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HomeMy WebLinkAboutContract 61021CSC No. 61021 FORT WORTH CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT This Cooperative Purchase Agreement ("Agreement") is entered into by and between Graybar Electric Company, Inc. ("Seller") and the City of Fort Worth, ("Buyer"), 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 — City's Terms and Conditions; 3. Exhibit B — Conflict of Interest Questionnaire. 4. Exhibit C — Graybar Omnia Partners Contract EV2370; and 5. Exhibit D — Graybar Omnia Partners Appendix B-1, B-2 and C Exhibits A, B, C, and D which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. Seller agrees to provide Buyer with the services and goods included in Exhibit C pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all exhibits thereto. In the event of a conflict between Exhibit A — City's Terms and Conditions and Exhibit C — Graybar Omnia Partners Contract EV2370, then Exhibit A — City's Terms and Conditions shall control, but only to the extent allowable under the Omnia Contract EV2370. Buyer shall pay Seller in accordance with the fee schedule in Exhibit C and in accordance with the provisions of this Agreement. Total payment made annually under this Agreement by Buyer shall not exceed the amount of One Million Five Hundred Thousand and 00/100 dollars ($1,500,000.00). Seller shall not provide any additional items or services or bill for expenses incurred for Buyer not specified by this Agreement unless Buyer requests and approves in writing the additional costs for such services. Buyer shall not be liable for any additional expenses of Seller not specified by this Agreement unless Buyer 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 31, 2025. Buyer shall be able to renew this agreement for four (4) one-year renewal options by written agreement of the parties. [signature page following) OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Cooperative Purchase Page 1 of 57 DocuSign Envelope ID: OE640914-B2BE-4924-BA2F-A63B411739EF 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: m4rk Meb By: Mark McDaniel (Feb 27, 2024 11:41 CST) Name: Mark McDaniel Title: Deputy City Manager Date: Feb 27, 2024 APPROVAL RECOMMENDED: By: Name: Kevin Gunn Title: Director, IT Solutions Department CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: Robert, 2024 09:49 CST) Name: Bobby Lee Title: Sr. IT Solutions Manager APPROVED AS TO FORM AND LEGALITY: 4goo�up�4 � ��— ATTEST: �� of�RTaaad By: 00 Name: Taylor Paris �0g o=o Ppa* o00 00 °*; Title: Assistant City Attorney aa44 nol.1.0 � By: Name: Jannette Goodall Title: City Secretary SELLER: GRAYBAR ELECTRIC COMPANY, INC. DocuSigned by: By. me: Bi nHoyt Na Title: DVP Date: 2/21/2024 CONTRACT AUTHORIZATION: M&C: 23-1030 Approved: 11/28/2023 Form 1295:2023-1085480 ATTEST: By: Name: Title: OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Cooperative Purchase Page 2 of 57 Exhibit A CITY OF FORT WORTH, TEXAS TERMS AND CONDITIONS 1. Termination. a. Convenience. Either City or Vendor may terminate the Agreement at any time and for any reason by providing the other party with 30 days written notice of termination. b. Breach. If either party commits a material breach of the Agreement, the non - breaching Party must give written notice to the breaching party that describes the breach in reasonable detail. The breaching party must cure the breach ten (10) calendar days after receipt of notice from the non -breaching party, or other time frame as agreed to by the parties. If the breaching party fails to cure the breach within the stated period of time, the non -breaching party may, in its sole discretion, and without prejudice to any other right under the Agreement, law, or equity, immediately terminate the Agreement by giving written notice to the breaching party. C. Fiscal Funding Out. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence and the Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. d. Duties and Obligations of the Parties. In the event that the Agreement is terminated prior to the Expiration Date, City shall pay Vendor for services actually rendered up to the effective date of termination and Vendor shall continue to provide City with services requested by City and in accordance with the Agreement up to the effective date of termination. Upon termination of the Agreement for any reason, Vendor shall provide City with copies of all completed or partially completed documents prepared under the Agreement. In the event Vendor has received access to City information or data as a requirement to perform services hereunder, Vendor shall return all City provided data to City in a machine-readable format or other format deemed acceptable to City. 2. Attornevs' Fees, Penalties, and Liquidated Damages. To the extent the attached Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties or liquidated damages in any amount, City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 3. Law and Venue. The Agreement and the rights and obligations of the parties hereto shall be governed by, and construed in accordance with the laws of the United States and state of Texas, exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement shall be in a court of competent jurisdiction in Tarrant County, Texas. To the extent the Agreement is required to be governed by any state law other than Texas or venue in Tarrant County, City objects to such terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. Cooperative Purchase Page 3 of 57 4. Linked Terms and Conditions. If the Agreement contains a website link to terms and conditions, the linked terms and conditions located at that website link as of the effective date of the Agreement shall be the linked terms and conditions referred to in the Agreement. To the extent that the linked terms and conditions conflict with any provision of either this Addendum or the Agreement, the provisions contained within this Addendum and the Agreement shall control. If any changes are made to the linked terms and conditions after the date of the Agreement, such changes are hereby deleted and void. Further, if Vendor cannot clearly and sufficiently demonstrate the exact terms and conditions as of the effective date of the Agreement, all of the linked terms and conditions are hereby deleted and void. 5. Insurance. The City is a governmental entity under the laws of the state of Texas and pursuant to Chapter 2259 of the Texas Government Code, entitled "Self -Insurance by Governmental Units," is self -insured and therefore is not required to purchase insurance. To the extent the Agreement requires City to purchase insurance, City objects to any such provision, the parties agree that any such requirement shall be null and void and is hereby deleted from the Agreement and shall have no force or effect. City will provide a letter of self -insured status as requested by Vendor. 6. Soverei2n Immunitv. Nothing herein constitutes a waiver of City's sovereign immunity. To the extent the Agreement requires City to waive its rights or immunities as a government entity; such provisions are hereby deleted and shall have no force or effect. 7. Limitation of Liabilitv and Indemnitv. To the extent the Agreement, in any way, limits the liability of Vendor or requires City to indemnify or hold Vendor or any third party harmless from damages of any kind or character, City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 8. IP Indemnification. To the extent Vendor receives such assurances from the owners of the intellectual property, Vendor agrees to indemnify, defend, settle, or pay, at its own cost and expense, including the payment of attorney's fees, any claim or action against the City for infringement of any patent, copyright, trade mark, service mark, trade secret, or other intellectual property right arising from City's use of the Deliverable(s), or any part thereof, in accordance with the Agreement, it being understood that the agreement to indemnify, defend, settle or pay shall not apply if City modifies or misuses the Deliverable(s). So long as Vendor bears the cost and expense of payment for claims or actions against the City pursuant to this section 9, Vendor shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect the City's interest, and City agrees to cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against the City for infringement arising under the Agreement, the City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully participate and cooperate with the City in defense of such claim or action. City agrees to give Vendor timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, the City's assumption of payment of costs or expenses shall not eliminate Vendor's duty to indemnify the City under the Agreement. If the Deliverable(s), or any part thereof, is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to Cooperative Purchase Page 4 of 57 continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it non -infringing, provided that such modification does not materially adversely affect City's authorized use of the Deliverable(s); or (c) replace the Deliverable(s) with equally suitable, compatible, and functionally equivalent non -infringing Deliverable(s) at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor, terminate the Agreement, and refund all amounts paid to Vendor by the City, subsequent to which termination City may seek any and all remedies available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE SECURED BY THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY. 9. Data Breach. Vendor further agrees that it will monitor and test its data safeguards from time to time, and further agrees to adjust its data safeguards from time to time in light of relevant circumstances or the results of any relevant testing or monitoring. If Vendor suspects or becomes aware of any unauthorized access to any financial or personal identifiable information ("Personal Data") by any unauthorized person or third party, or becomes aware of any other security breach relating to Personal Data held or stored by Vendor under the Agreement or in connection with the performance of any services performed under the Agreement or any Statement(s) of Work ("Data Breach"), Vendor shall immediately notify City in writing and shall fully cooperate with City at Vendor's expense to prevent or stop such Data Breach. In the event of such Data Breach, Vendor shall fully and immediately comply with applicable laws, and shall take the appropriate steps to remedy such Data Breach. Vendor will defend, indemnify and hold City, its Affiliates, and their respective officers, directors, employees and agents, harmless from and against any and all claims, suits, causes of action, liability, loss, costs and damages, including reasonable attorney fees, arising out of or relating to any third party claim arising from breach by Vendor of its obligations contained in this Section, except to the extent resulting from the acts or omissions of City. All Personal Data to which Vendor has access under the Agreement, as between Vendor and City, will remain the property of City. City hereby consents to the use, processing and/or disclosure of Personal Data only for the purposes described herein and to the extent such use or processing is necessary for Vendor to carry out its duties and responsibilities under the Agreement, any applicable Statement(s) of Work, or as required by law. Vendor will not transfer Personal Data to third parties other than through its underlying network provider to perform its obligations under the Agreement, unless authorized in writing by City. Vendor's obligation to defend, hold harmless and indemnify City shall remain in full effect if the Data Breach is the result of the actions of a third party. All Personal Data delivered to Vendor shall be stored in the United States or other jurisdictions approved by City in writing and shall not be transferred to any other countries or jurisdictions without the prior written consent of City. 10. No Mandatory Arbitration. To the extent the Agreement requires mandatory arbitration to resolve conflicts, City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 11. Insurance. Vendor agrees that insurance coverage provided to City by Vendor is sufficient for purposes of the Agreement only. 12. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is understood and agreed that all obligations of City hereunder are subject to the availability of funds. If such funds are not appropriated or become unavailable, City shall have the right to terminate the Agreement except for those portions of funds which have been appropriated prior to termination. Cooperative Purchase Page 5 of 57 13. Public Information. City is a government entity under the laws of the State of Texas and all documents held or maintained by City are subject to disclosure under the Texas Public Information Act. To the extent the Agreement requires that City maintain records in violation of the Act, City hereby objects to such provisions and such provisions are hereby deleted from the Agreement and shall have no force or effect. In the event there is a request for information marked Confidential or Proprietary, City shall promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 14. Addendum Controlling. If any provisions of the attached Agreement, conflict with the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or ordinance of City, the terms in this Addendum shall control. 15. Network Access. City agreed that Vendor and/or its employees, officers, agents, servants or subcontractors shall have no access to City's computer network or any of the databases listed in paragraph 15.b below a. City Network Access. If Vendor, and/or any of its employees, officers, agents, servants or subcontractors (for purposes of this section "Vendor Personnel"), requires access to the City's computer network in order to provide the services herein, Vendor shall execute and comply with the Network Access Agreement which is attached hereto as Exhibit "A" and incorporated herein for all purposes. b. Federal Law Enforcement Database Access. If Vendor, or any Vendor Personnel, requires access to any federal law enforcement database or any federal criminal history record information system, including but not limited to Fingerprint Identification Records System ("FIRS"), Interstate Identification Index System ("III System"), National Crime Information Center ("NCIC") or National Fingerprint File ("NFF"), or Texas Law Enforcement Telecommunications Systems ("TLETS"), that is governed by and/or defined in Title 28, Code of Federal Regulations Part 20 ("CFR Part 20"), for the purpose of providing services for the administration of criminal justice as defined therein on behalf of the City or the Fort Worth Police Department, under the Agreement, Vendor shall comply with the Criminal Justice Information Services Security Policy and CFR Part 20, as amended, and shall separately execute the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum. No changes, modifications, alterations, or amendments shall be made to the Security Addendum. The document must be executed as is, and as approved by the Texas Department of Public Safety and the United States Attorney General. 16. Immigration Nationalitv Act. Vendor shall verify the identity and employment eligibility of its employees who perform work under the Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under the Agreement. Vendor shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR Cooperative Purchase Page 6 of 57 LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate the Agreement for violations of this provision by Vendor. 17. No Bovcott of Israel. If Vendor has fewer than 10 employees or the Agreement is for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter 2271 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 2271 of the Texas Government Code. By signing this Addendum, Vendor certifies that Vendor's signature provides written verification to City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. 18. Ri2ht to Audit. Vendor agrees that City shall, until the expiration of three (3) years after final payment under the Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of Vendor involving transactions relating to the Agreement. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. 19. Prohibition on Bovcottina Enerav Companies. Vendor acknowledges that in accordance with Chapter 2276 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. The terms "boycott energy company" and "company" have the meaning ascribed to those terms by Chapter 2276 of the Texas Government Code. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Contractor's signature provides written verification to the City that Contractor: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. 20. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity" and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Contractor's signature provides written verification to the City that Contractor: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. Cooperative Purchase Page 7 of 57 Exhibit B — CONFLICT OF INTEREST QUESTIONNAIRE Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person who contracts or seeks to contract for the sale or purchase of property, goods, or services with a local governmental entity (i.e. The City of Fort Worth) must disclose in the Questionnaire Form CIQ ("Questionnaire") the person's affiliation or business relationship that might cause a conflict of interest with the local governmental entity. By law, the Questionnaire must be filed with the Fort Worth City Secretary no later than seven days after the date the person begins contract discussions or negotiations with the Buyer, or submits an application or response to a request for proposals or bids, correspondence, or another writing related to a potential agreement with the Buyer. Updated Questionnaires must be filed in conformance with Chapter 176. A copy of the Questionnaire Form CIQ is enclosed with the submittal documents. The form is also available at httD://www.ethics.state.tx.us/forms/CIO.i)df. If you have any questions about compliance, please consult your own legal counsel. Compliance is the individual responsibility of each person or agent of a person who is subject to the filing requirement. An offense under Chapter 176 is a Class C misdemeanor. NOTE: If you are not aware of a Conflict of Interest in any business relationship that you might have with the Buyer, state Seller name in the # 1, use N/A in each of the areas on the form. However, a signature is required in the #4 box in all cases. Cooperative Purchase Page 8 of 57 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor doing business with local governmental entity — Ci� �0 o- 00 r'� 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 Cade, by a vendor who Dale 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 focal governmental entity not later than the 71h business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section t 76.006(a-1), Local Government Code. A vendor cornnMs an offense if the vendor knowingly violates Section 176.006. Local Government Code. An offense under this section is a misdemeanor. A Name of vendor who has a business relationship with local governmental entity. J ❑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.) J Name of local government officer about whom the information is being disclosed. N\. (-,u1 kL - Name of Officer .21 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 CIQ 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? El Yes IZI No B. Is the vendor receiving or likely to receive taxable income, other than investment income. from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? Yes � No J 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. r1 JnZ' J ❑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). r J T 1 Signature of vendor doinglbusiness with the governmenta entity Date Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/112021 EXHIBIT C GRAYBAR OMNIA CONTRACT EV2370 httos://www.omniap artners.com/suppliers/iiravb ar/public-sector/contract-documents#contract- 88 Cooperative Purchase Page 10 of 57 Ck=Sign Envelope ID: 4A02583B-AEBA49F9-8947-810B3DE1BBD0 STANDARD CITY CONTRACT MASTER CONTRACT FOR PRODUCTS AND SERVICES - THE CITY OF KANSAS CITY, MISSOURI CONTRACT NO.: EV2370 TITLEIDESCRIPTION: Electrical!, I-lahtino. Data Communications and Security Products and Related Products. Servlqo and Solutions THIS Contract is between KANSAS CITY, MISSOURI, a constitutionally chartered municipal corporation ("CITY"), and Gnayber Electric Company, Inc. (`CONTRACTOR'). Sec. 1. The Contract. The Contract between the CITY and CONTRACTOR consists of the following Contract Documents: (a) this Contract; (b) CONTRACTOR'S Proposal dated October 6, 2017. that is attached hereto and incorporated Into this Contract; (c) CITY's RFP No. EV2370 that is Incorporated into this Contract by reference; (d) any CITY Issued Purchase Order; (a) any CITY and CONTRACTOR executed Work Order that is incorporated into a CITY issued Purchase Order; (f) any and all Attachments and Exhibits attached to the Contract. All documents listed in this Section 1 shall be Collectively referred to as the "Contract Documents° and are incorporated into this Contract. CITY and CONTRACTOR agree that the terms "Agreement' and 'Contract" and "Contract Documents' are used interchangeably in this Contract and the terms 'Agreement' and "Contract" and "Contract Documents' each include all "Contract Documents.' Sec. 2. Initial Term of Contract and Addltlonai Periods. (a) Initial Tenn. The Initial term of this Contract shall begin on February 1, 2018, and shall and on January 31, 2023. The Manager of Procurement Services Is authorized to enter into an amendment of this Contract with CONTRACTOR to extend the term of this Contract and time of performance for this Contract. (b) Renewal Terms. At any time prior to the expiration of the initial term or any subsequent term, the CITY, in its sole discretion, may renew this Contract for up to three (3) additional two (2) year terms. MASTER CONTRACT FOR PRODUCTS AND SERVICES Page t of 24 (REV, 12-06-16) Cooperative Purchase Page 11 of 57 DneuSipn Emreiope ID: 4A025838•AEaA.40FB.BB47-B1CB3DE1BBD0 M Transition Term. Notwithstanding the expiration of the initial term or any subsequent term or all options to renew, CONTRACTOR and CITY shall continue performance under this Contract until the CITY has a new contract In place with either CONTRACTOR or another provider or until the CITY terminates the Contract. Sac. 3. Purchase Orders and Work Orders. (a) Purchase Order. CITY shall order all Electrical, Llghting, Date Communications, and Security Products and Related Products, Services and Solutions, (hereinafter 'the Products' or "Products and Services" or "Services' depending on the context of the terms used) by means of a Purchase Order Issued by the CITY's Manager of Procurement Services for which sufficient funds have been certified and encumbered by the CEty's Director of Finance. CONTRACTOR shall not provide any "Products" or "Products and Services' or "Services" in excess of the dollar amount contained in any Purchase Order even If there Is an executed Work Order between the CITY and CONTRACTOR. CONTRACTOR shall not be entitled to any payment from CITY In excess of the dollar amount of the Purchase Orders from CITY even If such amount is authorized in a Work Order executed by CITY and CONTRACTOR. All Purchase Orders shall automatically Incorporate the Contract and all Contract requirements even if the Contract is not referenced. (b) Goods and Products. CONTRACTOR shall timely provide all Goods and Products ordered by the CITY at the Prices set forth in the Contract. The terms "Goads" and "Products" are used interchangeably under this Contract and each term includes the other term. (c) Services or Work Orders for both Products and Services. The CITY may request CONTRACTOR to provide Services or both Products and Services. Prior to CONTRACTOR submitting a written detailed Proposal for Services or for Loth Products and Services to a requesting CITY Department, the CONTRACTOR must obtain written authorization from the CITY's Manager of Procurement Services to submit a Proposal to the CITY Department. CONTRACTOR shall not perform any Services or provide both Services and Products unless the Manager of Procurement Services authorizes CONTRACTOR to provide Services or both Products and Services and all other contractual requirements are met Including the Pricing for all Products, Products and Services and Services. Prior to the Manager of Procurement Services authorizing CONTRACTOR to provide Services or both Products and Services to a CITY Department, the Manager of Procurement Services shall; a. Obtain MBEIWBE goals from the CITY's Director of Human Relations if the estimated cost of the Services or Products and Services exceeds the dollar thresholds for MBEIWBE goals and Workforce Goals for MSEIWBE goals; b. Have the CITY's Director of Human Relations determine whether the needed Services are subject to Prevailing Wage requirements and Payment Bond and Performance and Maintenance Bond requirements; MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 2 of 20 (REV. 12-06-16) Cooperative Purchase Page 12 of 57 Domftn Envfto ID: 4A025&35-AEBA49F""7-810831)E1 BODO c. Any other Legal requirements including compliance with the CITY's SLBE requirements d. it the CITY's MBEWBE program requirements are not applicable due to not meeting the dollar thresholds. 3. If the Manager of Procurement Services authorizes CONTRACTOR to submit a Proposal for Services or for both Products and Services. CONTRACTOR shall submit a detailed Proposal that Includes the Scope of Services, the Proposed Schedule, the Price and If applicable, comply with MBE/WBE goals, Prevailing Wage requirements, and Payment Bond and Performance Bond requirements, or SLBE requirements. If the CITY and CONTRACTOR agree to CONTRACTOR's Proposal, the CITY will Issue a Purchase Order and Work Order that Is executed by the CITY and CONTRACTOR. All Work Orders and Purchase Orders signed by the CITY and CONTRACTOR shall automatically Incorporate this Contract (even If the Work Order does not speclfEcalty Incorporate this Contract). (d) CONTRACTOR shall bill the City, In a form aoceptable to the City, on the following basis: monthly. Sec. 4, Effective Date of Contract. (a) Notwithstanding Section 2 of this Contract, neither party has any obligation under this Contract until the Manager of Procurement Services issues a Purchase Order which shall be signed by the City's Director of Finance certifying there is a balance, otherwise unencumbered, to the credit of the appropriation to which the expenditure is to be charged, and a cash balance, otherwise unencumbered, in the treasury, to the credit of the fund from which payment will be made, each sufficient to meet the obligation Incurred In the Purchase Order. (b) The date of the f►rat Purchase Order issued by the CITY Is the effective date of this Contract. (c) The date of the first Purchase Order issued by the CITY after the CITY renews this Contract shall be the effective date of the renewal term or transition term. Sec. 5. Invoices. (a) CONTRACTOR shall submit to CITY a request for payment (hereinafter "Invoice") for services performed in sufficient detail for the CITY to determine that the amount CONTRACTOR is requesting Is In fact due and payable, (b) CITY shall not pay any Invoice from CONTRACTOR unless CONTRACTOR . is in compilance with, and not In breach or default of, all terms, covenants and conditions of this Contract. If damages are sustained by CITY as a result of breach or default by CONTRACTOR, CITY may withhold payment(s) to CONTRACTOR for the purpose of set off until such time as the exact amount of damages due to CITY from CONTRACTOR may be determined. MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 3 of 20 (REV. 12-05-18) Cooperative Purchase Page 13 of 57 D=ffgn Envelope ID:4AD2593&AEBA-49Fag947-8i0B3DElSBD0 (c) CITY shall not process CONTRACTOR's Invoice unless CONTRACTOR's. Invoice is In proper form, correctly computed, and is approved by CITY as payable under the terms of this Contract. (d) CITY Is not liable for any obligation incurred by CONTRACTOR except as approved under the provisions of this Contract. (a) If CONTRACTOR Is required to most MBE/WBE goals for this Contract, CONTRACTOR shall not submit an Invoice to the City unless CONTRACTOR's Invoice is accompanied by a copy of the most recent 00485.09 MMBE Monthly Utilization Report submitted by CONTRACTOR to the City's Human Relations Department. CONTRACTOR shall remain current on CONTRACTOR's filing of 00485.01 M/WBE Monthly Utilization Reports. CITY shall not pay CONTRACTOR's Invoice unless CONTRACTOR is current on CONTRACTOR's filing of 00485.01 MNVBE Monthly Utilization Reports. (f) Payment terms are net 30 days. Sec. 6. Representation and Warranties of CONTRACTOR. CONTRACTOR hereby represents and warrants to the CITY the following: (a) CONTRACTOR is in good standing under the laws of the state of Missouri and each state in which It does business, except any such state where the failure to be in good standing would not have a material adverse effect on CONTRACTOR's ability to perform this Contract In accordance with its terms. (b) The execution, delivery and performance by CONTRACTOR of this Contract have been duly authorized by all necessary corporate action and do not and will not (l) require any consent or approval of CONTRACTOR'& board of directors; (1I) require any authorization, consent or approval by, or registration, declaration or filing with, or notice to, any governmental department, commission, board, bureau, agency or Instrumentality, or any third party, except such authorization, consent, approval, registration, declaration, filing or notice as has been obtained prior to the date hereof; (III) violate any provision of any law, rule or regulation or of any order, writ, Injunction or decree presently In effect having applicability to CONTRACTOR or its articles or by-laws; and (iv) result in a breach of or constitute a default under any material agreement, lease or instrument to which CONTRACTOR Is a party or by which It or its properties may be bound or affected. (c) CONTRACTOR shall not enter Into any contract for the services to CITY that purports to grant a security interest or right of repossession to any person or entity respecting the services, or any portions thereof or chattels placed thereon. (d) There Is no litigation, proceeding or other Investigation pending or, to the knowledge of CONTRACTOR, threatened against CONTRACTOR which would prevent consummation of the transaction contemplated by this Contract or would have a materially adverse effect on CONTRACTOR. (a) CONTRACTOR warrants that all goods and Products are sold free of any security Interest and will make available to CITY all transferable warranties (Including without limitation MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 4 of 20 (REV. 12-05-16) Cooperative Purchase Page 14 of 57 Domi ign Emeiope ID. 4A025638-AEBA 9F9-N47-81033DE196D0 warranties with respect to Intellectual property infringement) made to CONTRACTOR by the manufacturer of the goods. CONTRACTOR MAKES NO OTHER IMPLIED WARRANTIES, AND SPECIFICALLY MAKES NO IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR PURPOSE. UNLESS OTHERWISE AGREED IN WRITING BY AN AUTHORIZED REPRESENTATIVE OF SELLER, PRODUCTS SOLD HEREUNDER ARE NOT INTENDED FOR USE IN OR CONNECTION WITH 1) ANY SAFETY APPLICATION OR THE CONTAINMENT AREA OF A NUCLEAR FACILITY, OR 2) IN A HEALTHCARE SITUATION, WHERE THE GOODS HAVE POTENTIAL FOR DIRECT PATIENT CONTACT OR WHERE A SIX(S) FOOT CLEARANCE FROM A PATIENT CANNOT BE MAINTAINED AT ALL TIMES. {f) Neither party shall be liable for any delay or fallure to perform under this Agreement In the event and to the extent that such delay or failure arises out of war, civil commotion, acts of God, accident, fire or water damage, explosion, strikes or lockouts, delay in transportation, legislative action, government regulations or any other event beyond the respective pariy's reasonable control. Sec. 7. Survival of the Representations, Warranties and Covenants. All representations, warranties and covenants expressed herein shall survive the execution of this Contract for the benefit of the parties hereto. Sec. 8. Governing Law. This Contract shall be construed and governed In accordance with the laws of the State of Missouri without giving effect to Missoud's choice of law provisions. The CITY and CONTRACTOR: (1) submit to the jurisdiction of the state and federal courts located in Jackson County, Missouri; (2) waive any and all objections to jurisdiction and venue; and (3) will not raise forum non convenlens as an objection to the location of any litigation. Sec. 8. Termination for Convenience. CITY may, at any time upon fifteen (15) days written notice to CONTRACTOR specifying the effective date of termination, terminate this Contract, in whole or in part. Sec. 10. Default and Remedies. (a) If CONTRACTOR shall be In default or breach of any provision of this Contract, CITY may terminate this Contract, suspend CITY's performance, withhold payment or invoke any other legal or equitable remedy after giving CONTRACTOR ten (10) days written notice and opportunity to curs such default or breach. (b) If CITY shall be in default or breach of any provision of this Contract, CONTRACTOR may terminate this contract or suspend CONTRACTOR's performance after giving CITY ten (10) days written notice and opportunity to cure such default or breach. (c) CITY's remedies under this Agreement for the purchase of Goods and Products are subject to any limitations contained in manufacturer's terms and conditions to CONTRACTOR, a copy of which will be furnished upon written request. Furthermore, CONTRACTOR's liability shall be limited to either repair or replacement of the goods or Products and refund of the purchase price, all at CONTRACTOR's option, and in no case shall CONTRACTOR be liable for incidental or consequential damage. In addition, claims for shortages, other than loss In transit, must be made in writing not more than five (5) days after receipt of shipment. MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 5 ut 20 (REV. 12-06.16) Cooperative Purchase Page 15 of 57 Daruftri Ems" ID: 4AO2583&AE8AA9F9-M7-81483DE18900 The limitation of remedies Imposed by this Section is only applicable to Products and Goods provided by CONTRACTOR and this Ilmitaton of remedies section is not applicable if CONTRACTOR provides Services or both Products, Goods and Services pursuant to Section 3(c) of this Contract. Sec. 11. Waiver. Waiver by CITY of any term, covenant, or condition hersof shall not operate as a waiver of any subsequent breach of the some or of any other term, covenant or condition. No term, covenant, or condition of this Contract can be waived except by written consent of CITY, and forbearance or Indulgence by CITY In any regard whatsoever shall not constitute a waiver of same to be performed by CONTRACTOR to which the same may apply and, until complete performance by CONTRACTOR of the term, covenant or condition, CITY shall be entitled to invoke any remedy available to it under this Contract or by law despite any such forbearance or Indulgence. Sec. 12. Acceptance. No payment made under this Contract shall be proof of satisfactory performance of the Contract, either wholly or in part, and no payment shall be construed as acceptance of deficient or unsatisfactory services. See.13. Records. (a) For purposes of this Section: 'CITY' shall mean the City Auditor, the City's Internal Auditor, the CKy's Director of Human Relations, the City Manager, the City department administering this Contract and their delegates and agents. 2. 'Record` shall mean any document, book, paper, photograph, map, sound recordings or other material, regardless of physical form or characteristics, made or received in connection with this Contract and all Contract amendments and renewals. (b) CONTRACTOR shall maintain and retain all Records for a term of five (5) years that shall begin after the expiration or termination of this Contract and all Contract amendments. CITY shall have a right to examine or audit all Records, and CONTRACTOR shall provide access to CITY of all Records upon ten (10) days written notice from the CITY. (c) The books, documents and records of CONTRACTOR In connection with this Contract shall be made available to the City Auditor, the Cl y's internal Auditor, the Citys Director of Human Relations and the City department administering this Contract within ten (10) days after the written request is made. Sec. 14. Affirmative Action. If this Contract exceeds $300,000.00 and Contractor employs fifty (50) or more people, Contractor shall comply with City's Affirmative Acton requirements in accordance with the provisions of Chapter 3 of City's Code, the rules and regulations relating to those sections, and any additions or amendments thereto; In executing any Contract subject to said provisions, Contractor warrants that It has an affirmative action program in place and will maintain the affirmative action program in place for the duration of the Contract. Contractor shall not discriminate against any employee or applicant for employment because of race, color, sex, religion, national origin or ancestry, dlsablllty, sexual orientation, gender Identity or age in a manner prohibited by Chapter 3 of City's Code. Contractor shall: MASTER CONTRACT FOR PRODUCTS AND SERVICES Page B of 20 (REV. 12-06-18) Cooperative Purchase Page 16 of 57 Docuftn EnviWope ID: 4A025838-AEBA49F9-9947-81oB3nE1BBDO (a) Submit, in print or electronic format, a copy of Contractor's current certificate of compliance to the City's Human Relations Department (HRD) prior to receiving the first payment under the Contract, unless a copy has already been submitted to HRD at any point within the previous two (2) calendar years. If, and only if, Contractor does not possess a current certification of compliance, Contractor shall submit. In print or electronic format, a copy of its affirmative action program to HRD prior to receiving the first payment under the Contract, unless a copy has already been submitted to HRD at any point within the previous two (2) calendar years. (b) Require any Subcontractor awarded a subcontract exceeding $300,000.00 to affirm that Subcontractor has an affirmative action program in place and will maintain the affirmative action program In place for the duration of the subcontract. (c) Obtain from any Subcontractor awarded a subcontract exceeding $300,000.00 a copy of the Subcontractor's current certificate of compliance and tender a copy of the same, in print or electronic format, to HRD within thirty (30) days from the date the subcontract is executed. If, and only If, Subcontractor does not possess a current certificate of compliance, Contractor shall obtain a copy of the Subcontractor's affirmative action program and tender a copy of the same, in print or electronic formal, to HRD within thirty (30) days from the date the subcontract is executed. City has the right to take action as directed by City's Human Relations Department to enforce this provision. If Contractor fails, refuses or neglects to comply with the provisions of Chapter 3 of Clty's Code, then such failure shall be deemed a total breach of this Contract and this Contract may be terminated, canceled or suspended, in whole or In part, and Contractor may be declared ineligible for any further contracts funded by City for a period of one (1) year. This is a material term of this Contract. Sec.15. Tax Compliance. If the CITY's payments to CONTRACTOR exceed $180,000.01 for the period of May 1st through April 30th, CONTRACTOR shall provide proof of compliance with the CITY's tax ordinances administered by the CITY's Commissioner of Revenue as a precondition to the CITY. making the first payment under this Contract. CONTRACTOR also shall submit to the CITY proof of compliance with the CITY's tax ordinances administered by the CITY's Commissioner of Revenue as a condition precedent to the CITY making final payment under the Contract. Sec. 16. Buy American Preference. it Is the policy of the CITY that any manufactured goods or commodities used or supplied in the performance of any CITY Contract or any subcontract thereto shall be manufactured or produced In the United States whenever possible. Sec. 17. Notices. All notices to be given hereunder shall be In writing and may be given, served or made by depositing the same In the United States mail addressed to the party to be notified, postpaid and registered or certified with return receipt requested or by delivering the same in person to such person. Notice deposited In the mail in accordance with the provisions hereof shall be effective unless otherwise stated in such notice or In this Contract from and after the second day next following the date postmarked on the envelope containing such notice. Notice given In any other manner shall be effective only if and when received by the party to be notified. All notices shall be sent to the following addresses: If to the CITY: City of Kansas City, Missouri Procurement Services Division 414 East 12th Street, 1't Floor, Room 102 W Kansas City, Missouri 64106 Attention: Cedric Rowan, C.P.M., Manager MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 7 of 20 (REV.12-05-16) Cooperative Purchase Page 17 of 57 Doeuftn Envelope !D; 4A025638-AEBA-49F"947-8113B3DElBBDD E-mail: cadric.rowan cft cmo.orq Telephone: (816) 513 814 Facsimile: (818) 513-1066 With copies to: Law Department of Kansas City, Missouri 414 East 12th Street, 23' Floor Kansas City, Missouri 64106 Attention: Cecilia Abbott, Esq., City Attorney E-mail: oecilla.abbott@kcmo.om Telephone: (816) 513-3127 Fax: (816) 513-3133 If to the CONTRACTOR: Graybar Electric Company, Inc. Ronald Drescher, National Sales Manager, Corporate Sales 11885 Lacddand Road St. Louis, Missouri 63146 E-mail: ron.drescherOgTavbar.com Telephone: (301) 306-3263 Mobile: (301) 830-1424 See.18. General Indemniflcadon. (a) For purposes of this Section only, the following terms shall have the meanings listed: 1. Claims means all claims, damages, liability, losses, costs and expenses, court costs and reasonable attorneys' Bees, including attorneys' fees incurred by the CITY in the enforcement of this indemnity obligation. 2. CONTRACTOR's Agents means CONTRACTOR's officers, employees, subcontractors, successors, assigns, Invitees, and other agents. 3. CITY means CITY, its Agencies, its agents, officials, officers and employees. (b) CONTRACTOR's obligations under this Section with respect to indemnification for acts or omissions, including negligence, of CITY, shall be limited to the coverage and limits of Insurance that CONTRACTOR is required to procure and maintain under this Contract. CONTRACTOR affirms that it has had the opportunity to recover all costs of the insurance requirements imposed by this Contract In Its contract price. (c) CONTRACTOR shall defend Indemnify and hold harmless CITY from and against all claims arising out of or resulting from all acts or omissions in connection with this Contract caused in whole or in part by CONTRACTOR or CONTRACTOR's Agents, regardless of whether or not caused in part by any act or omission, Including negligence, of CITY. CONTRACTOR is not obligated under this Section to indemnify CITY for the sole negligence of CITY. (d) In no event shall the language in this Section constitute or be construed as a waiver or limitation of the CITY's rights or defenses with regard to sovereign immunity, governmental MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 8 of 20 (REV.12-06-16) Cooperative Purchase Page 18 of 57 Docuftn Envelope ID; 4Ao26838-AEBA-4BFl)-8947-81OBSOElBBDO immunity, or other official immunities and protections as provided by the federal and state constitutions or by law. Sec. 19. Indemnlflcatlon for Professional Negligence. If this contract is for professional services, CONTRACTOR shall indemnify, and hold harmless CITY and any of Its agencies, officials, officers, or employees from and against all claims, damages, liability, losses, costs, and expenses, Including reasonable attomeys' fees, arising out of any negligent acts or omissions in connection with this Contract, caused by CONTRACTOR, Its employees, agents, subcontractors, or caused by others for whom CONTRACTOR is liable, in the performance of professional services under this Contract. CONTRACTOR is not obligated under this Section to indemnify CITY for the negligent acts of CITY or any of Its agencies, offcials, officers, or employees. Sec. 20. Insurance. (a) CONTRACTOR shall procure and maintain in affect throughout the term of this Contract Insurance policies with coverage not less than the types and amounts specified in this Section. CONTRACTOR must have: Commercial General Liability insurance Policy: with limits of $1,000,000 per occurrence and $2,000,000 aggregate, written on an "occurranoe' basis. The policy shall be written or endorsed to include the following provisions: a. Severability of Interests Coverage applying to Additional Insureds b. Contractual Liability c. Per Project Aggregate Liability Limit or, where not available, the aggregate limit shall be $2,000.000. d. No Contractual Liability Limitation Endorsement e, Additional Insured Endorsement, ISO form CG20 10, current edition, or Its equivalent. Workers' Compensation Insurance and Employers Liability Policies as required by Missouri law. 3, Commercial Automobile Liability insurance Policy: with a limit of $1,000,000 per occurrence, covering owned, hired, and non -owned automobiles. The Policy shall provide coverage on an "any auto` basis and on an "occurrence' basis. This Insurance policy will be written on a Commercial Business Auto form, or acceptable equivalent and will protect against claims arising out of the operation of motor vehicles, as to acts done In connection with the Contract, by CONTRACTOR. 4. If this Contract Is for professional services, CONTRACTOR shall obtain Professional Liability Insurance with limits per claim and annual aggregate of $1,000,000. (b} All insurance policies required in this Section shall provide that the policy will not be canceled until after the Insurer provides the CITY ten (10) days written notice of cancellation in the event that the cancellation is for CONTRACTOR's nonpayment of premiums and thirty (30) days written notice of cancellation to CITY for all other reasons of cancellation. MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 9 of 26 (REV. 12-05-16) Cooperative Purchase Page 19 of 57 DocuSlgn Envelope Q 4A425638-AEgA-4gFg-4B47-610B3DE1BBDO (c) The Commercial General and Automobile Liability Insurance Policies specified above shall provide that CITY and Its agencies, agents, officials, officers, and employees, while acting within the scope of their authority, will be named as additional Insureds for the services parformed under this Contract. CONTRACTOR shall provide to CITY at execution of this Contract a oertMcate of Insurance showing all required endorsements and additional insureds. (d) All insurance policies must be provided by Insurance Companies that have an A,M. Bests rating of "A-V" or getter, and are licensed or approved by the State of Missouri to provide insurance in Missouri. (e) Regardless of any approval by CITY, CONTRACTOR shall maintain the required insurance coverage in farce at all times during the term of this Contract. CONTRACTOR's failure to maintain the required Insurance coverage will not relieve CONTRACTOR of its contractual obligation to Indemnify the CITY pursuant to this Section of this Contract. In the event CONTRACTOR fails to maintain the required insurance coverage in effect, CITY may declare CONTRACTOR in default. (f) In no event shall the language in this Section constitute or be construed as a waiver or limitation of the CITY's rights or defenses with regard to sovereign immunity, governmental immunity, or other official immunities and protections as provided by the federal and state constitutions or by law. Sec. 21. Interpretation of the Contract. (a) CITY selected CONTRACTOR through a negotiated procurement process rather than an Invitation for Bids (IFB) solicitation. finlike the IFB, this process allows the CITY and CONTRACTOR to discuss and negotiate a contract at arm's length prior to entering a final contract that is acceptable to both the CITY and the CONTRACTOR. After negotiation and discussion, CONTRACTOR and CITY have incorporated multlple documents into this Agreement and the meaning of some of the words used in the Agreement may be uncertain, incomplete or duplicative and the Agreement may promise something at one place and take that promise away at another. In sum, the Agreement may contain words and provisions that are susceptible of more than one meaning so that reasonable persons of average Intelligence may fairly and honestly differ in their construction of the words and provisions. It is the intent of the CITY and the CONTRACTOR that the CITY's taxpayers receive the benefit or advantage In the construction and interpretation of this Agreement, regardless of the normal judicial rules of contract construction even if the construction and interpretation of the Agreement will cost the CONTRACTOR more money and time. CITY and CONTRACTOR agree that CITY's Manager of Procurement Services shall, in cooperation with a representative of supplier, resolve all disagreements as to the meaning of this Agreement or any ambiguity in this Agreement. The declsion of CITY's Manager of Procurement shall be final and conclusive if all parties have acted in good faith. (b) CONTRACTOR acknowledges and agrees that the CITY has provided CONTRACTOR with an opportunity to have CONTRACTOR's attorney review and advise CONTRACTOR on the Agreement and any potential ambigultlea or areas of disagreement and the potential MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 10 of 20 (REV. 124)5-18} Cooperative Purchase Page 20 of 57 DocuSign EnvokWe ID: 4A025838-AEBA40FD-B"r-81083t3ElBSDO adverse legal consequences of CONTRACTOR agreeing to this Section as well as the entire Agreement. (c) CONTRACTOR certifies that CONTRACTOR has either (1) waived Its right to have CONTRACTOR's attorney review this Section and Agreement, or (2) CONTRACTOR has consulted with an attorney on this Section and Agreement. (d) CONTRACTOR knowingly and voluntarily agrees to this Section, as amended, and the entire Agreement. CONTRACTOR certifies that this contract was not procured by fraud, duress or undue Influence. Sec. 22. Contract Execution. This Contract may be executed In one or more counterparts, each of which will be deemed an original copy of this Contract and all of which, when taken together, will be deemed to constitute one and the some Contract. This Contract shall be effective upon the execution of counterparts by both parties, notwithstanding that both parties may not sign the same counterpart. The parties' signatures transmitted by facsimile or by other electronic means shall be proof of the execution of this Contract and shall be acceptable In a court of law. Sec. 23. Guaranteed Lowest Pricing. CONTRACTOR certifies that this Contract contains CONTRACTOR's lowest and best pricing for all services supplied by CONTRACTOR to any government, governmental entity, political subdivision, city, state, school district or any other public entity in the United States as of the date of this Contract. CONTRACTOR represents that the prices set for herein are not less favorable than those currently extended to any other similarly situated government, governmental entity, ,zolbtical subdivision, city, state, school district or other public entity customer, for the same goods, in equal or sailer quantities, as part of similar market basket, and under similar berms. Sec. 24. Assignablllty and Subcontracting. (a) Assignability. Contractor shall not assign or transfer any part or all of Contractor's obligation or Interest In this Contract without prior written approval of City. If Contractor shall assign or transfer any of its obligations or interests under this Contract without the City's prior written approval, it shall constitute a material breach of this Contract. This provision shall not prohibit contractor from subcontracting as otherwise provided for herein. (b) Subcontracting. Contractor shall not subcontract any part or all of Contractor's obligations or interests in this Contract unless the subcontractor has been identified in a format required by City. If Contractor shall subcontract any part of Contractor's obligations or interests under this Contract without having identified the subcontractor, It shall constitute a material breach of this Contract. The utilization of subcontractors shall not relieve Contractor of any of its responsibilities under the Contract, and Contractor shall remain responsible to City for the negligent acts, errors, omissions or neglect of any subcontractor and of such subcontractor's officers, agents and employees. City shall have the right to reject, at any point during the term of this Contract, any subcontractor identified by Contractor, and to require that any subcontractor cease working under this Contract. City's right shall be exercisable In its sole and subjective discretion. City shall not be obligated to pay or be liable for payment of any monies which may be due to any subcontractor. Contractor shall include In any subcontract a requirement that the subcontractor comply with all requirements of this Contract in performing Contractoes services hereunder. MASTER CONTRACT FOR PRODUCTS AND SERVICES -Page 11 of 20 (REV. 12-05r16) Cooperative Purchase Page 21 of 57 Docu5ign Envelope 1D. 4A025838 AEeA49F9-N47.31083DE1aBD0 Sec, 25. Professional Services — Conflict of Interest Certification, if this Contract is for professional services other than for medical doctors or appraisers, CONTRACTOR certifies that CONTRACTOR Is not an expert witness far any party In litigation against the CITY at the time of the issuance of this Contract. Sec. 26. Minority and Women's Business Enterprises. (a) CONTRACTOR shall asslst City Certified Minority Business Enterprises (MBEs), City Certified Woman Business Enterprises (WBEs) and City Certified Small Local Business Enterprises (SLBEs) grow, develop, and prosper in the public sector by implementation of the requirements of this Section. (b) CONTRACTOR shall provide the same U.S. Communities national discounted pricing received by the City to City Certified MBEs, W BE9 and SLBEs when City Certified MBEs, WBEs, and SLBEs bid or submit a proposal on City of Kansas City, Missouri Construction or Maintenance Sollcltstlons and other public sector Construction and Maintenance Solicitations to allow City Certified MBEs, WBEs, and SLBEs, to incorporate the some National Discounted U.S. Communities pricing received by the City In their bids and proposals to the City and other public entities and save the taxpayers money. Sec. 27. Employee Eligibility Verification. CONTRACTOR shall execute and submit an affidavit, in a form prescribed by the CITY, affirming that CONTRACTOR does not knowingly employ any person in connection with the contracted services who does not have the legal right or authorization under federal law to work in the United States as defined in 8 U.S.C. §1324a(h)(3). CONTRACTOR shall attach to the affidavit documentation sufficient to establish CONTRACTOR's enrollment and participation In an electronic verification of work program operated by the United States Department of Homeland Security to verify information of newly hired employees, under the Immigration and Reform and Control Act of 1986. CONTRACTOR may obtain additional information about E-Verify and enroll at hit s.�lle verifv.uscis.00v/enmillStartPaae.asox?,IS=YES. For those CONTRACTORs enrolled In E-Verify, the first and last pages of the E-Verify Memorandum of Understanding that CONTRACTOR will obtain upon successfully enrolling in the program shall constitute sufficient documentation for purposes of complying with this section. CONTRACTOR shall submit the affidavit and attachments to the CITY prior to execution of the contract, or at any point during the term of the contract if requested by the CITY. Sac. 28. Emergencies. (a) Disaster means any large scale event such as an act of terrorism, fire, wind, flood, earthquake or other natural or man-made calamity which results in, or has the potential to result in a significant loss of life or property. (b) During and after a disaster, CONTRACTOR shall provide special services to the CITY including CONTRACTOR shall open CONTRACTOR's facilities even on nights and weekends as necessary to meet the needs of the City during a disaster. (c) CONTRACTOR shall not charge CITY any fee for opening facilities during an emergency or for extending CONTRACTOR's hours of operation during a disaster. CITY shall pay CONTRACTOR the agreed upon contract prices for all purchases made by CITY during the MASTER CONTRACT FOR PRODUCTS AND SERVICES Pege 12 of 20 (REV. 12-05-16) Cooperative Purchase Page 22 of 57 Docuftn Envelope ID: 4A425636-AEBA-49F9.9947.814830E1BBD0 dleaster and CONTRACTOR shall not charge CITY any additional mark-up, fee or cost for any purchases made by CITY during a disaster. (d) CONTRACTOR shall quickly mobilize CONTRACTOR's Internal and external resources to assist CITY when a disaster unfolds. (e) Extended hours and personnel. During disasters, CONTRACTOR's facilities shall stay open 24 hours if requested by the CITY. CONTRACTOR shall utilize additional CONTRACTOR personnel to take CITY orders if necessary. CONTRACTOR's Call Center shall accept phone orders 24 hours a day. (f) CONTRACTOR shall have contingency plans with CONTRACTOR's suppliers to provide additional supplies and equipment quickly to CITY as needed. (g) CONTRACTOR shall cooperate with CITY to properly document any and all expenses Incurred by CITY with CONTRACTOR and CONTRACTOR shall assist CITY in meeting any and all documentation requirements of the Federal Emergency Management Agency (FEMA). Sec. 29. Time of Delivery. Delivery Is required to be made in accordance with the schedule shown In the solicitation and purchase order. Sec. 30. F.O.B. Destination. All deliveries of Products shall be F.O.B. Destination and all freight charges are Included in the Purchase Price charged by CONTRACTOR to the CITY. (a) The proposed pricing applies to normally stocked Grayber materials. Discounts offered are based on the Graybar List Price or Cost In effect at time of order. (b) Standard delivery policy provides customers with next day service, free of charge, for materials stocked In the branch and within the standard service area. (c) Orders requiring same -day or expedited next -day service, non -stock items, special order or special handling and materials obtained from other Grayber warehouses or manufacturers, may include shipping or handling charges. Any shipping, handling or other costs will be negotiated at time of order. See. 31. Quality. All Products shall be new, in current production, and the best of their kind. When applicable, parts and maintenance shall be reasonably available. Now equipment that is obsolete or technically Outdated is not acceptable. Remanufactured or reconditioned items are not considered new. Items shall be properly packaged, packed, labeled, and Identified In accordance with commercial standards acceptable to the trade and as required by ICC and other federal and state regulations. Packing slips will accompany the shipment. Sac. 32. Brand Name or Equal. Whenever the name of the manufacturer or the supplier Is mentioned on the face hereof and the words "or equal" do not follow, it shall be deemed that the words "or equal" shall follow such designations unless the face hereof specifies "no substitutions". The CITY may assume that Items submitted are equal or it may request samples and proof thereof and unless approved before shipment, reserves right to return at the CONTRACTOR'S expense all Items that are not acceptable as MASTER CONTRACT FOR PRODUCTS AND SERVICES Peke 13 of 20 (REV. 12-05-16) Cooperative Purchase Page 23 of 57 DocuSlpn Envakpa ID: 4A025838-AE8A49F9-9947-910B3DE1 SWO equals, said Items to be replaced by the CONTRACTOR with satisfactory items at the original submitted price. Sea. 33. Commercial Warranty. The CONTRACTOR agrees that the Products and Services furnished under this Contract shall be covered by the most favorable commercial warranties the CONTRACTOR gives to any customer for such supplies or services and that the rights and remedies provided herein are In addition to and do not limit any rights afforded to the CITY by any other clause of this contract. CONTRACTOR represents that the warranties set forth herein are not loss favorable than those currently extended to any other similarly situated government, governmental entity, political subdivision, city, state, school distft or other public entity customer, for the some goods, in equal or less quantities, as part of the similar market basket, and under similar terms. Sec. 34. Sellers Invoice. Invoices shall be prepared and submitted in duplicate to address shown an the purchase order. Separate Invoices are required for each purchase order. Invoices shall contain the following Information; purchase order number, item number, description of supplies or services, sizes, unit of measure, quantity, unit price, and extended totals. Sec. 35. Inspection and Acceptance. Inspection and acceptance will be at destination unless specified otherwise, and will be made by the CITY department shown in the shipping address or other duty authorized representative of the CITY. Until delivery and acceptance, and after any rejection, risk of loss will be on this CONTRACTOR unless foss results from negligence of the CITY. CONTRACTOR will be notified of rejected shipments. Unless agreed otherwise, items will be returned freight collect. Sec. 36. Loss and Damaged Shipments. Risk of loss or damage to Items prior to the time of their receipt and acceptance by the CITY Is upon the CONTRACTOR. The CITY has no obligation to accept damaged shipments and reserves the right to return at CONTRACTOR's expense damaged merchandise even though the damage was not apparent or discovered until after receipt of the items. Sec.37. Late Shipments. CONTRACTOR is responsible to notify the CITY department receiving the Items and the Senior Buyer of any late or delayed shipments. The CITY reserves the right to cancel all or any part of an order if the shipment Is not made as promised. Sec. 38. Tax Exemptlon - Federal and State. (a) The CITY Is exempt from Federal Excise and Transportation taxes on purchases under Chapter 32, Internal Revenue Code. The federal tax registration number Issued by the St. Louis District Director on November 11, 1974 is No. 43740340K. (b) The CITY is exempt from payment of Missouri Sales and Use Tax in Accordance with Section 39(10) Article 3, of the Missouri Constitution and Sections 144.040 and 144.615 RSMo 1969 and supplement thereto. A copy of the exemption from Missouri Sales and Use Tax is available upon request. Sec. 39. Annual Appropriation of Funds. (a) Multi -year term supply and service contracts and leases and the exercise of options to renew term contracts are subject to annual appropriation of funds by the City Council. Payments made under terra contracts and leases are considered items of current expense. Purchase orders are MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 14 of 20 (REV. 12-05-16) Cooperative Purchase Page 24 of 57 DocuSign Envelope Id: 4A025030-AE4A-49F9-9947-81083DE1BBD0 funded when issued, therefore are current expense items and are not subject to any subsequent appropriation of funds. (b) In the event sufficient funds are not appropriated for the payment of lease payments or anticipated term contract payments required to be paid In the next occurring lease or contract term and If no funds are legally available from other sources, the lease or contract may be terminated at the and of the original term or renewal term and the CITY shall not be obligated to make further payments beyond the then current original or renewal term. The CITY will provide notice of Its Inability to continue the lease or contract at such time as the Manager of Procurement Services Is aware of the nonappropriation of funds; however, failure to notify does not renew the term of lease or contract. If a lease Is cancelled, the events of default will occur as described In the lease and/or the section titled TERMINATION FOR DEFAULT. The CITY has no monetary obligations in event of termination or reduction of a term contract since such contracts represent estimated quantities and are not funded as a contract, but only to the extent of purchase orders issued. Sec. 40. Performance and Malntenanca Bond and Payment Bond. (a) If a Worm Order is estimated to exceed $50,000.00 and Is for the erection, construction, alteration, repair or improvement of any building, road, street, public utility or other public facility owned by the public entity as defined by Section 107.170, RSMo, CONTRACTOR shall obtain a performance and maintenance bond and payment bond as required by this Section. The City approved performance and maintenance bond and payment bond are incorporated in this Contract by reference and Contractor shall require its Surety to Issue the performance and maintenance bonds and payment bonds on City approved forms. (b) All Bonds shall be executed by such sureties as are named in the current list of "Companies Holding Certificates of Authority as Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies" as published in Circular 570 (amended) by the Financial Management Service, Surety Bond Branch, U.S. Department of the Treasury. A certified copy of such agent's authority to act must accompany all Bonds signed by an agent. If the surety on any Bond fumished by Seller is declared bankrupt or becomes Insolvent, or its right to do business is terminated In any state where any part of the Project Is located or it ceases to most the requirement of the preceding sentence, Sailer shall within twenty (20) days thereafter substitute another Bond and surety, both of which must be acceptable to City. (c) The performance and maintenance bond and payment bond shall remain in effect at least one (1) year after the date when final payment becomes due, except as provided otherwise by Laws or Regulations or by the Contract Documents. (d) All Bonds required by the Contract Documents to be purchased and maintained by CONTRACTOR shall be obtained from surety that Is duly'licensed in the State of Missouri and In the jurisdiction In which the Project is located, if not In Missouri, to issue Bonds. All surety companies shall hold an A.M. Best rating of B+, V, or better. (a) If the surety on any Bond furnished by Contractor is declared bankrupt or becomes Insolvent, or its right to do business is terminated in any state where any part of the Project is located or it ceases to meet the requirement of Paragraph 5.01 S, Contractor shall within twenty (20) days thereafter substitute another Bond and surety, both of which must be acceptable to City. MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 15 of 20 (REV.12-05-1 B) Cooperative Purchase Page 25 of 57 DocuSlgn Envelope ID: 4Pb2583&AE6A-49F9.8947.81083DE1BBD0 See. 41. Prevailing Wage. A. Prevailing Wage. If a Work Order includes work that requires payment or prevailing wage as set forth In Sections 290.210 to 290.340, RSMo (the'Law'), CONTRACTOR shall pay workers prevailing wage In accordance with this Section and the Law. Under the Law, want that meeta the definition of 'construction' "Includes construction, reconstruction, improvement, enlargement, alteration, painting and detonating, or major repair." 'Maintenance work that is not subject to the Law is defined as "the repair, but not the replacement, of existing facilities when the size, type or extent of the existing facilities Is not thereby changed or increased.' 1. Contractor shall comply and require its Subcontractors to comply with; a. Sections 290.210 to 290.340, RSMo the State of Missouri Prevailing Wage Law (the 'Law'); and b. B CSR 30-3.010 to S CSR 30-3.060, the Prevailing Wage Law Rules (the "Rules'); and c. the Annual Wage Order (Wage Order) issued by the State of Missouri's Department of Labor and Industrial Relations; and d, any applicable Annual Incremental Wage Increase (Wage Increase) to the Annual Wage Order. 2. The Law, Rules, Wage Order and any Wage Increase are incorporated into and made part hereof this Contract and shall be collectively referred to in this Section as the "Prevailing Wage Requirements.' In the event this Contract is renewed for an additional term, the Wage Order In effect as of the commencement date of the additional term, as amended by any applicable Wage Increase, shall be deemed incorporated herein and shall apply to and remain in effect for the duration of the additional term. The new Wage Order and any applicable Wage Increase shall govern notwithstanding the fact that the Wage Order being replaced might be physically attached to this Contract. 3. Contractor shall pay and require its Subcontractors to pay to all workers performing work under this Contract not less than the prevailing hourly rate of wages for the class or type of work performed by the worker In accordance with the Law, Rules, Wage Order and any applicable Wage Increase, Contractor shall take whatever steps are necessary to insure that the prevailing. hourly wage rates are paid and that all workers for Contractor and each of Its Subcontractors are paid for the class or type of work performed by the worker in accordance with the Prevailing Wage Requirements. 4. Prior to each of Its Subcontractors beginning Work on the Site, Contractor shall require each Subcontractor to complete City's Form 00490 entitled "Pre -contract Certification' that sets forth the Subcontractors prevailing wage and tax compliance history for the two (2) years prior to the bid. Contractor shall retain one (1) year and make the Pre -contract Certifications available to City within live (5) days after written request. 5. Contractor shall keep and require each of its Subcontractors engaged In the construction of public works in performance of the Contract to keep full and accurate records on City's forms. Contractor shall: a. Keep and require each of its Subcontractors engaged in the construction of public works In performance of the Contract to keep full and accurate records on City's 'Daily Labor Force Report" Form indicating the workers name, occupational title or classification group and skill and the workers' hours. City shall furnish blank copies of the Daily Labor MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 16 of 20 (REV, 12-05-16) Cooperative Purchase Page 26 of 57 DowSign EmMape ID: 4AA25938-AEBA-4gFg-g847-81093dE1BBO0 Force Report Form to Contractor for its use and for distribution to Subcontractors. Contractor shall submit its and its Subcontractors daily Labor Force Reports to Clty each day; and b. Submit, and require each of Its Subcontractors engaged In the construction of public works in performance of the Contract to submit, electronically, in a format prescribed by the City, Certified Payroll Report Information indicating the worker's name, address, social security number, occupatlon(s), crafts) of every worker employed in connection with the public work together with the number of hours worked by each worker and the actual wages paid in connection with the Project and other pertinent Information as requested by the City; and c. Submit, and require each of Its Subcontractors engaged in the construction of public works In performance of the Contract to submit, electronically, In format prescribed by the City, a Payroll Certification. The Payroll Certification must be signed by the employee or agent who pays or supervises the payment of the workers employed under the Contract for the Contractor and each Subcontractor. The Dally Labor Force Report, documents used to compile Information for the Certified Payroll Report, and Payroll Certification are collectively referred to In this Section as the 'Records! 6. Contractor shall make all of Contractor's and Subcontractors' Records open to inspection by any authorized representatives of City and the Missouri Department of Labor and Industrial Relations at any reasonable time and as often as they may be necessary and such Records shall not be destroyed or removed from the State of Missouri for a period of one (1) year following the completion of the public work In connection with which the Records are made. Contractor shall have its and its Subcontractors Certified Payroll Reports and Payroll Certifications available at the Contractor's office and shall provide the Records to the City electronically at City's sole discretion. In addition, all Records shall be considered a public record and Contractor shall provide the Records to the City In the format requlred by the City within three (3) working days of any request by City at the Contractor's cost. City, in Its sole discretion, may require Contractor to send any of the Records directly to the person who requested the Record at Contractor's expense, 7. Contractor shall post and keep posted a clearly legible statement of all prevailing hourly wage rates to be paid to all workers employed by Contractor and each of Rs Subcontractors in the performance of this Contract In a prominent and easily accessible place at the Site of the Work by all workers. 8. If the Contract Price exceeds $250,0D0.0b, Contractor shall and shall require each Subcontractor engaged in any construction of public works to have Its name, acceptable abbreviation or recognizable logo and the name of the city and state of the malling address of the principal office of the company, on each motor vehicle and motorized self-propelled piece of equipment which Is used in connection with the Project during the time the Contractor or Subcontractor Is engaged on the project. The sign shall be legible from a distance of twenty (20'y feet, but the size of the lettering need not be larger than two (2') Inches. In cases where equipment is leased or where affixing a legible sign to the equipment is impractical, the Contractor may place a temporary stationary sign, with the Information required pursuant to this section, at the main entrance of the Project In piece of affixing the required information on the equipment so long as such sign Is not in violation of any state or federal statute, rule or regulation. Motor vehicles which are required to have similar MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 17 of 20 (REV. 12-05-16) Cooperative Purchase Page 27 of 57 Doeuftn Envelope ID:4Ad2583B-AEO"FS6-4947-810B3DE1BBDO Information affixed thereto pursuant to requirements of a regulatory agency of the state or federal government are exempt from the provisions of this subsection. 9. Contractor must correct any errors in Contractor's or any Subcontractors' Records, or Contractor's or any Subcontractors' violations of the Law, Rules, Annual Wage Order and any Wage Increase within fourteen (14) calendar days after notice from City. 10. Contractor shall and shall require its Subcontractors to cooperate with the City and the Department of Labor and Industrial Relations In the enforcement of this Section, the Law, Rules, Annual Wage Order and any Wage Increase. Contractor shall and shall require its Subcontractors to permit City and the Department of Labor and Industrial Relations to Interview any and all workers during working hours on the Project at Contractor's sole cost and expense. 11. Contractor shall file with- City, upon completion of the Project and prior to final payment therefore, affldavlts from Contractor and each of Its Subcontractors, stating that each has fully complied with the provisions and requirements of the Missouri Prevailing Wage Law. City shall not make final payment until the affidavits, in proper form and order, from Contractor and each of its Subcontractors, are filed by Contractor. 12. Contractor shall forfeit as a statutory penalty to the City one hundred dollars ($100.00) for each worker employed, for each calendar day, or portion thereof, such worker is paid leas than the prevailing hourly rates for any work done under this Contract, by Contractor or by any of Contractors Subcontractors. If Contractor or any of Its Subcontractors have violated any section(s) of 290.210 to 290,340, RSMo, In the course of the execution of the Contract, City shall when making payments to the Contractor becoming due under this Contract, withhold and retain therefrom all sums and amounts due and owing as a result of any violation of sections 290.210 to 290.340; RSMo. B. Prevailing Wage Damages. Contractor acknowledges and agrees that, based on the experience of City, violations of the Missouri Prevailing Wage Act, whether by Contractor or its Subcontractors, commonly result in additional costs to City. Contractor agrees that additional costs to City for any particular violation are difficult to establish and include but are not limited to: costs of construction delays, additional work for City, additional interest expenses, investigations, and the cost of establishing and maintaining a special division working under the City Manager to monitor prevailing wage compliance. 1. In the event of the failure by Contractor or any of Its Subcontractors to pay wages as provided In the Missouri Prevailing Wage Act, City shall be entitled to deduct from the Contract Price, and shall retain as liquidated damages, one hundred dollars ($100.00) per day, per worker who is paid less than the prevailing hourly rate of wages, to approximate the additional costs. The sum shall be deducted, paid or owed whether or not the Contract Times have expired. 2. City shall give written notice to Contractor setting forth the workers who have been underpaid, the amount of the statutory penalty and the amount of the liquidated damages as provided for in this Subparagraph. Contractor shall have fourteen (14) calendar days to respond, which time may be extended by City upon written request. If Contractor falls to respond within the specified time, the City's original notice shall be deemed final. If Contractor responds to City's notice, City will furnish Contractor a final decision In writing within five (5) days of completing any investigation. MASTER CONTRACT FOR PRODUCTS AND SERVECES Page 18 of 20 (REV. 12-05-16) Cooperative Purchase Page 28 of 57 Mwftn Envelope ID:4A045B3&AESAJ49FG�-9947-a1U93DEIBBOp C. Excessive Unemployment. 1. Resident Laborers" means laborers who have been residents of the State of MlsaouN for at least thirty days and who intend to remain Missouri residents, and residenrts of Nonrestrictive States. 2. 'Nonrestrictive States' means states identified by the Missouri Department of Labor and Industrial Relations Division of Labor Standards that have not enacted state laws restricting Missouri laborers from working on public works projects. A list of Nonrestrictive States can be found on the Division web site at bjlp:llwww.dolir.mo.00vllsllndex.htm. 3. A period of Excessive Unemployment is declared when the Missouri Department of Labor and Industrial Relations Division of Labor Standards provides notice of such declaration. When in effect, notice will be provided on the Division web site at hUD-/lwww,doiir.mo.a vllsAndex.htm. It is Contractor's obligation to determine whether a perQ of Excesslve fnemployment is in effect when this Contract Is let. 4. Contractor agrees to follow the provisions of Section 290.560 - 290.575 RSMo and agrees that If a period of Excessive Unemployment has beer' declared at any point during the term of this Contract, it will employ and require all Subcontractors of whatever tier to employ only Resident Laborers for the Work to be performed under this Contract. Provided, however, Contractor may use laborers who are not Resident Laborers when Resident Laborers are not available or are Incapable of performing the particular type of work, involved if Contractor so certifies in writing to City and City Issues a written approval. This provision does not apply to regularly employed nonresident executive, supervisory or technical employees. Sec. 42. Workforce. If Contractor is required to pay prevailing wages for the work performed pursuant to this Contract, Contractor agrees to comply with all requirements of City's Construction Employment Program as enacted in City's Code, Sections 3-501 through 3-525 and as hereinafter amended. Contractor shall meet or exceed the construction employment goals unless the same shall have been waived in the manner provided by law. Contractor's compliance with this provision is a material part of this Contract. Contractor shall comply with Clty"s Workforce Program Reporting System requirements. Contractor shall use City's Internet web based Workforce Program Reporting System provided by'City and protocols Included in that software during the term of this Contract. Contractor shall maintain user applications to City's provided system for all applicable personnel and shall require subcontractors to maintain applications. MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 19 or 20 (REV. 12-05-1e) Cooperative Purchase Page 29 of 57 Docuftn Envelope Q 4A025638-AE6A-48F4-N47-81OB3DEIBBDO CONTRACTOR I hereby certify that f have the authority to execute this document on behalf of CONTRACTOR. Co Graybar Electric company, inc. B T' e: NOAAFWUNICSVP, Sales Date: 11/50/2017 , APPROVED ORM Assistant Clt$Atto ey ' KANSAS IISSOUBy: �[ �- %yi�+f� Title: &A--- of 0- - MASTER CONTRACT CONTRACT FOR PRODUCTS AND SERVICES Page 20 of 20 (REV. 12-05-16) Cooperative Purchase Page 30 of 57 EXHIBIT D EV2370 B-1, B-2, and C EV2370 13- 1 Discount for Electrical and Lighting D I —(D I- I Z �a one I'll 11cATroNs T, 111� T.— N A I ITA., AlOthe, 1 a A A., CTTRIAND11, I T11111 AAC'M Dt-N- R T F E —I'LE — P AN y All ­-N'T� LLode A ohs, —1— 6 canned— ,,,a -M retie N DI IADI I I Ith TT----- . . . . . . . . . t ACIANT111 1111IRT—KC 11" C — A— '7, L-1 I E F-1— Olfier El A111 E_ K'N' �' I A 'S .7th - P L-1 AT + Z. C.I. "'L' AC1-C NI 1.IN re Cable Products IL ; qulpment aeons E —TIL MASTER FANntlldion Na�."N,.K- 'LFL' A C 1. 1 .1 F ne A —I AN1 FAFT—N. 1111 T11 C C 11-1- R.N, L:m L T ..I, F—IC" ALLI I I KI LT IN" L, ALLIEITIIE�LER' RI �R "Tes TE 11 T1 E I L one F�m,dn EII EIL L'erndrtede ALTRONIX =Ftl 111 ­ 1T1 T"11 I I 11 111 C L:. 1, KTI 1� IL otb Li LL�:: see.1N .n1. A'ER�'' 1A11 ICI LICITID ,.1 I.RATI.N 'Pocw sawwroEre .— 2L E C TI A T.,... T� 1t P.IAlIIpgTer "PIIIE 11T11"E1T evsmnaL.. L:. L 2 2 C ­ I C.F- E ANDER". E E . A"A— LL LL EEEE ,=E=I F T" A Ana_FLLLL..."1m. 1ET-1_11I--1Il1FI : CT IRIIII dudsC N— D II I I 212I E'III ARII FIITE'EDC . : T"t LA EEE I T C ;'I & Othe, S1 LI:1 ;�LLLL Enaners A—REINT_E RNATICAI S­h- ,I ON,11 111RE C 1= R_2 airRues E�L EL Ch-Nd I - -- I FE19 ATIOIE IITE INATI—L C c. "TT EE F­d—. FIE11 ATKORE INT,T E RNATICNAL 11 WE C I.- h F�,� AT -RE INTERNAT IN A IORE TE A reeldeaP VC PNtlnds NTTE, I IL F 1.,dA1 1h.NN.1 1�� KO TE ' AT R E IN I'NATTI= rW f a I: 1, WE 22 E IL 1.­It Ch-Nd -1- :TKIRE� INTE RN AT I tNrERNAr to NAL At p 111— --E—,A,,L1 1, WE D � . 1, WE 21 E L 1 IL E IL F ATKQFE INTE RNATICNAL AT, "AT AIT III ATIC TTII I' I A TreoT" LL-ArcATC 41111, CNII and C-1 2 E IL AAI-- A11LI1 10— PRE, "CK "�` 111.= rs C Eel L C I I IDE. C.—N= 2 E T11, IF 11 F ILD, ' A E�L E F=" "ARTL E'Edtle —AIRTµs IEIAERT eraProdAUBCones 11 E�Llectnce hen ER'K,%"ACRLR IT T11LEY H1. LA K _FN �l RAFT 5­K &DECKER IDEA' 'TKLEY L.. 2 E IL I F-1— LF ORATION IF E,KE 7 11L T1111F11' C, NE 21 IL I 17&F.— — 11P E 11 11E 2 E T �F=sce ThIE—I N.N 11 �Chll�"' T.IA, 741.111.111. LL::: E.ICI TOOLSLII C-111.1�1 P =d L", L.. C T:. e ui ment R L:mE 11AD1 "IF L 111 EveL.. A . F 21 Cooperative Purchase Page 31 of 57 Doe e n� mom, orerowmE epee o .aiPma 1=aoa1,1, =, conneaor3 a Em�n�w Clill ma Transnnes corvsTRucnoN vasw-+em mmedPa ePd MendenPa Proagcxservmee a wn anors Paul/nano=a Ee—woauae ontlr�D I CC�Hn m� M FT1110ARE E/L Am,ol Equ�Pmema Tranrno.es CreC7I—DA scone,ae<.cnetl, C—C.mgvy,.,wnnae,.reAutnm�,nnentl Cnm,.IPmaud mT Trua/ /ALL BEnN os mr QOEJ /ALL aRwa os Ir rruI/ /ILL RE os mr Trua/ /ALL BE.. oslold,n mr [ruavALL aRwr os IT (Tua) /ALL are!+ry os mr Rua/ /ALL BE os mr[TUET/ALL ER PNos aun T ruay L,,,Tbe conmm aun oueT-Alum�nPm conauaC IT un ITuay A -vein., o=tt TTuay a.vmnenv o�mum aun nu.T-EMr rnmr�u Mme1 coPaPn un ITua} Eiexmle M e[e1 contlua aun QOE)- oewm�8tl M ae1 Cnnaun aqn nueT-IMcm'S c.PaPn Doe a qa Rn�w mT TTua/ /ALL 1E.wv os OIT THE"ALL ERPN DS eoNoux INTERNA 10— _ aun (Tua)- M ��Ieneon�conawn aun (TOB]-NmPles Elbow a Cowlings Pn P omm. ,o u e on n o gee,Eo.- EI.— P P,oau�aeone,o s r2' _ HZ ;IA o - Em�naea Conneeosa Eo,ee IPgs aE - wos Alrev o-LITTnmo sn_Commervmi sees ao�e-CgI�nP, ron, congome,oae,ER,lo9on Pmm P All se�dem mausnel co�aun aoales a Emi�qq awPtl IJgrnmg, eleanoela Amml v,muds nn s nsAob�n s Done= va s�eP eme 'Poor Plmo1-P.n EIL A-li �Nnmema Tn soPne,e EIL mrn cD_LIRER iAN creouv s.�m w e ne om winv� aNy.y�. 110-01"emem lav one s 11 EIL eihIX E PeeRAL" _URwR IN 6Pa s11 Pvmngo-.— FonsR Psontl Venmm1on 11,11en Te ryn eon �DFueamds��mea P,oago�'n AWe�Pes Pae P✓�ID LeS R�Leoernetl� Pbwon EATO/r��i�pIlR 1��(y�, �yy Ton(IfobdER WIR'iIJ �Si sr.a ueren�vPre c�s��P s wnmq o ev,®o a TPleoom eiom,— a mausnel P,eaueC LP Porzr�Proaums COlriiroOEq ers I s robes, P--SupP4eea Pccesones LL omPefionOP nex e PPom Done ih soPPPrP MNE MEoceCo ��}} e e o e na eLs,Sw,.B Pa Ao� �nPeP P vPnelmiPn EquiPmPm {INE E—, LTER,IN C./ EATSp ELEC�,/TjRICALDISTRIBUTION PROD uciS Pr51 ntlerd P o.e eni tls us E/L Comrol Eqw PmemB Trensiorrners PLEBE EMERSON/SOLARO -?Z IGbkOYTlmesvrlcT-11-1- s E Comets Eq Pm enYa T.-ortne,s Llsl Less 5 Cooperative Purchase Page 32 of 57 iec&Fdmgs on a enne Fillings 1— 1eehment Kena,Fetters end vents., equipment s ui ment e n owners Oi.—I Ecgwpment a Trenstormers s ui ment EEETrenGorrnere 11OM1N1TS UFACTURING PRLEY FLU 11oos TWOFuS FRCNIII HERMIEAMENS Bodies, RoesIT , Connectors&FMmgs s en e ro u s s&LgFhng FiAures —N,1.-1 Energv ManapemeMa Porwr BGmdml I L.& Otner Communirstlon Tesera s c VenrJehon Hevlcee s N !i e�IlsslsMAII OtFer Bell�anepemeMB Por.er s 4 el-I 1.1 dn IN Ell .11— RI C AN MEROF Icau NEHelle - a s IN DU S TRIAL P ART sls- eLl MID B�IO Ballaets lNousTRIALPARTH ER - nasuasts c 11 M ERI C AN IN DU STRIAL P ART N Ee FIAT P ART N E F/ VVeg R 8 Bella9s E NT BY GE I AM ERIc au PN lNou STRIAE PARTNE IT-Velo s Ell iZIT P ARTNER logty H�smuM DUST ampea Ballats PN INM1USTRIAL PART NER -AII OIM1erLemps&Relalep-01pe ProduoL emP ( psB Bella9a /ELL` P.- LED L us TRIALPARTNe N[ RCNu amps-ME9e1D EEtluaeadFluoreacem a N NUSiRIAL P IR7NERE�T s MERICPN INDUSTRIALPARTNER/`em -PIEIE NN11-1 Net MERlcau OF L�l CURRENT,RIALPARTNER�em lNnusTRIALPARTNENa�e - or ENT BYOE IAMERICPN SE L�lRENT RYOE =ERICPN INM1UsiRIAL PARTNER`! -PLE, INouSiRIALPARrNEN`rrl am s ENT BYOE IAMERICPN INOusiRIAL PARTNER`em - s ure Proledion Slaeea 5tumo Lamps PN INM1USTRIAL P ARTNERff??arge Lam((p��e All OIM1er s s Eulu etl Leyyr��p EIL 1-1 //11 //++a Equlpm MBTranstorrners ENT BYGE I0.MERICPN RS tlempem INouSTFIALPARiNEF�IeM u io em a r99s, Cor�rolo VManagemeM i. PONBI' (r{ol E�LComiiiryrr'ol Eq s rpnslormers GENER. ELECTRIC NG ITMNGSRPM rgyu$ew�onmTaf�pn�broducrs s edricels n ion e e eon GENERAL ELECTRIC POWER IABB F 1 UCTS CO INc oc s s E u m u s yay0 ws[nbuli n vmdud r s _IDa nt INC BEEN LEE EE uR—,U,es,Winng Deg—T-1— s 11 Lld Less .Dilly Iso L— Pcces 1— e� 99 ennelBFit(ings e n® pxes end corers Boors end Corers AL NEiPLs/B -LINE I—TICs INc "PERLICN + PTL ors an e6eners8Pccessorles a ors C onnectors C F Mines EIL vw rmin Done ors IT PNNUS 1EELLEN FITUR IT AN U AATURIN OIiHOM nsa BEiTs L L— omallon, ConnedlvM1V enp NelwaMnu deN(�0 ud, Recevuy P ugmold a W 11-1 s 21 etlerd Lu Ts�erml ^B Connectors q T ek8 cpnne¢ors rs ntlldlon Ewul—nt N101Fe ENne9 Na�Gm 1n Products hsaeP- corers NCCAR PO FEE LL AYNAc neB Ac.svee inmue cmmc oCebpc es Bsaa. Bell Fepms cpnnernorrs a FMmes 41 cc�� s E/L YVi�q�evices NO AuiOMAiION HUREELLINC cc��,, ommerclal, In dudpalBNanne Products io &Vel.TDiscount Lld Less 49 Cooperative Purchase Page 33 of 57 eenas�ore� nea,e�oe�,oe "e�aa o naae�� �ka dP�naSI�� �=IT aE 'PoAIOl­P.­N,­P,.d.,J.�d= BPr��BBP �n e, e �ea,n�9eao��aons Al'rE,LENB"B CI.v,srBBN­LL,-B End— ��Pmen. :,u,,. Sea­.°w -, .Ponnedns �oEAL�NBUsrre�E=IN, sanaabro�.lonnaansaF.-n— °=17a euo�ame,n v as �Pme,n desa' Dos olow`ima arrenso.— racNio orminei Bloc' a Pa I,D.o.®,o IS I ueonn stzoons riI E a Bm,mwon oN oo uNcrs sE UCHnNc LEx LEIIPTON Lo-BUSINESS SOLUTIONS I ocnninn seoons el,H-1. Ina trial a.— aLemonP-U- I dusmaI Devices I oixnauunn caoie A. — I— So ,l Pma soie,, L,,H.n, Eied.n,.,.emnoiogva amo�ea P.aoas ­ z U,l fiFI, Fixtures o a ms�%ryma T.no� LIGHTING FIXTURES a RELATED PRODUCTS EHLAR USE AR unELEusE LJ—DI. H,hfingE­,es,m,sI—.&3ou­. vmeo Boo,asa amolea L,hto, P,odU e, NTE Ugm rig- soneeuiel I EsLm Lam ��oo ,v an..anaa Po—,nU. II PP %�' Enclosure as SP.E srea LEAN rocc "am�0itlnvBaeearoaaoand cornea onssi sumorsan �wre as s a,�� n eNr i.ma asy s � a,, eaol,ma& 2 IT - nnaa vanlllalooanareanta Pora� s n annixt�on E4o�amen� - NlotanerLossTaaXou,s-1,yR as aroaod xAccessoues �a NN�v s8n�uoa� I E ILc�Ee�In ema T.anro�a,a as E Pow,Preaorns P LPreooucrs�emEresoN mSEUPSS TEMSiEATON 'xal nNn`aai o�u �a con<,olnc����'� xA�eSmfeS s I UPSSvs some.P.—P,m ,., a Pow, P meuas L Laxs a Cooperative Purchase Page 34 of 57 TECH D—CH °� s,ELEC,RIPPROGUCs nnnednrsalb� ,tl,nns -INIS ,MnanaID-.a.�nn rs AIOOlh:-Milncukee Pro — OGUC7: pmenln ... Proauds 11 EIL Foots a i eat Ewulwment M ISCELLANE OU S FILE CFa ICPL Paoli UCTS Mi. Felsletl MkO_S.f, Fsslenaers 4YBrd��iools�l'lenners actlx� ""'Plydodada Pore AiION I. solution 1—,Po-n PMedio"sPo—rProaads neisn ion MEN nml PL I.,IyM "e-oas m0 O UU TE DIE TKR scegories I.n er6roa &Fllling es AnFn111�rjns rrf� Y onnepors8 s S7eOntleM Gontlu„�'P., FI— Bores. Connedols &FMlmno AL Otnu-\\Recency, Boss, 1e ®clew FL11 // Cugs, VepregqtlfsfflonsB MM m®I Connetlsrs s onnedors s s GUIi GUIs Goal diriq en epConned— L ill e n cones elinnB to Pmautls noes a�orlas-SM,-d— ea cnnnedors sawnnador; s IOee ne senasw�m� EUIF IFHDU GUIs - - and -Pad: 'nelsa cnnnedn�aana n nn nrers ENILGINO PROEUCTs n n c"I��rsaaar m E EIL L—s a anunas PERFECT PHILLIPS LIGHTING iAGVANCE mm ed„aRNe,ea vrsaads eiMsr eaudaP s as 3—Lis Lass �a Cooperative Purchase Page 35 of 57 ces ces ice eCwr en mess Control EfLen LS 111IDOEM A LS El 111ORM A TROLSINTLClll LL. aceptsaee W long C en®c 8 Telecom eceploaos, wmnw C eu®s a Telecom e�pled�, W�nng oev�Cee s ielemm I —re wbwcn A c.—II P,nawae sa Fasteners an�caa EIL IL ITTl wvELL. e ones o WEnoloao�aaic amnetaew�.aeV,aav 8 eAC®�nnes ��r, velocNv Cle o IS 11y Cls emcNv e EIL —,meson EIL C.—I Eq p n18 Trensicrners EIL HlsbibNlon PCHN R ELECTRIC SCHNEIMER ELECTRIC SCHNEIMER ELECTRIC SCHNEIMER ELECTRIC eloCeI m LI Lese -Velocity S.—I L�Li�s20 SC H HE I DER ELECT R ICSCD List tess SeeAR=SQE P nce l SCHNEIDER ELECTRIC50C List Less see rice l EIL El--lois[nbulion EIL ElF-119Std— EIL S—,S—bea E,fLemBT ns�omners �o in SCHNEI-E ELECTRIC SCHNEIDER ELECTRIC SCHNEIDER ELECTRIC ELECTRIC SERVICES ISELE CT A P Roou C TS 1 M I CRoswI TA wwiCH.INCCEDSORSCYITCH HNE ICEE ELECTR ICSOC List Less See,�zI2. D Preel SCHNEIDERELECTRIC—D =11D 1,— SCHNEISERELECTEIC—C esc See Cewl.e D I�I cnneetorsea tFm nP lsoduds o 26%-d— CoisnnlnlonacomrolPmauas >= H mwni®Iicn Pmawtls e E1w pment EILM ss INC 31 P mpuas 26%- tlixC LaM%II �Ir�soPi er Tools c 2 n dd dd 9 I cos e p p nt ION 11TEMS TRIC Cc.. yy :11112on Svl— e ees e n C.Nt Less memazmnsom,e1s B - Tv1ACME oLm. ECOE spL' "'LC �me,s Lmt ess Taos Lmt Less oIelE�pe oIe�GJ na - L� L;ss r ols Faeeene,s DIES 5TI _ aa,���;I;I�� Wrel� X?," aOtner Flre Pre[ediorrsPrctluds ess I� Teels S& ert e ess SSNCc S OE CRER 111— q y , ner�, Fo=f-- APxoae=mones c I EIL cem,m Epwipmema T.onsem,e,s can antral aF g a EI-.IGW—s swtmes sumrTCEOAuroMATION SUPERCTEITT I THOMAS a El Tavas aC CORPORaTION rHuaeELL s Ig Bryn I ess vAA—ones was La�e11 C.S1.1 Eawlemeld 8 Trensonners Mme,e C.—I Ene,nvmonewemema P.— List Less meaea a Amesmnes C.NTE se s l cs, St. —and Renlaoemem Pans I MI p ae>.es ana S—.,- Lin Less z Cooperative Purchase Page 36 of 57 EfL s I T.rs ElepricelRBome entl Corers ul Bminels BFConnecfors tlud Bodi &Fllngs�5 rsTT'�GEE Fens Heetersen d VenMelion Equipment MB TrenGornere entl Aaees CbMrol lICTS, INC. TTB-ITT TERYGEN TOERSPR ODIN ANV' THDMAS&BE TTS IPBB SOWTIINA F-TORIA iRANOSRCOIRL IAiCIN TRAY Bl' IS NPRODD CTS INC R el Rep LlgMlnq Products ones s®nes e er s;etebmres 6A1l Otb." "T r systems-Stentlertl Produtls - s omk—,EMTFN— - - - MG EA,C. s LE L,'ht, .secuUG surreal —A Control systems ev�ell, Red1l B HRPod Fens, Heelers&LigMing s 111 1c lees GI , me A Telecomsystems E�Lers renrlorners E T.e lnmbe tl AmcssCon[ml E mps 8 Ballad'sLEHTT E �L e e emeeme ormarA A rensmrnersLL" rs TE" HNION LTICO N TEMs HN IRAC OSOLAOLI,eLL EO TEUNITED CHNOLOO�ES CORPORATI ON- REa TED TECHNCLOG�CORP. UN reran ON .PowEre UNIVERSAL LIGHTING WER orem WnErelcA LATCRBINS wATrNT PER tLBORAND wATTsrOPPER tLEIRAND R LADDER p�e¢arles r rotlurls c EDSTA— GTEEL� Teeb, Teser;,F emerAx A�eemne:. see Aea mNlemal AICITY s nitl, rrouov cr�aa�P ourec uPssw�amsa realNad ProtlrNA s 8R91stetl Orotlucts re in s e -zee, Pmtlutls Itl Le$S ema eearon�6 reecanm ceRe,ne� r Lisl Less velodt�eolsee„mana ma mn�anar °ie�brlee L�Less gonesre uar Wnrea ceblemema Tmnsrormers Wn, a cable naLE"H'�`rRRi ALL Bre ANDS L�J(uuYR LE��N�U1Vra)) BRAN Os ble tun,Ri_L esters, Fedeneraa AT�nnes ��w�vRre n , ble AI—num W KLP Wnea Gable -ALL AB BR ' Aa LE(vV4 ALL BR AN Os RSP,R 1- ire ebre }-Armored Belae auminum Teeet + CABLE f,(WW YR)) -ALL BRANDS ABLE (vVVR}. ALL BR PN DS ble (C{N11- Armored Cable Copper J — able rWVR}-B reeGo per W�raee + 8 LE bNYre)-ALL BR AN Ds a CAABLE�'�U1'R)-ALL BRPNOS C BLE (rN4R}. ALL BRANDS ble NVYR)-Eled—, Cable-Fve Alarm s —H, �Q�yRI able + eble[)NYRS-Oenerel Ceblel Carol Ceblen.CNT Mbrea cable Mre a Cable LE��N'MU�VYR)))-ALL BRANDS CAIL CABLE(rN4f ALL BRAND Os NRE LE [WYfi)-ALL BR PN OS ble c[WYre)-M edrine Tool-9�M TEW able }-Mis®Ileneou Bs!Nre Suppliers + ble R zl ABL �-ALL arePNOs LE BRANDS �NQV�YR)-NM able [L'T�R�-lum + ble THRNrt FFN nblecortlePremIT ryVVR)))-ALL ABLi -ALL BR AND �MCE CC�bP able A Vel c� Dlso rat s y oe:8P 111.0.p N.. LE (WM)-ALL BRANOs NRE.OL iEMs ble l�I B-Veld Dtsount Pluomoltl s EOenlada9i W hmq Dryredj mod Teleoo W islntlbukionalo mol6mtluaslelion %ttRID DE VEre CORP LC eoepatleryrynsl Winnq Dryeuj mod Teeoom lu O1hrHslntlbu -, cordrdEmtlutlslelion s the Rl&V Rift Will- —dtjrt dG,", and 1Olsmvlbee haetlm Or 1 Of Rln pr BE. In dfed.— d IIIAII ThY.4.ft d prlft—n CN bermntrplbb hadmslt lezdsmurt0rtdue Cod.119 wIIIII su: bmmrket zntlure comma th,ddlltW,,Ies NOPTo-Baed dkmurtlKlcuxdforvaLe sd a—..csndm*eXslwMh K II¢pXQIn wr gpem. *Il, urnv[sllrt kYYlcphpvethe hsu:mnhvl2pXx mdrean1. IfY Xd+Etpdfer a leaer dkmurtfpr pgeCc, ZIlE, I-pIlI W dpaplyml, wd fppllYrnYpptl Fl dIxddlle. OurmNYIN[repnerppXtlK dsmurtsfrdnn Otlettive Irt dbellntlesfppllnsdfetlnpuNyueppppXVNtles[p tnNtlllneyav fpp1Y tltdnntlM1ltl Imordlve wir�Eepded nIW ors Cooperative Purchase Page 37 of 57 ,EV2370 B-2 Discount for Communication, Networking, Security n ma Gnarl = R..I.F=­ C.1.1 COMUNI—N 1" T_ �N N - 1-11 =:7 1 _1 --7 ­7 T� c'r c__ T N IMI C.=N I'll, 7 Z �MMI Cl Z.. 2.1 ,:I.=N NZ_T!.N: =7 " 2 �c: 1, N C. 1. d 1.. ­17 M., rr ll I =:7 =1 _1m 1: 7 T =co.aaamINN, 11: TZ1.1N. .Taos 2' m �R:_. �U' 7 N I =7 Tl=ll ­7 "N ­RON­N­FNEY­ c:: 2 1 1l 1IU:: .1 ­F z=': I__gnarl =DGI­8RWI­ GraWar nnr sin dal I=; axed 1­17 =2 =M_ '=; T. 'T.. _=.C...1 — - N. —17 R.d­ �11 I"! G":: Iinlin Gnarl Gnwl I WZICNN� Zd= ­1. ­d­ ­1 .1 1: =:7'snarl I N.C.� 1: Z=l: 5� ',r '� 1':- 7 iamom1�1 1 11 "1 —17Gnarl TT=0N-N:.'lZ": t�' G R q ­l: G'... NN, Ri'. "IGnarl T" IT" 1111r, �C; ....... .. .12.1711111 I'll I- Z.= I':-- 21 1=71"ITTI.,,, "Ki =17 dZ '.R N K n ' axis N­., ucara .—N­N-1. 2 Z.1':-. nn =7 snarl Cooperative Purchase Page 38 of 57 e C/N/s .w.mwa FM1reiwl sewMv antl Oaae Carm.l a n� ammem �aa m.. � c,.war Mlr R m,�aov .rl r oa me oa ooe � a ar �®� omarl omen Pllj{Lj�GJyIJ�O�N! uu����C[�C(�yR+pp��ppyyj�pp 9andard Camw aaPaww C.ntr.IN&%wnh Pmd.as Lw Lew l GrawerMlrR 09A5(Ali) Omer ntf9J}E��UL'�INLBRP�kAD w erl C/N/s c.m coaa.ar .aa'. �uf�y�p{+ (� �+�9��n 5i Granter NNr Rlw tra IgRWdTP caner niL9J1ELPREDbRWkdiED saae.Mc mmuawl�aaPmaeaa ) omen nil9J1E EREG bRWkdTED a o rn 3 Pma.cn omen O...m Conn—1 w.on� NLEDMOULD®PRODUCTS 111 ea sMmw&al.1. Pmdeaa omer wr.&c emw var.&c.m. app Omer a an�flkamM.m wa as ae Hme Eaa NuarA Maa.e. war Nmr omen cwwarrnnr. R I Prmeceonaw.e,wmaa, � n ar � ral - omen - a a cwwar Mnr R om.rl C/N/s C/N/s FNrelwl Saw11 and #awe Com,ol ao*�. Dwac.m Cannearvnv �n1 E.wmr end cwna c.m,a1INC w m rvc ma omm�m Boa m a a a ,a are omen caeca Rae.a: Omer AL Nt I--9andard SewMr R.oudam L9 Lew st Gwwar MYr Riw Lel D9A5RD1) Omer manic oaeaaa erl PI.BVICON F113ERTBC INC CommuMrnion Pmdueeaa 3 G=Z Mlr RIw La DGO 11 Omer omen aI caRPOR 1114 omen 1-1 Cl— m a Toole&Taw eool.m.m Rnaer Raa.cN N Toom�e le aad I'll Eom.meIt z nwl R.—. Oman m.mc en omen omen omer I woaea. erl ICON —PRISE aad Twt EouiomeM as Omer aeon& Newark.. R.auas 3 Grewar MYr R Omen C/N/s Pw..r R.ducN r ucNE 1a. omen NC a er OPC /sCHNEIDER—TRICIT—INC acih DiewuM LC law 15 Grawar Mlr Riw Lel 19g5 17 Omer u54INc gaaer.,i Omer) IT OIAer C/N/s s.n11.nce wareiao PPPROVID NETMORNS INC Communirallonc&Dale CVAerR i. 3 GraMar IN:R IBNSRDP =S 12"l EINroRlS does z lad 1, omen ec awD . a omen w mw —1R.aucN n rap as wcml Ada reaad aC.— wscem wl omarl IC Sw1TCHC0 .n 3 ssE��ew. emP .a&wm Preaeaa naNIN, ll nec OoOrnmmmAnw.ee.rnrr SHNocoGVantl cwnR erl samara common cman Pn. ee&voice R.d— 1 17 Omer C/N/s NN C/N/s C/N/s C/N/s .RmaC.nnpnilr Farelwl sewmv antl—Camrol aa.anar y FM1ninl Sewmr and—cormol OREEl Ream.—iiC.Mwnca Teli,h—&Ri.—C—II—llaa Pmdeaa iM Len Graver Mlr RwLe �g5lAf) omen gvPUNW1RELESS 9anaa/a sewmv R.tluda La Lew 1R G,ii-MSr RIw La DGAMJAf) omen omen nvnvn No Paw LM Itn�v omen pNSVIVR4 EfEL/E REMErvET�Rus Nardi Oemaors maaaoaaaa Lm lew 1 Gw.ar rflr RIw Nw IHA ;, Omen Cooperative Purchase Page 39 of 57 C/N/S A —RTIV ro uas ] Grewar NTr R roArJ Of] OMer omen C/N/S P.rer Roduch BBBErEC1RONICS 9aOndda_d Commumwnon Protluae La Lew ]9 Grawer mnr R 09A6/Ali) Omer CISION on m omen we cermm ammo sa.ma sr I c/B/s em uae tt Grawer NNr Riw tra �AI✓dlP caner r m omer I cOMduwcnnOrvs c B c/e/s twl Omam Cable Ye Ba0EN W1REPN0 CARE NI OTertttt&Itlen Protluae.1 Ri ONerl amcC6T NeM Omen Oamwm Cable WIREPNO CPA£ Nxark aCANCaa Omer REudo cnaE aa. awl cmzzaer cwwartimr. R Omen onneannr ro cads w ar omen vdreewc Bawry omen nar crawar Mnr R omen ro oas rs ,s sr —omen Omer c/N/s Gmwm cabl. Ba/NTEaucr NEvws BvmPcinoeweM La L.w 13 Grawar Mrr Riw Ler oP,BBaov om.rl NLr acATSP PLENUM Oman omen C/N/S Oaacom Cable BERKIEKLLC 1N&PN11 9a axd Cable 116x Protluae 3] Gwwar Mir Riw La 09rRJA1] Omer .a b.l mars /oevur rsrexLEv nrs I omer Naxerkma .a roaaaa omen .l omer R�a.aCabinae Omer EW�6 rro az onneeors .N Alc mrmmz aConneaors omen v(frea®rmma.aCPnneaon uE e a war Mrr omen cr.war nnr R Om.rl omen mrelwl sewmv:ad comrol omen C/N/S wl SeaMv and O<cse CorNol BOGBI COMAIN1-1.NS 9amdartl Pmduae LC Lew 3l Grawar Mir Riw Ler LmAl6/ATI7 Omer omen ITI os B Toole aTealERmPmem BOSSHT Al Orner—I. 3 Grawal Mrr R 09N6 11 Omer a nn�nr� mmomcaboa Romas er Toe a Feaenx: m,¢vmn anal Tomean�Ej�iPm� ra MeanaMaae ) omen FF a� Toole area EoolPmxn of n.ma.neaiomar aaav Proeaa:Ri omen aigMa aean.a.. EnuLux mw.a Reaecn omx d FF�� ne HeaNn ao µnilanon Ey.omem BROPN/NrRONE 9andard NwtMOIIaNMla on wer Nnr Omer aZrlb cr.war+mr.R rnn.rl BNs n .cs aeomm�m®eoar�aecre a. omen ME- ry Toom area F@@��'oo �RMOBrE STwrMras we Pwwwn.• r.w Br Graw.r MNr u. mOseaTn omen e/E/s ole aT6a Equipmm OTHER MOBlE 9JLIRIONS INC. EiwO NI;7171.eas Larsw 5 Grawer Mrr Riw La �g6/Af) Omer ooz a INI a.m CNN-11"oCPRISES Al Grewer MrR1.La 7 mAle Om+n.er l Omer —IIID.—cable cnsu —GEeanaam Roaeou La Lew a cww.r Nnr Rlw ua =;, omen Cooperative Purchase Page 40 of 57 Calve Mnyya/u/emem II. Grewar Mlr R �ALJ Of] OMer ab aCe6mn=171 -cemmamwlle. Protluaa .mm1m mna . n ,r om ab arl C/NN Ra&Cations CABLOFILINC Nl Omer RotlunaLa Lew 1E Grower mirr R OPAI6(A1 7 Omer Omer a a.tm oR coramocs omarl c/B/s CO QiwI CM1annN &FiAalnos C CPME%Oo nConitlulN&PeInM Rotluns Ca NTE Grawar NNr Rlw ren �AIC✓dlP and L�F n rl nw 4CamR. P"t Proa.aa omen a elnaR.lmm R.aaaa n n.l rl maa aaaRalama Prc Rama. Ar a a.ra tveNr nrI vane F r R.aaare omer l a e co .mme.I I.. m ana Gwwarmnr. R omarl m ,r omen v.iw Roa.are noNswc . ads omen l wl s.wmv..a rwwa c.mrel Icn a crawar Mnr R omen am .o m „ ,r �® omarl Omer I C/N/S N—ii, CEECONG Communlan on E.uiomml L9 Lew 3 Grawar Mlr RwLel p9g6/AT17 Omer mI .momml PRooucrslNc ., ®®raw erl C/N/S CERIO IX Nrxarkino Rotluda &Roulem sx 3 Grewar Mlr RIw Ln 09rRJA1] Omer ae*� ) omen m� omen I;NOmer Toole &Ten EPmPmml Omer mler omar —11 Omar �., e.v.a c....n..a aFM1a.., omen omer omer omen Rod«&Cromna com�auRING COl/I a. aur as rnm aCHwR C—S RG CNff ,R1n ern Omer C/N/S = ill cNRlsrl munl on &lwtlm Pmauaa L9 Lew Grawar Mlr RwLel LmAl6lAli] Omer e om�c .. ew--1-1— erl C/N/S rxnrkmc CIBJFCORP. St aaraaComm nlcn an ProUure 1. GrawBl Mlr R —11 Omer eon7a Cis Nai m uda m,� omen a M cauUZ. use min omarl pp CIRCATEIECOM US4 QIACYd11) Omen R.I dons siNC ar Iwl®• omarl ro a a omarl mrywrlwl E.wrvm,. a rawe c.tvol om.r mpsT SE �o m1 °cell r coM a omen w ra.a wa C...l -UNION rmaa T.la.A.ev asma.m c.mma.Iwe.. Pmaan. war mrrr erl CINIScrawar blr. R .rl omarl mwlwl s.wmv ana a«we c.to-ol ens om.rl c/N/s wl SIe�wmv..a Owwe Comrol CORD NO/COSfPR TECHN-1 sa0na.m S.wmr&TS Pmaun ea LS Lew 111 Grower.1 RIw Le reA6 7 Omer aool.•CaLla uNcnnoNs s,.aam Roaaaa omo,maaa Roaaarem a omen C/N/S Omcom Calve CO..— RE aiNOewumAl oe eC La Lew afi Grower Mlr RIw U. OYSJAf7 Omer C/N/S .Ala E avd.L�ol're I) Rim Lm m,�v omen ddyyJ .marl C/N/S Nrxnmmo cOMtSCOPE Nrw.rkinp Protluaa a Lr law 3 Grawar NNr Rln ren ®AGrdli) .marl Cooperative Purchase Page 41 of 57 C/N/S C/N/5 comae VartlewC e101M 5' CmcornnC an.aand COM1—OPE COMMSCOPE coRP D COMMSCOPE/—S COMMINICATIONST6i061GN OPbcal C.bla a C.an.aniry 16 ., R —f] ..,I Ion end as a, :- 111 7 omen m sand.. D/S&Wirelwe Rotluae oa L. Lew 19 Granter Md, R111 09A6 17 Omer Dyple u s omen ll9addntlera NeroM&Wnmw 1.,!— ] Granter Mflr RIw NN �ACil�P ft Communoueon Pmauaa Omer iewz Control varN.wlne sane arza NnnoueL vlea/ �� o.. N.womeeaso,rm P.d— omen ae omen Diner I ana, ummunl111"Iedeaa. Cnaaa alalea. ee-aaiminea omen nl omtlm CON.Tecu v—. C INL a wRwn,)o L, wI craw, ter. R erl Dmwm CAle m c.bl. COINING INC COIrvINc we svaloa�ry�iiDiawam oln.rl .�n O. .ae craws, Mnr R om.rl inns sal qn. comaan.a ana Roeae¢ e: ,. a,� omen C/N/S C/N/S D, Cabie COINING INC COI Zo C Omer EVNoaih O.wuM � L. Lew tl Grawar MYr Riw L0 GGA 17 Omer be Eanlem ace 2 omen NlaOmer R.d.1. 1 5 Gwwar hYtr RIw L. GGOGR01] Omer Iw R.aaam a gu e omen Diner PFome omen sanaard INo .e 1-1mwm 1 I;N.a.a C/N/S ary+ aT.s EualPm.a .a womilna EC .mn.a we E1PIISEs Ic CXRLNTUS omarl w eanwnea A.I Diner a n ne,e omen rn .I anlwbon Reaame cr.wa, rerr R gn.rl e.. ., a. omen :. aauwwwn.a 2 n.l C mmuma.I.n Pmau .� L.lew 2 G,.m.,rmr Riw Lal remsa0l) Omer C/N/S a In eee.e.na .n.a ..am�e Toole aTe. Eodlom.n CYL%PO v.ERsysreds .1C DFDTE SCREa CO— EsowTlorvsmdc om.r a e .I sandard Comm--.,,Rmoae wD 2] Graw.r Mrr R 09r05(101) Omer er .ua gn.rl a .mee Tal.enee.asaeaam eemmemm.e Pmaee. omen samara Protluan m ] QIACVd11] Diner wasa.1— 20 n.l omen oOommme.eanrn, Z' reiwgsa .m—.1 --co as Ana Raa � —IS n l as*r.wwnR .rI ea a. omen Diner C/B/S PKrelwPsaaan FM1relwl S99eam, Camol DIPBLOTOOLSI� emaPmwonas is Lava 2 Grawer Mtr RwL. �g6lAf] qA. erl Omer C/N/S C/N/S and Haws eln .ble Power—,,. 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Cooperative Purchase Page 43 of 57 C/N/S a rantl ,ems c°mrm FM1reiwl SewMv antl lwwe Carmol oolA aE FIRRIN0RN, FIREUTENIPMS/NONEW£LL E/un m eras L,l3 Grewar NN, R roAFJ Of] —I Omarl Omerl FM1reIwldSewMv and Nxwe Control La Lew I Graver Mir, R 09A5(Ali) Omer arms E.ua—ii—.Coz&s°nals e C/N/S re�w9 wm ,antl lave Comrol wsc°ao-m PM1��af .y FUR SYSTEMSINC /DVTA xIElw 11 Cemw ePaww Comrol&Se—Prodaas Granter NNr RIw Ua �AC✓dlP erI ,rye )erl al Nananaa ran. nbnn. Maaw,waem any.°°.a rnnwl El /%fm�W��m Toole&Tea EPuomm EEEFE�uur wn FL— Standard nano Heltl TeaMroeq�&OIM1erL mmunwlieneTeame omw Omer omer aw ro Owwarmnr. 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Pmavas ft., w a. omen C.m.m.yyu-�PRNn Pmdudeoa 3 GrawBl Ml, R OAm6(LOi) Omer 9a dard R. omen roiasewrm Proavaa muumn omen C;Na..*I�c voiwl Roalrga ome,I a w s.lvA.na omen omen Pmreyylwl segvm. em mwa copo-olINI PKrslwl x.Im a.a ass am,m Odac.m C.nnedrvgrm^ mps =FlM .a RP RsrsrSTns/co1mET IFIX INC m m.. as.w,mRr.a.ea omarl .I OmerRemlae .n.avd aadm.a R.a.aa omen . cr.war Nft R n.l .l B C/N/S C/N/S .le area Egmpmml Pawer R.du^u n Cable M..—l— JPNESONTOOLS JDSU /NAVI JOWD INDUS1R16 CORP .l 9aneara�T..I.FT.NmmFe wonea id lsw 5 Grewer Mlr R., O9gS/A1) omen omen TwnwID tlep Mu9nQeo a�SYendI a FberhnwedionaTed Ld Lew 31 Granter NH, RIw Ld OAJC 077 Omer C abiw ac.....a.m om.rl omen Nv..—P Bwa SLVmr l lwrl WreN4a.aPcwe. Ld law 15 Grawar Nmr RIw Ud OGdb/dli) Omen Cooperative Purchase Page 45 of 57 _amain­R R­­ coRR Al C­ —.1. L,l5 cr.roar nnr R —11 R zz ft C ;�N PROF—OlLPROD& CO 9andard Camases Pxww CPntmSB Sawrilr Pmdvtls La Lew lo Graroer mar R ­7 Omer Tz. 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Rim Le mrr�v omen m.m REEA9 v 1 .rl Cl— Na Io iRl— VaI.. BNw oRvtluee Le Lew 12 G;:. M1flr Rlw are ®AG ;, Omen Cooperative Purchase Page 53 of 57 „av ONS um NabvmNva I L,l 2 cr.ma, NO, R —11 Om.rl Cl— TRIPP �ITF C.—I 1. omen INS Paa, "I'lla�^a aPa.a, Proa�ea timer C/N/S Pmrer RbducN: TRIRP UTE MANUFACTURING CONPNNY PoaeBlewewilws�ma LYLew 7A Gramerma,R 09AE/Ali] Omer URING cob 1 rPlmemaa IP�.� Paaaas OmerI GRP omen e/E/s C-t"E aL�emna9rendo,mere TURCHINCsc am ana^Y^,mere YIC Se^eoreaFlYtlbue Conneuirav&Imertaw Padeae GntNRUN �aCS Ea ®1 Rs— de09AT✓AP aootimmAna.aao-rr CININ UBICQUIA CINIS ll CINIS —T. omen Iw R^a^ere a omar cramarmnr. 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Graybar is proposing that quick Payment Discounts are established by local district/branch management and approved on a customer by customer basis Gravbar Electric Company. Inc. Discount or Rebate Graybar's standard payment terms are NET 30 1 A one half of a percent (0 59/) rebate on all purchases made in excess of one million dollars ($1,000,000) annually, retroactive to dollar one. Paid Annually Graybar Annual Rebates program is located in Master Contract 2 A one percent (1.0%) rebate on all purchases made in EV2370. excess oftwo million dollars ($2,000,000) annually, Annual Rebates retroactive to dollar one ($1). Paid Annually 3. A one and one half percent (1.5%) rebate on all purchases made in excess offour million dollars ($4,000,000) annually, retroactive to dollar one ($1). Paid Annually Services (please list Services Services (please list Services Proposed) Proposed Percent (%) Mark up over cost Proposed) 5ummary of Services offered in contract EV2370: Graybar's awarded City of Kansas City contract and U.S. Communities national program EV2370, includes but not be limited to: Assessment, Engineering Supporting Contract Products, Analysis, Retro Ft, Upgrade, Installation, Repair, Emergency, Recovery, Training and Integrated Services to support the ow Services Overview: eeyed. t of s a products we distribute through the contract EV2370. Key areas Not to Exceed Cost Plus 26M the major service areaassoffered. of demand for services are Lighting &LED, Energy Management & Power Distribution, Start -Up & Commissioning, Repair & Retrofit, Test & Certification, Power Conditioning & Back -Up, Data Center & Technology Upgrades, Security, Wireless, Systems Integration & Testing Below is a list ofthe major service areas offered. Supporting all Lighting Manufacturers in contract EV2370: Assesment, Audits, Analysis, Engineering Supporting Contract Lighting Services Products, Replacement, Retrofits, Upgrades, Integration, Not to Exceed Cost Plus 26% Installation, Start -Up & Commissioning, Project Management and Maintenance Sunnorting all Electrical Manufacturers in contract EV2370: Assesment, Audits, Analysis, Engineering Supporting Contract Products, Modernization, Replacement, Retrofits, Upgrades, Power Services: Integration, Installation, Power Conditioning, UPS &Back-U p, Not to Exceed Cost Plus 26% Transformers, Motors & Generators,Project Management and Maintenance. Supporting all Inventory Management Solutions in contract Inventory Management Sevices: EV2370: Smart Stock, Vending Machines, Bar Coding, Scanners, Not to Exceed Cost Plus 26% Software & Solutions to Support Agency Initiatives Supporting all Recvlino Manufacturers and Service Affiliates in Recycling Services: contract EV2370: Self Service / Daily Use Boxes & Buckets, Bulk Recycling, Lamp, Ballast, Electronics, Batteries, ETC Not to Exceed Cost Plus 26M Cooperative Purchase Page 56 of 57 Su000rting all Communication and Security Manufacturers in contract EV2370: Data Center & Technology Upgrades, Wireless, Systems Integration & Testing, Structured Cabling, On - Site Product Support, Mission Critical Facility Management, Storage Solutions, Network Operations, Fiber &Copper Communication Services: Cable Management and Remote Access, Implementation and Support , Asset Management & Audio -Visual Systems. Assesment, Audits, Analysis, Engineering Supporting Contract Products, Replacement, Retrofits, Upgrades, Integration, Installation, Project Management and Maintenance. ]unnortlns all Security Manufacturers In Contract E V23/U: Security, Systems Integration & Testing, 911 Emergency Call Centers, Management and Remote Access, Asset Management, Access Control/Security, IP Su well lance/CCTV, & Notification Security Services: Systems Assesment,Audits, Analysis, Engi nee ring to support contract products, Replacement, Retrofits, Upgrades, Integration, Project Management and Installation, onorti ne alll Miscellaneous MRO & Related Product Services in contract EV2370: Assesment, Audits, Analysis, Engineering Miscellaneous MRO &Related Supporting Contract Products, Replacement, Retrofits, Product Services Upgrades, Integration, Installation, Project Management and Maintenance. Lighting Service Providers: Acuity Brands, Eaton / Cooper, GE Lighting, Hubbell Brands, Phillips Lighting. Power Service Providers: 3M, ABB /TN B, Baldor, Bussmann, Eaton, GE, Examples of Service Providers Available in contract EV2370 (But Hubbell, Lie bert /Viavi, Lyon, Schneider Services.. Communication Service Providers: APC, CommScope, Corning, Not Limited To): Eaton, Liebert/Viavi, Schneider.. Security Service Providers: Arecont, Ingersol, Pelco, Samsung, UTC.. Recycling Service Providers. Mercury Waste, Veolia.. Not to Exceed Cost Plus 26% Not to Exceed Cost Plus 26% Not to Exceed Cost Plus 26% Not to Exceed Cost Plus 26% Graybar U.S. Communities Pricing: Pricing applies to normally stocked Graybar materials. Discounts are based on Graybar List Price or Cost in effect at time of order. The majority of pricing on the Graybar contracts is based on a list less discount structure Cost -Plus discounting is used for market sensitive comm aditiesand I ghting fixtures Not -To -Exceed discounting is used forvalue added services and material with no list price in our system Graybar cannot sell at levels above the base contract price and reserves the right to offer a lesser discount for projects, or where large quantity discounts or localized supplier negotiations are available. Pricing was established through competitive solicitation process with City of Kansas City, MO Our Pricing Commitmentthrough City of Kansas City and US. Communities agreements dictate that Graybar lead with the U.S Comm unitiescontractfirst and foremost for any opportunity within the applicable government procurement segment. Our contracts represent pricing discounts from an extensive list of best -in -class suppliers offering unique opportunitiesto streamline your supply chain and find innovative or integrated solutions. Cooperative Purchase Page 57 of 57 M&C Review Page 1 of 3 ACITY COUNCIL AGEND Create New From This M&C Official site of the City of Fort Worth, Texas FORT WORTII '141� REFERENCE **M&C 23- 04GRAYBAR ELECTRIC DATE: 12/12/2023 NO.: 1030 LOG NAME: STRUCTURED CABLING AND SERVICES CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: (ALL) Authorize Execution of a Cooperative Purchase Agreement with Graybar Electric Company, Inc. to Provide Structured Cabling and Services in an Amount Up to $1,500,000.00 Annually with Renewal Options for the Information Technology Solutions Department RECOMMENDATION: It is recommended that City Council authorize execution of a cooperative purchase agreement with Graybar Electric Company, Inc. to provide structured cabling and services in an amount up to $1,500,000.00 annually with up to five (5) renewal options for the Information Technology Solutions Department. DISCUSSION: This Mayor and Council Communication (M&C) requests authorization to execute a cooperative purchase agreement with Graybar Electric Company, Inc. (Graybar) to provide structured cabling equipment, materials, parts, and labor for projects throughout the City. Graybar holds Omnia Partners contract EV2370 which will provide discounts for all communication infrastructure parts, materials, labor, and services. This request is for authorization up to an amount of $1,500,000.00 annually for structured cabling projects citywide. Large structured cabling projects that will use this authorization include: New Clifford Library New Police Department Storefront Northeast New Fire Station 43 New Fire Station 26 New Fire Station 37 New Fire Station 16 New North Library New North Police Department Division Present City Hall remodel for Police Department Meadowbrook Golf Club remodel Fort Worth Convention Center expansion/remodel New City Hall Fire Station 15 remodel Northwest Community Center http://apps.cfwnet.org/council_packet/mc review.asp?ID=31655&councildate=12/12/2023 12/22/2023 M&C Review Page 2 of 3 The Water Department has fiber and data cabling projects below scheduled within the next five years. Holly Water Treatment Plant Westside Water Treatment Plant Eagle Mountain Water Treatment Plant Rolling Hills Water Treatment Plant Village Creek Waste Water Reclamation Plant New Mary's Creek Waste Water Reclamation Plant The Water Department (Water) projects do not account for break/fix or other office configuration needs. Water estimates these projects will cost $280,000.00 per year. Fiber and data cabling projects for the Water Department will be funded by a combination of Capital projects and Operating funds. Other construction or retrofit/remodel projects will be funded by a combination of Capital projects and Operating funds. BACKGROUND: In 2017, the Information Technology Solutions Department (ITS) together with the Purchasing Division conducted a Request For Proposal process for structured cabling. As a result, ABLe Communications, Inc. and Superior Fiber & Data Services, Inc. were selected to provide structured cabling parts and services Citywide. On June 20, 2017, City Council authorized M&C P-12065 for the execution of professional services agreements with ABLe Communications, Inc. and Superior Fiber & Data Services, Inc. to provide structured cabling parts and services through ITS. Since that time, the City has spent over $5,000,000.00 for structured cabling materials, parts, and services through September 2023. Upon Council approval of this M&C, the executed new Cooperative Purchase Agreement with Graybar will replace the existing ABLe Communications, Inc. and Superior Fiber & Data Services, Inc. City Secretary Contracts and their respective remaining authorization. Graybar Omnia cooperative agreement will provide discounted pricing for all structured cabling materials, parts, and services to ITS. COOPERATIVE PURCHASE: State law provides that a local government purchasing an item under a cooperative purchase agreement satisfies State laws requiring that the local government seek competitive bids for purchase of the item. Cooperative contracts have been competitively bid to increase and simplify the purchasing power of local government entities across the State of Texas. SUCCESSOR CONTRACTS: In the event the Omnia Partners (Omnia) agreement is not renewed, staff would cease purchasing at the time of the last purchase agreement coinciding with a valid Omnia agreement. If the City Council were to not appropriate funds for a future year, staff would stop making purchases when the last appropriation expires, regardless of whether the then -current purchase agreement has expired. The City will initially use the Omnia contract to make purchases authorized by this M&C. The Cooperative Contract is set to expire January 31, 2024 with options to renew through January 31, 2029. If Graybar Omnia EV2370 is extended, this M&C authorizes the City to purchase similar equipment and services under the extended contract. If Omnia EV2370 is not extended but Omnia executes a new cooperative contract with Graybar and with substantially similar terms, this M&C authorizes the City to purchase the equipment and services under the new Omnia contract. If this occurs, in no event with the City continue to purchase goods and services under the new agreement for more than three (3) years without seeking Council approval. http://apps.cfwnet.org/council_packet/mc review.asp?ID=31655&councildate=12/12/2023 12/22/2023 M&C Review Page 3 of 3 BUSINESS EQUITY: The City's Diversity and Inclusion Department (DVIN) does not require Business Equity Goals when purchasing goods and services under a cooperative agreement such as Graybar's Omnia contract. However, Graybar has agreed, in good faith, to subcontract with certified Minority Business Enterprise (MBE) firms ABLe Communications, Inc. (ABLe) and Superior Fiber & Data, Inc. (Superior) to provide services for the City's structured cabling needs. Graybar will report subcontract dollars spent with ABLe and Superior in the DVIN contracting database for tracking purposes only. ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long a sufficient funds have been appropriated. AGREEMENT TERM: Upon City Council's approval, the initial term of the agreement will become effective once executed by the Assistant City Manager and will expire on January 31, 2024. The Agreement may be renewed through January 31, 2025, with the option for Omnia to renew through January 31, 2029. If the Omnia contract is extended through January 31, 2029, this agreement may be renewed in accordance with its terms through January 31, 2029. RENEWAL OPTIONS: This agreement may be renewed for up to five (5) one-year renewal terms, in accordance with the underlying Omnia contract, at the City's option. This action does not require specific City Council approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current capital budget, as previously appropriated, in the ITS Capital Fund for the FY21 AV/DS, FY22 AV/DS, FY23 ITS Audio Visual, FY22 PD P2P Camera Expansion, and FY22 FD Locution Refresh projects, and the Technology Infrastructure -IT programmable project. Other planned projects listed above and future projects are funded in the budgets of the respective capital project or the departments' Operating Funds to support the approval of the above recommendation and execution of the agreement. Prior to an expenditure being incurred, the Information Technology Solutions Department and participating departments have the responsibility to validate the availability of funds. TO Fund ' Department Account Project Program Activity Budget Reference # Amount ID ID Year (Chartfield 2) FROM Fund Department Account Project ID ID Submitted for Citv Manager's Office bv: Oriqinatinq Department Head: Additional Information Contact: ATTACHMENTS Program Activity Budget Reference # Year (Chartfield 2) Valerie Washington (6192) Kevin Gunn (2015) Sallie Trotter (8442) Amount 04GRAYBAR ELECTRIC STRUCTURED CABLING AND SERVICES funds availabilitv.0df (CFW Internal) Citv of Ft Worth - Form 1295.pdf (CFW Internal) FID Table Gravbar Structured Cablinq.XLSX (CFW Internal) http://apps.cfwnet.org/council_packet/mc review.asp?ID=31655&councildate=12/12/2023 12/22/2023