastly, any items found to be warrantable will be provided for under the terms of the warranty statement. 48 Describe any service contract options for the items Service contract options will be quoted as Open-Market items by local included in your proposal. Kubota dealers. Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Table 10: Payment Terms and Financing Options Line Question Response" Item 49 What are your payment terms (e.g., net 10, net 30)? Terms of sale are net thirty days. 50 Describe any leasing or financing options available for use Kubota is proud to offer to Sourcewell members financing and by educational or governmental entities. leasing options through Kubota Credit Corporation. 51 Briefly describe your proposed order process. Include This proposed order process is established to best support enough detail to support your ability to report quarterly Sourcewell members by letting members work closely with their local sales to Sourcewell as described in the Contract template. supporting Kubota dealers throughout the order process. Kubota For example, indicate whether your dealer network is dealers are included in our response. The process flow below included in your response and whether each dealer (or describes both the Sourcewell member order process as well as the some other entity) will process the Sourcewell participating internal order process between Kubota and dealers. entities' purchase orders. Sourcewell member process flow: Sourcewell members contact their local Kubota dealer or Kubota Tractor Corporation directly for a quote. Additionally, Kubota dealers proactively marketing the Sourcewell contract may become aware of a need or quote request. If non-Sourcewell members request a quote, dealers have been instructed how to help prospective and qualifying non-members become a Sourcewell member. The local Kubota dealer will provide the existing or new Sourcewell member with a Kubota authorized Sourcewell quote. This quote is created using the Kubota authorized dealer quote tool. If Sourcewell members decide to move forward and acquire a Kubota product, Sourcewell members will issue a purchase order made to the Kubota dealer. The servicing dealer will fulfill the order either from their dealer inventory, or the dealer will order the product from Kubota in the event the product is not located in the servicing dealer inventory. The product is shipped to the Kubota dealer for the required inspections and any preparation needed for the Sourcewell member. Delivery is coordinated with the Sourcewell member and upon delivery, operating instructions are reviewed and dealers assist with all needs and questions by the Sourcewell member. Sourcewell member satisfaction is ensured before the process moves on. The process continues and turns internally between Kubota and dealers. Kubota/Dealer process flow: Dealers will settle the purchased unit indicating the sale is to a Sourcewell member in order to receive credit for the sale. The supporting dealer will provide Kubota the quote as well as the Sourcewell member purchase order for reference. Kubota will create quarterly reports for dealer sales to Sourcewell members. Kubota will submit this report to Sourcewell quarterly. Kubota makes payment to Sourcewell based on the agreed upon administrative fee. For reference, this process is the currently established process for Sourcewell contract 040319. 52 Do you accept the P-card procurement and payment Kubota dealers may, at their discretion, accept the P-card. Kubota process? If so, is there any additional cost to Sourcewell encourages Sourcewell members to consult with their local supporting participating entities for using this process? dealer for participation. Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Table 11: Pricing and Delivery Provide detailed pricing information in the questions that follow below. Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as desribed in the RFP,the template Contract,and the Sourcewell Price and Product Change Request Form. Line Question Response Item 53 Describe your pricing model (e.g., line-item discounts or Kubota will offer a specific discount from published list price (MSRP) product-category discounts). Provide detailed pricing data for each model and series in our proposed solution. The discount (including standard or list pricing and the Sourcewell from MSRP for this proposal is 22 percent. These discounts can discounted price) on all of the items that you want be found in the supporting pricing documentation located under Form Sourcewell to consider as part of your RFP response. If P. applicable, provide a SKU for each item in your proposal. Upload your pricing materials (if applicable) in the document upload section of your response. 54 Quantify the pricing discount represented by the pricing Sourcewell member pricing discount will be 22 percent from MSRP proposal in this response. For example, if the pricing in of Kubota UTV's. your response represents a percentage discount from MSRP or list, state the percentage or percentage range. 55 Describe any quantity or volume discounts or rebate Kubota offers best and last pricing for individual units without programs that you offer. requiring Sourcewell members to buy in volume or apply for rebates after the sale. 56 Propose a method of facilitating "sourced" products or Requests for open market ("sourced") or non-standard items can be related services, which may be referred to as "open market" added to Sourcewell member quotes at their request. Acceptance items or "nonstandard options". For example, you may of these quoted sourced/non-standard items will be at the discretion supply such items "at cost' or "at cost plus a percentage," of Sourcewell members. or you may supply a quote for each such request. 57 Identity any element of the total cost of acquisition that is PDI Fee - $400 Dealer or Factory Installation of Accessories - This NOT included in the pricing submitted with your response. will be a line item added to the price quote. All common This includes all additional charges associated with a accessories and attachments have a standard labor time associated purchase that are not directly identified as freight or with the installation of the attachment. Dealer labor rate for shipping charges. For example, list costs for items like pre- installation will vary due to regional economic variances (e.g. San delivery inspection, installation, set up, mandatory training, or Francisco, CA labor rates are higher than Mobile. AL). Kubota initial inspection. Identity any parties that impose such costs reviews all dealer labor rate differences and ensures that all dealer and their relationship to the Proposer. rates are justified and compliant with normal regional economic conditions. Kubota strives to maintain a labor rate relative to $100/hour. 58 If freight, delivery, or shipping is an additional cost to the Freight charges will be shown in every quote and invoice. A Sourcewell participating entity, describe in detail the standardized freight chart will be utilized and is attached to this complete freight, shipping, and delivery program. proposal in documentation. 59 Specifically describe freight, shipping, and delivery terms or Freight in Canada is calculated similarly by Kubota Canada Ltd. as programs available for Alaska, Hawaii, Canada, or any that of Kubota Tractor Corporation. Freight for Hawaii and Alaska offshore delivery. will be provided by a freight forwarder and added to all quotes and invoices. 60 Describe any unique distribution and/or delivery methods or A unique aspect of Kubota's distribution method is having new, options offered in your proposal. forward inventory within the Kubota dealer network. Many products are already in place and close to Sourcewell members within our 1,100 location dealer network. This allows for Sourcewell members to visit local dealers and many times have a hands-on opportunity with product before purchasing. While Kubota whole goods are distributed through three warehouses in the United States and one in Canada, this access to whole goods through dealer interaction is an added benefit to Sourcewell members. Additionally, having a receiving local dealer allows for specialization of products to meet local and unique needs and requirements before delivery to Sourcewell members. Table 12: Pricing Offered Line The Pricing Offered in this Proposal is: Comments Item 61 b.the same as the Proposer typically offers to GPOs,cooperative procurement organizations,or state purchasing departments. Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Table 13: Audit and Administrative Fee Line Question Response Item 62 Specifically describe any self-audit process or program that you Kubota self-audits multiple product group's regularly reviewing plan to employ to verify compliance with your proposed Contract and auditing pricing along with our digital marketing group with Sourcewell. This process includes ensuring that Sourcewell that manages our electronic pricing database. In addition, participating entities obtain the proper pricing, that the Vendor the National Accounts group regularly reviews dealer quoting reports all sales under the Contract each quarter, and that the for pricing accuracy. These multiple layers of self-audit and Vendor remits the proper administrative fee to Sourcewell. review elevate accuracy and compliance. Kubota dealers are not paid for their sales using the Sourcewell program without submitting all of the required information to report accurately on the Sourcewell contract usage reports. This information is in turn downloaded to create our usage reports for the Sourcewell program. This series of overlapping auditing for pricing and reporting drives contract compliance. 63 Identify a proposed administrative fee that you will pay to Kubota proposes paying a 1.5% administrative fee of total Sourcewell for facilitating, managing, and promoting the Sourcewell sales less freight, assembly fees, and pre-delivery inspection Contract in the event that you are awarded a Contract. This fee is fees for Kubota products only. typically calculated as a percentage of Vendor's sales under the Contract or as a per-unit fee; it is not a line-item addition to the Members cost of goods. (See the RFP and template Contract for additional details.) Table 14A: Depth and Breadth of Offered Equipment Products and Services Line Question Response Item 64 Provide a detailed description of the Commercial utility vehicles and task vehicles, also known as utility terrain vehicles equipment, products, and services that you (UTV's) or side-by-sides, are being proposed for this contract solution. These are offering in your proposal. vehicles come in a variety of horsepower options, sizes, and options as needed per the requirement of Sourcewell members. Gasoline and diesel engines are both available. These vehicles are being used in a wide variety of applications throughout the world. The versatility in dump beds and options such as snow blowers, sweepers, and plows make these units highly utilized. Some of the applications are construction, lawn and turf, landscaping, golf course management, farming, and general maintenance and purpose. The robust build of Kubota UTV's make them suitable for transportation of multiple people in most any application and is demonstrated as being the number one selling diesel utility vehicle in North America since 2004. Lastly, these units have towing capacity up to 1,300lbs (RTV-X900 General Purpose, RTV-X900 Worksite, RTV-X1120 General Purpose, RTV-X1120 Worksite, RTV-X1120 Deluxe, RTV-X1100C, and RTV-X1140. These UTV's also all enjoy payload capacity above 1,500lbs. Kubota is also proposing warranty, parts, and service support on this contract solution provided by the Kubota dealer network. 65 Within this RFP category there may be The following items are related to, and work in conjunction with, the utility vehicles subcategories of solutions. List subcategory proposed in our solution. These items fall into the subcategory title — "Options". titles that best describe your products and These are snow blowers, sweepers, v-plows, and straight plows. services. Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Table 1413: Depth and Breadth of Offered Equipment Products and Services Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal. Provide additional comments in the text box provided,as necessary. Line Item Category or Type Offered Comments 66 Utility Vehicles r Yes Kubota offers a complete line of 2 r No seat and 4 seat gas and diesel powered utility vehicles. 67 Task Vehicles Yes Kubota utility vehicle can be r No configured in virtually unlimited configurations to meet almost any need or task. 68 Golf Carts f Yes Our vehicles are not used as golf G No carts 69 Low-speed Vehicles (LSV) r Yes Max speed limit for all Kubota RTV's f No is 25mph with the exception of RN- X1120's (29mph) and Sidekicks (40mph) 70 Parking Enforcement f•Yes Kubota vehicles can be used for f No parking enforcement with the correct lighting package installed. 71 Patrol and EMS Solutions G Yes With correct lighting and EMS r No aftermarket packages installed. 72 Passenger Shuttles r: Yes Kubota Utility vehicles have been C No used in multiple passenger shuttle situations including the Coachella Music Festival 73 Burden Carriers r Yes Our machines are not considered as G No burden carriers 74 Side-by-sides G Yes Our vehihicles are all considered to f No be side by side units with 2 and 4 passenger seating. 75 All-Terrain Vehicles (ATV) r Yes Kubota utility vehicles are all-terrain f No vehicles. 76 Snowmobiles f Yes Kubota does not offer snow mobiles. G No 77 Personal Watercraft r Yes Kubota does not offer personal r No watercraft 78 Food and Beverage Solutions r Yes With correct aftermarket packages r No installed. 79 Athletic and Campus-use Vehicles r Yes Kubota utility vehicles are used in r No college campuses across the USA including Brigham Young University and Ohio State University Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Table 15: Industry Specific Questions Line Question Response- Item 80 If you are awarded a contract, provide a Kubota produces multiple sales reports on a monthly basis including our sales volume few examples of internal metrics that will numbers for the Sourcewell contract. Our main report is the National Accounts be tracked to measure whether you are Month End report.This report lists all of our sales through the national accounts having success with the contract. programs in terms of dollar volume and model mix. Kubota Executives, Middle Management and Field Sales reps review the report(s)and monitor their dealer and dealer group performance with the Sourcewell contract.We also produce a contract usage report that is sorted by Region Sales manager so that each RSM has visibility to the dealers under his responsibility that are and are not using the contract to its fullest potential. Corrective action in the form of sales training is created for underperforming dealers.Sourcewell is a specific call out line item on all National Account sales reports and is thoroughly reviewed by all levels of management for increased monthly and yearly performance. 81 Identity the engine types available for your Diesel and gasoline engines will be available to Sourcewell members products(e.g.,gasoline, diesel, CNG, propane, hybrid, electric,etc.) 82 Describe the reliability of your products in Kubota utility vehicles reliability is well established in the marketplace by consumer extreme hot and cold environments and choice.These vehicles have options well-suited to harsh cold and hot environments. inclement weather. Optional cabs with either air conditioning or heat and defrosting/defogging functions will serve Sourcewell members well in difficult conditions.These options enhance operator comfort and safety in severe conditions. Exceptions to Terms, Conditions, or Specifications Form Only those Proposer Exceptions to Terms,Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text. Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 Proposer's Affidavit PROPOSER AFFIDAVIT AND ASSURANCE OF COMPLIANCE I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the Proposer to this Affidavit and Assurance of Compliance: 1. The Proposer is submitting this Proposal under its full and complete legal name,and the Proposer legally exists in good standing in the jurisdiction of its residence. 2. The Proposer warrants that the information provided in this Proposal is true,correct, and reliable for purposes of evaluation for contract award. 3. The Proposer, including any person assisting with the creation of this Proposal, has arrived at this Proposal independently and the Proposal has been created without colluding with any other person,company,or parties that have or will submit a proposal under this solicitation; and the Proposal has in all respects been created fairly without any fraud or dishonesty.The Proposer has not directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of this solicitation or operations of a resulting contract; and the Proposer has not taken any action in restraint of free trade or competitiveness in connection with this solicitation.Additionally, if Proposer has worked with a consultant on the Proposal,the consultant(an individual or a company)has not assisted any other entity that has submitted or will submit a proposal for this solicitation. 4. To the best of its knowledge and belief,and except as otherwise disclosed in the Proposal,there are no relevant facts or circumstances which could give rise to an organizational conflict of interest.An organizational conflict of interest exists when a vendor has an unfair competitive advantage or the vendor's objectivity in performing the contract is, or might be, impaired. 5. The contents of the Proposal have not been communicated by the Proposer or its employees or agents to any person not an employee or legally authorized agent of the Proposer and will not be communicated to any such persons prior to Due Date of this solicitation. 6. If awarded a contract,the Proposer will provide to Sourcewell Participating Entities the equipment, products, and services in accordance with the terms, conditions, and scope of a resulting contract. 7. The Proposer possesses,or will possess before delivering any equipment, products,or services,all applicable licenses or certifications necessary to deliver such equipment, products,or services under any resulting contract. 8. The Proposer agrees to deliver equipment, products, and services through valid contracts, purchase orders,or means that are acceptable to Sourcewell Members. Unless otherwise agreed to,the Proposer must provide only new and first-quality products and related services to Sourcewell Members under an awarded Contract. 9. The Proposer will comply with all applicable provisions of federal, state,and local laws, regulations, rules,and orders. 10. The Proposer understands that Sourcewell will reject RFP proposals that are marked"confidential"(or"nonpublic,"etc.),either substantially or in their entirety. Under Minnesota Statutes Section 13.591, subdivision 4,all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded.At that point, proposals become public data. Minnesota Statutes Section 13.37 permits only certain narrowly defined data to be considered a"trade secret,"and thus nonpublic data under Minnesota's Data Practices Act. 11. Proposer its employees,agents,and subcontractors are not: a. Included on the"Specially Designated Nationals and Blocked Persons" list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury found at: https://www.treasury_oov/ofac/downloads/sdniist.pdf; b. Included on the government-wide exclusions lists in the United States System for Award Management found at: https://sam.00v/SAM/;or c. Presently debarred,suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation DocuSign Envelope ID:B503E831-3335-479F-B105-DD20F561DF45 by the State of Minnesota;the United States federal government or the Canadian government,as applicable; or any Participating Entity.Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this solicitation. r By checking this box I acknowledge that I am bound by the terms of the Proposer's Affidavit, have the legal authority to submit this Proposal on behalf of the Proposer,and that this electronic acknowledgment has the same legal effect,validity,and enforceability as if I had hand signed the Proposal. This signature will not be denied such legal effect,validity,or enforceability solely because an electronic signature or electronic record was used in its formation. - Alex Woods ,Vice President, Divisional Operations,Supply Chain, Parts and National Accounts, Kubota Tractor Corporation The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission,and/or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid. r Yes r- No The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document. Check the box in the column"I have reviewed this addendum" below to acknowledge each of the addenda. I have reviewed the File Name below addendum and pages attachments(if applicable) Addendum 4_Utility_Transport_Golf Recreation_122220 r 1 Thu November 19 2020 01:54 PM Addendum 3 Utility_Transport_Golf Recreation_122220 1 Fri November 13 2020 03:48 PM Addendum 2 Utility_Transport_Golf Recreation_122220 rV 1 Wed November 11 2020 11:00 AM Addendum 1 Utility_Transport_Golf Recreation_122220 2 Wed November 4 2020 04:33 PM Bid Number: RFP 122220 Vendor Name: Kubota Tractor Corporation Exhibit C CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code.An offense under this section is a misdemeanor. Name of vendor who has a business relationship with local governmental entity. Chris Peppers-Kubota Tractor Corporation 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. NONE 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? n Yes [R] 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? 10 Yes [� 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. 6 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 DocuSigned by: 12/2/2022 2C6FA9ACA54147E... 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 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form. Local Government Code§176.001(1-a):"Business relationship"means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal,state,or local governmental entity or an agency of a federal,state,or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public;or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to,that agency. Local Government Code§176.003(a)(2)(A)and(B): (a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than$100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code§176.006(a)and(a-1) (a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity, or a family member of the officer,one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B),excluding any gift described by Section 176.003(a-1);or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application,response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity;or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer,described by Subsection(a); (B) that the vendor has given one or more gifts described by Subsection (a);or (C) of a family relationship with a local government officer. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015