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Home My WebLink AboutContract 61893CSC No. 61893 FORT WORTH CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT This Cooperative Purchase Agreement ("Agreement") is entered into by and between Associated Supply Co, Inc., ("Vendor") and the City of Fort Worth, ("City"), a Texas home rule municipality. The Cooperative Purchase Agreement includes the following documents which shall be construed in the order of precedence in which they are listed: 1. This Cooperative Purchase Agreement; 2. Exhibit A — Seller's Pricing Catalogue; 3. Exhibit B — Cooperative Agency Contract (Sourcewell 011723-CNH); and 4. Exhibit C — Conflict of Interest Questionnaire Exhibits A, B, and C, which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B, or C and the terms and conditions set forth in the body of this Agreement, the terms and conditions of this Agreement control. City shall pay Vendor in accordance with the fee schedule in Exhibit A, including any future quotes, and in accordance with the provisions of this Agreement. Total annual payment made under this non-exclusive Agreement may be an amount up to One -Million Dollars and Zero Cents ($1,000,000.00). The Vendor acknowledges that this is a non-exclusive agreement and there is no guarantee of any specific amount of purchase. Further, Vendor recognizes that the amount stated above is the total amount of funds available, collectively, for any Vendor that enters into an agreement with the City under the relevant M&C or cooperative agreement and that once the full amount has been exhausted, whether individually or collectively, funds have therefore been exhausted under this Agreement as well. The Parties will engage in multiple transactions to purchase vehicles under this Agreement. For each purchase made pursuant to this Agreement, Vendor must supply a quote for the subject vehicles and the quote must conform with the then -current pricing under the underlying cooperative agreement. If the City accepts the quote and places and order for the vehicle(s), that quote shall be considered an addendum to this agreement but is not required to be filed in the City records. The Parties will maintain all quotes for the 3-year Audit period included herein. The term of this Agreement is effective beginning on the date signed by the Assistant City Manager below ("Effective Date") and expires on April 14, 2025. The City shall be able to renew this agreement for one (1) one-year renewal options by written agreement of the parties. Vendor agrees that City shall, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX To CITY: To VENDOR: City of Fort Worth Associated Supply Co, Inc. Attn: Dana Burghdoff, Assistant City Manager 200 Texas Street 2102 E Station Rd, Fort Worth, TX 76102-6314 Lubbock, TX 79404 With copy to Fort Worth City Attorney's Office at Facsimile: N/A same address The undersigned represents and warrants that he or she has the power and authority to execute this Agreement and bind the respective Vendor. CITY OF FORT WORTH: 15a�c� 8 6ir1f By: Dana Burghdoff (Au 3, 20241t:26 CDT) Name: Dana Burghdoff Title: Assistant City Manager Date: Aug 23, 2024 APPROVAL RECOMMENDED: By: l7( 4— Name: Marilyn Marvin Title: Interim Property Management Director A.00v,lop�� ATTEST: ~s oo p Ovo o=d L aS2nxs aa� nE0000' By: Name: Jannette Goodall Title: City Secretary VENDOR: 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. AK Name: Ashley Kadva Title: Purchasing Supervisor APPROVED AS TO FORM AND LEGALITY: uJ � By: Name: Jessika Williams Title:Assistant City Attorney CONTRACT AUTHORIZATION: M&C: 23-0450 Associated Suppl Co., l By Dame: Jon Linstruth Title: Vice President, Sales, Marketing & Programs Date: 8/20/2024 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX i ype text here EXHIBIT A CASE CONSTRUCTION Sourcewell - Construction Equipment Contract Contract Number: 011723 - CNH Contract Period: 04/04/2023 - 04/14/2027 Pricing Revised: 5/20/2024 Eligible Customers: All Sourcewell members in United States Members Include: Government Education (K-12 and higher) Non-profit agencies States that have adopted the contract (see below) States that have Adopted Sourcewell as their term contract: New York PC6265 Delaware GSS15750-Equip_HD Arkansas4600046991 Washington Master Contract 01020 Ohio RSCO08252 Member list: https://www.sourcewell-mn.eov/member-lookup Need to Join? https://sourcewell-mn.eov/ ICONTRACT DETAILS Contract Pricing Multiple Unit Discount (Third Party Items (Trade -In Payment Dealer Locator Tool Member # 4652 38542 1089 888 956 Specified discount off List Price/MSRP plus freight and setup and local delivery. Also surcharge but this must be placed on a separate line item. These discounts are not allowed with wholesale and/or retail discount(s). Not applicable. Allowed. Third party equipment and/or accessories must be listed on individual line(s) below the contract items. Allowed. The value is determined by the agency and the local dealer. Contact your local Case CE dealer for payment options. https://www.casece.com/northamerica/en-us/resources/dealer-locator casE CONSTRUCTION See www.casece.com for product information SOURCEWELL PRICE LIST DISCOUNTS-- New Contract 011723 Valid until 04/14/2027 Pricing Revised: 5/20/2024 PRODUCT / MODEL PRICE LIST (Updated) USA SOURCEWELL MEMBER DISCOUNT OFF LIST PRICE TRACTOR LOADER 570N EP Current Pricing 21.00% TRACTOR LOADER BACKHOE 575N EP Current Pricing 27.00% 1580SN Current Pricing 28.00% 1580SN WT Current Pricing 28.00% IS80SV Current Pricing 28.00% 1590SN Current Pricing 28.00% 1695SV Current Pricing 28.00% 580EV Current Pricing 30.00% FORKLIFT 586H 588H Current Pricing Current Pricing 20.00% 20.00% Compact Dozer Loader DL550 Current Pricing 16.00% CRAWLER DOZER 650M Current Pricing 21.00% 1750M Current Pricing 27.00% 1850M Current Pricing 27.00% 11150M Current Pricing 27.00% 11650M Current Pricing 27.00% 2050M Current Pricing 23.00% COMPACT WHEEL LOADER 21F Current Pricing 18.00% 1121F Current Pricing 21.00% 1221E Current Pricing 21.00% 321F Current Pricing 21.00% WHEEL LOADER 1521G Current Pricing 28.00% 1621G Current Pricing 29.00% 1651G Current Pricing 29.00% 1721G Current Pricing 29.00% 1821G Current Pricing 29.00% 1921G Current Pricing 29.00% 11021G Current Pricing 23.00% I1121G Current Pricing 23.00% Freight FOB North America plant or import distribution location. CASE CE dealer can add delivery freight and PDI costs. Price quotes only valid for 30 days (maximum). casE CONSTRUCTION See www.casece.com for product information SOURCEWELL PRICE LIST DISCOUNTS-- New Contract 011723 Valid until 04/14/2027 Pricing Revised: 5/20/2024 PRODUCT / MODEL FOR USA MARKET ONLY PRICE LIST (Updated) USA SOURCEWELL MEMBER DISCOUNT OFF LIST PRICE COMPACT TRACK LOADER TR270 Current Pricing 22.00% ITR310 Current Pricing 18.00% ITR340 Current Pricing 18.00% ITV370 Current Pricing 18.00% ITV450 Current Pricing 18.00% ITV620 Current Pricing 18.00% COMPACT EXCAVATOR CX15EV Current Pricing 17.00% ICX17C Current Pricing 17.00% �CX26C Current Pricing 17.00% �CX30C Current Pricing 17.00% �CX37C Current Pricing 17.00% ICX42D Current Pricing 17.00% ICX50D Current Pricing 17.00% 1CX57C Current Pricing 17.00% ICX60C Current Pricing 17.00% ICX75C ICX80C ICX140E ICX145D ICX170E ICX190E ICX220E ICX245D ICX260E ICX290D ICX300E ICX350D ICX365E ICX490D ICX500D CX750D SKID STEER LOADER ISR175 ISV185 ISR210 ISR240 ISR270 ISV280 ISV340 Freight FOB North America plant or import distribution location. CASE CE dealer can add delivery freight and PDI costs. Price quotes only valid for 30 days (maximum). Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricine Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing Current Pricing 18.00 18.00 18.00 18.00 18.00 18.00 18.00 18.00 18.00 18.00 18.00 18.00 18.00 18.00 18.00 18.00 16.00 18.00 18.00 18.00% 18.00 18.00% 19.00 22.00 CASE CONSTRUCTION See www.casece.com for product information SOURCEWELL PRICE LIST DISCOUNTS-- New Contract 011723 Valid until 04/14/2027 Pricing Revised: 5/20/2024 PRODUCT / MODEL PRICE LIST (Updated) USA SOURCEWELL MEMBER DISCOUNT OFF LIST PRICE MOTOR GRADER 836C 4WD / AWD Current Pricing 21.00% 856C 4WD / AWD Current Pricing 21.00% COMPACTION DV23 Current Pricing 17.00% IDV26 Current Pricing 17.00% IDV36 Current Pricing 17.00% IDV45 Current Pricing 17.00% IDV209 Current Pricing 17.00% IDV210 Current Pricing 17.00% ISV207 Current Pricing 17.00% ISV211 Current Pricing 17.00% ISV213 Current Pricing 17.00% ISV215 Current Pricing 17.00% ISV217 Current Pricing 17.00% IPT240D Current Pricing 17.00% CNH Parts Current Pricing LIST PRICE MINI TRACK LOADERS (MTLS) TL100 Current Pricing 21.00% SMALL ARTICULATED LOADERS (SALS) SL12 Current Pricing 22.00% ISL12TR Current Pricing 22.00% ISL15 Current Pricing 22.00% SL22EV I Current Pricing 22.00% SL23 Current Pricing 22.00% ISL27 Current Pricing 22.00% ISL27TR Current Pricing 22.00% ISL35TR Current Pricing 22.00% ISL50TR Current Pricing 22.00% WHEELED EXCAVATORS (WHEX) IWX140E Current Pricing 25.00% IWX155E Current Pricing 25.00% IWX160E Current Pricing 25.00% IWX175E Current Pricing 25.00% IWX210E Current Pricing 25.00% Freight FOB North America plant or import distribution location. CASE CE dealer can add delivery freight and PDI costs. Price quotes only valid for 30 days (maximum). DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 EXHIBIT B # 011723-CNH Sourcewell wa Solicitation Number: RFP # 011723 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and CNH Industrial America LLC, 700 State Street, Racine, WI 53404 (Supplier). Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to eligible federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada. Sourcewell issued a public solicitation for Heavy Construction Equipment with Related Attachments and Technology from which Supplier was awarded a contract. Supplier desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell's cooperative purchasing contracts (Participating Entities). 1. TERM OF CONTRACT A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below. B. EXPIRATION DATE AND EXTENSION. This Contract expires April 14, 2027, unless it is cancelled sooner pursuant to Article 22. This Contract may be extended one additional year upon the request of Sourcewell and written agreement by Supplier. C. SURVIVAL OF TERMS. Notwithstanding any expiration or termination of this Contract, all payment obligations incurred prior to expiration or termination will survive, as will the following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All other rights will cease upon expiration or termination of this Contract. 2. EQUIPMENT, PRODUCTS, OR SERVICES A. EQUIPMENT, PRODUCTS, OR SERVICES. Supplier will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. Rev. 3/2022 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH Supplier's Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. All Equipment and Products provided under this Contract must be new and the current model. Supplier may offer close-out or refurbished Equipment or Products if they are clearly indicated in Supplier's product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity's site. This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed. B. WARRANTY. Supplier warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship. In addition, Supplier warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended. Supplier's dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer's warranty that extends beyond the expiration of the Supplier's warranty will be passed on to the Participating Entity. C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution and throughout the Contract term, Supplier must provide to Sourcewell a current means to validate or authenticate Supplier's authorized dealers, distributors, or resellers relative to the Equipment, Products, and Services offered under this Contract, which will be incorporated into this Contract by reference. It is the Supplier's responsibility to ensure Sourcewell receives the most current information. 3. PRICING All Equipment, Products, or Services under this Contract will be priced at or below the price stated in Supplier's Proposal. When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity's total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity's requested delivery location. Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase. A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Supplier must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities. Rev. 3/2022 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Supplier as soon as possible and the Supplier will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity. Supplier must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition. Sourcewell may declare the Supplier in breach of this Contract if the Supplier intentionally delivers substandard or inferior Equipment or Products. B. SALES TAX. Each Participating Entity is responsible for supplying the Supplier with valid tax - exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity. C. HOT LIST PRICING. At anytime during this Contract, Supplier may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Supplier determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line -item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below. Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities. 4. PRODUCT AND PRICING CHANGE REQUESTS Supplier may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Supplier Development Administrator. This approved form is available from the assigned Sourcewell Supplier Development Administrator. At a minimum, the request must: • Identify the applicable Sourcewell contract number; • Clearly specify the requested change; • Provide sufficient detail to justify the requested change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and Rev. 3/2022 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Request Form will become an amendment to this Contract and will be incorporated by reference. S. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS A. PARTICIPATION. Sourcewell's cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities. The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity's authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Supplier understands that a Participating Entity's use of this Contract is at the Participating Entity's sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source. Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract. B. PUBLIC FACILITIES. Supplier's employees maybe required to perform work at government - owned facilities, including schools. Supplier's employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws. 6. PARTICIPATING ENTITY USE AND PURCHASING A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Supplier that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Supplier. Typically, a Participating Entity will issue an order directly to Supplier or its authorized subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration or cancellation of this Contract; however, Supplier performance, Participating Entity Rev. 3/2022 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH payment obligations, and any applicable warranty periods or other Supplier or Participating Entity obligations may extend beyond the term of this Contract. Supplier's acceptable forms of payment are included in its attached Proposal. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity. B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Supplier, such as job or industry -specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entities may require the use of a Participating Addendum, the terms of which will be negotiated directly between the Participating Entity and the Supplier or its authorized dealers, distributors, or resellers, as applicable. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract. C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements not addressed in this Contract (such as e- commerce specifications, specialized delivery requirements, or other specifications and requirements), the Participating Entity and the Supplier may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement. D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Supplier in the event of any of the following events: 1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the equipment, products, or services to be purchased; or 2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity's requirements. E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity's order will be determined by the Participating Entity making the purchase. 7. CUSTOMER SERVICE A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for: • Maintenance and management of this Contract; Rev. 3/2022 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH • Timely response to all Sourcewell and Participating Entity inquiries; and • Business reviews to Sourcewell and Participating Entities, if applicable. B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, sales data reports, performance issues, supply issues, customer issues, and any other necessary information. 8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Supplier must provide a contract sales activity report (Report) to the Sourcewell Supplier Development Administrator assigned to this Contract. Reports are due no later than 45 days after the end of each calendar quarter. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Supplier must submit a report indicating no sales were made). The Report must contain the following fields: • Participating Entity Name (e.g., City of Staples Highway Department); • Participating Entity Physical Street Address; • Participating Entity City; • Participating Entity State/Province; • Participating Entity Zip/Postal Code; • Participating Entity Contact Name; • Participating Entity Contact Email Address; • Participating Entity Contact Telephone Number; • Sourcewell Assigned Entity/Participating Entity Number; • Item Purchased Description; • Item Purchased Price; • Sourcewell Administrative Fee Applied; and • Date Purchase was invoiced/sale was recognized as revenue by Supplier. B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Supplier will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Supplier may not charge Participating Entities more than the contracted price to offset the Administrative Fee. The Supplier will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should Rev. 3/2022 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH note the Supplier's name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above "Attn: Accounts Receivable" or remitted electronically to Sourcewell's banking institution per Sourcewell's Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter. Supplier agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract. In the event the Supplier is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Supplier in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract's expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date. 9. AUTHORIZED REPRESENTATIVE Sourcewell's Authorized Representative is its Chief Procurement Officer. Supplier's Authorized Representative is the person named in the Supplier's Proposal. If Supplier's Authorized Representative changes at any time during this Contract, Supplier must promptly notify Sourcewell in writing. 10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant to this Contract are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract. B. ASSIGNMENT. Neither party may assign or otherwise transfer its rights or obligations under this Contract without the prior written consent of the other party and a fully executed assignment agreement. Such consent will not be unreasonably withheld. Any prohibited assignment will be invalid. C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been duly executed by the parties. D. WAIVER. Failure by either party to take action or assert any right under this Contract will not be deemed a waiver of such right in the event of the continuation or repetition of the circumstances giving rise to such right. Any such waiver must be in writing and signed by the parties. Rev. 3/2022 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH E. CONTRACT COMPLETE. This Contract represents the complete agreement between the parties. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22 of this Contract, the terms of Articles 1-22 will govern. F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master -servant, or principal -agent. 11. INDEMNITY AND HOLD HARMLESS Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys' fees incurred by Sourcewell or its Participating Entities, arising out of any act or omission in the performance of this Contract by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. Sourcewell's responsibility will be governed by the State of Minnesota's Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law. 12. GOVERNMENT DATA PRACTICES Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, maintained, or disseminated by the Supplier under this Contract. 13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT A. INTELLECTUAL PROPERTY 1. Grant of License. During the term of this Contract: a. Sourcewell grants to Supplier a royalty -free, worldwide, non-exclusive right and license to use the trademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell's relationship with Supplier. b. Supplier grants to Sourcewell a royalty -free, worldwide, non-exclusive right and license to use Supplier's trademarks in advertising and promotional materials for the purpose of marketing Supplier's relationship with Sourcewell. 2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers, resellers, marketing representatives, and agents (collectively "Permitted Sublicensees") in Rev. 3/2022 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH advertising and promotional materials for the purpose of marketing the Parties' relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees. 3. Use, Quality Control. a. Neither party may alter the other party's trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos. b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party's trademarks only in good faith and in a dignified manner consistent with such party's use of the trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated. 4. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party's name or logo (excepting Sourcewell's pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell's written directions. B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Supplier individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract. C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development Administrator assigned to this Contract. D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment, Products, or Services. 14. GOVERNING LAW, JURISDICTION, AND VENUE The substantive and procedural laws of the State of Minnesota will govern this Contract. Venue for all legal proceedings arising out of this Contract, or its breach, must be in the appropriate state court in Todd County, Minnesota or federal court in Fergus Falls, Minnesota. Rev. 3/2022 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH 15. FORCE MAJEURE Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party's reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default. 16. SEVERABILITY If any provision of this Contract is found by a court of competent jurisdiction to be illegal, unenforceable, or void then both parties will be relieved from all obligations arising from that provision. If the remainder of this Contract is capable of being performed, it will not be affected by such determination or finding and must be fully performed. 17. PERFORMANCE, DEFAULT, AND REMEDIES A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows: 1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Supplier will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties. 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Supplier may escalate the resolution of the issue to a higher level of management. The Supplier will have 30 calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Supplier must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Supplier fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, the Supplier will bear any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed. B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default: 1. Nonperformance of contractual requirements, or 2. A material breach of any term or condition of this Contract. The party claiming default must provide written notice of the default, with 30 calendar days to cure the default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non -defaulting party may: Rev. 3/2022 10 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH • Exercise any remedy provided by law or equity, or • Terminate the Contract or any portion thereof, including any orders issued against the Contract. 18. INSURANCE A. REQUIREMENTS. At its own expense, Supplier must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an "AM BEST" rating of A- or better, with coverage and limits of insurance not less than the following: 1. Workers' Compensation and Employer's Liability. Workers' Compensation: As required by any applicable law or regulation. Employer's Liability Insurance: must be provided in amounts not less than listed below: Minimum limits: $500,000 each accident for bodily injury by accident $500,000 policy limit for bodily injury by disease $500,000 each employee for bodily injury by disease 2. Commercial General Liability Insurance. Supplier will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office ("ISO") Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products -completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for products liability -completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Supplier will maintain insurance covering all owned, hired, and non -owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent. Minimum Limits: $1,000,000 each accident, combined single limit Rev. 3/2022 11 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH 4. Umbrella Insurance. During the term of this Contract, Supplier will maintain umbrella coverage over Employer's Liability, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 5. Network Security and Privacy Liability Insurance. During the term of this Contract, Supplier will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Supplier's security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data — including but not limited to, confidential or private information, transmission of a computer virus, or denial of service. Minimum limits: $2,000,000 per occurrence $2,000,000 annual aggregate Failure of Supplier to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default. B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf. Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Supplier's commercial general liability insurance policy with respect to liability arising out of activities, "operations," or "work" performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsements) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. D. WAIVER OF SUBROGATION. Supplier waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional Rev. 3/2022 12 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self -insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self -insured retention. 19. COMPLIANCE A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold. B. LICENSES. Supplier must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Supplier conducts with Sourcewell and Participating Entities. 20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in writing. Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. 21. PROVISIONS FOR NON -UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional Rev. 3/2022 13 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH requirements based on specific funding source terms or conditions. Within this Article, all references to "federal" should be interpreted to mean the United States federal government. The following list only applies when a Participating Entity accesses Supplier's Equipment, Products, or Services with United States federal funds. A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of "federally assisted construction contract" in 41 C.F.R. § 60- 1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 C.F.R. § 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." The equal opportunity clause is incorporated herein by reference. B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non- federal entities must include a provision for compliance with the Davis -Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti -Kickback" Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must be in compliance with all applicable Davis -Bacon Act provisions. C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess Rev. 3/2022 14 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACTOR AGREEMENT. If the federal award meets the definition of "funding agreement" under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Supplier certifies that during the term of this Contract will comply with applicable requirements as referenced above. F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. Rev. 3/2022 15 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH G. BYRD ANTI -LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti -Lobbying Amendment (31 U.S.C. § 1352). H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Supplier that are directly pertinent to Supplier's discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Supplier's personnel for the purpose of interview and discussion relating to such documents. L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; Rev. 3/2022 16 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre -approval. N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Contract or any purchase by a Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Contract or any purchase by an authorized user. 0. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and Statements) applies to the Supplier's actions pertaining to this Contract or any purchase by a Participating Entity. P. FEDERAL DEBT. The Supplier certifies that it is non -delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments. Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to the anticipated work under this Contract raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested. R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S. Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism. S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Contract it will comply with applicable requirements of 2 C.F.R. § 200.216. T. DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Contract will comply with applicable requirements of 2 C.F.R. § 200.322. Rev. 3/2022 17 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH 22. CANCELLATION Sourcewell or Supplier may cancel this Contract at any time, with or without cause, upon 60 days' written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Supplier's Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation. Sourcewell CNH Industrial America LLC DocuSigned by, r DocuSigned by: S(,u. ayfvj QKAy SWtff By: COFD2A139D06489._ By: 7FCB6D1 BF7F04C0_. Jeremy Schwartz Amy Swett Title: Chief Procurement Officer Title: Government & Fleet Sales Account Manager —New Holland CE brand 4/4/2023 1 2:29 PM CDT 4/4/2023 1 2:31 PM CDT Date: Date: Approved: DocuSigned by, E , By: 7E42B8F817A64CC... Chad Coauette Title: Executive Director/CEO Date: 4/4/2023 1 2:39 PM CDT Rev. 3/2022 18 DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 RFP 011723 - Heavy Construction Equipment with Related Attachments and Technology Vendor Details Company Name: CNH Industrial America LLC 700 State Street Address: Racine, WI 53404 Contact: Clint Jenkins Email: Clinton.jenkins@caseih.com Phone: 937-218-1701 Fax: 877-764-1369 HST#: 760433811 Submission Details Created On: Wednesday November 16, 2022 13:07:37 Submitted On: Tuesday January 17, 2023 12:55:10 Submitted By: Amy Swett Email: amy.swett@newholland.com Transaction #: a0423bfd-2fl6-47ee-b66d-446ac499cd78 Submitter's IP Address: 159.61.192.15 Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 Specifications Table 1: Proposer Identity & Authorized Representatives General Instructions (applies to all Tables) Sourcewell prefers a brief but thorough response to each question. Do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; respond "N/A" if the question does not apply to you (preferably with an explanation). Item Question Response* 1 Proposer Legal Name (one legal entity only): CNH Industrial America LLC (In the event of award, will execute the resulting contract as "Supplier") 2 Identify all subsidiary entities of the Proposer CNH America LLC whose equipment, products, or services are included in the Proposal. 3 Identify all applicable assumed names or DBA CNH Industrial America LLC does not have any assumed names or DBA. names of the Proposer or Proposer's subsidiaries in Line 1 or Line 2 above. 4 Provide your CAGE code or Unique Entity 10988 Identifier (SAM): 5 Proposer Physical Address: 700 State Street Racine, Wisconsin 53402 6 Proposer website address (or addresses): https://www.cnhindustrial.com https://www.casece.com hftps://construction.newholland.com www.newholland.com 7 Proposer's Authorized Representative (name, Amy Swett title, address, email address & phone) (The Government & Fleet Sales Account Manager — New Holland CE brand representative must have authority to sign 500 Diller Avenue the "Proposer's Assurance of Compliance" on New Holland, PA 17557 behalf of the Proposer and, in the event of Amy.swett@newholland.com award, will be expected to execute the 717-715-2489 resulting contract): 8 Proposer's primary contact for this proposal Amy Swett (name, title, address, email address & phone): Government & Fleet Sales Account Manager — New Holland CE brand 500 Diller Avenue New Holland, PA 17557 Amy.sweft@newholland.com 717-715-2489 Proposer's other contacts for this proposal, if Tony Simpson any (name, title, address, email address & Government Affairs phone): 6021 State Street Racine, WI 53142 262-631-0881 tony.simpson@cnhind.com Table 2: Company Information and Financial Strength Line Item Question Response* 10 Provide a brief history of your company, The origins of Case date to 1842, when Jerome Increase Case (born in 1819) including your company's core values, created Racine Threshing Machine Works in Racine, Wisconsin. The company business philosophy, and industry longevity produced its first portable steam engine in 1876, which is now on display at the related to the requested equipment, products Smithsonian Institution. or services. In 1957 Case made the 320 Construction King backhoe Ioader.Since 1969 Case has manufactured skid steers, starting in Burlington, Iowa and later moving production to Wichita. The company evolved into the Case Corporation, which merged with New Holland in 1999 to become CNH Global which in 2011 became CNH Industrial. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 2005: Case made its 500,000th backhoe loader and in 2010 made its 250,000th skid steer loader. 2016: Case released the new G-Series wheel loader lineup consisting of seven new models from 521 G thru 1121 G. 2017: In its 175th year in business, Case announced its facility in Wichita produced its 300,000th skid -steer loader. 2017: At Conexpo-Con/Agg 2017 Case released the CX750D excavator As of May 2017, Case "sells a full line of construction equipment around the world, including the number one loader/backhoes, excavators, motor graders, wheel loaders, vibratory compaction rollers, crawler dozers, skid steers, compact track loaders and rough -terrain forklifts. New Holland Construction was founded in 1895 in New Holland, Pennsylvania; in 1966 New Holland's first backhoe loader was introduced; in 2005 New Holland Construction Brand was created with a global full -line product offering of Skid steer loaders, compact track loaders, tractor loader backhoes, tractor loaders, wheel loaders and excavators. Since 1999, New Holland is a brand of CNH, which was demerged from Fiat Group to Fiat Industrial at the start of 2011. 2007 New Holland made 200,000 Skid Steer loaders and celebrated 35 years of designing and building its highly successful skid steer loader. They are the preferred choice of landscapers around the world and #1 in lift and carry compact machines. 2008 New Holland's "green" engine. New Holland launched the E215B crawler excavator, which mounts a brand-new engine which dramatically reduces emissions well below the levels required by regulations. New Holland equipment is built all around the world; the headquarters is in Turin, Italy and with ten plants and ten research and development centers spread globally, more than 800 dealers and 2,100 outlets. It is present in 100 countries worldwide. New Holland produces thirteen product families, five in the heavy range and eight in the light range; products include dozers, mini excavators, graders, wheel loaders, crawler excavators, backhoe loaders, skid steer loaders. Productivity, safety, and environmental responsibility are the cornerstones of New Holland's offering built around our customers. We are a key player in the global construction equipment industry born of the rich heritage of brands that made the history of this sector. In partnership with our worldwide network of dealers, we deliver products and services that meet our customers' requirements for productivity, safety, environmental performance, and fuel and cost efficiency. We know our customers' business and we provide them with a full line of innovative products and services designed for the specific applications of their industry. CNH Industrial is committed to delivering the highest ethical standards and supporting its dealers and customers through a diverse and inclusive workforce, industry -leading technology, exceptional safety and quality, and unmatched innovation At CNH Industrial, we pride ourselves on delivering the best. That means strengthening our product portfolio with dedicated financing, tools and components and selecting the best partners to support us in delivering value to our customers. We are proud of the work we do at CNH Industrial, where a focus on innovation has helped us to maintain our competitive edge and our position of global leadership. In 2014 we have a new licensing agreement with Sumitomo Construction Machinery to manufacture Sumitomo designed crawler excavators from 13 to 35 tons. In 2016 we entered an exclusive mini -excavator alliance with Hyundai Heavy Industries. The full integration of environmental and social considerations with economic objectives enables the Group to identify potential risks and seize additional development opportunities, resulting in a process of continuous, and sustainable, improvement that creates value over the long-term. We recognize the real importance of promoting a circular product life cycle in which resources are used fully and for as long as possible, and products and materials are recovered and regenerated at the end of their service life. For this reason, the Company offers a range of products able to run on fuels derived from renewable sources and is committed to adopting sustainability criteria from the design stage to develop more environmentally friendly products. To maximize product life, CNH Industrial also offers Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 its customers a range of remanufactured spare parts, in line with its circular economy approach. In manufacturing processes, emphasis is given to improvements that increase waste recovery and reuse. Living and working in cooperation with the surrounding area, and collaborating on projects that benefit the community, contribute to enhancing the satisfaction of employees (who often live close to plants) and their sense of belonging to the Company, while bringing economic advantages to both the Company and the community. Projects are measured in three fundamental areas. These areas are: Improving food availability, combating climate change & reducing environmental impact and supporting youth training. A key priority at CNH Industrial is to improve food availability. In the USA, CNH Industrial supports the FFA (formerly known as Future Farmers of America), an association active in farming education since 1928. In 2018, to further its commitment, the Company chartered its own FFA Alumni and Supporters Chapter1, through which employees can engage with students pursuing agriculture degrees and with members of other FFA Chapters nationwide. In 2021, the Company continued to be heavily involved with the FFA. Case IH, New Holland Agriculture, and CNH Industrial Capital continued their Silver Sponsorship of the National FFA Foundation, including its national convention with over 60,000 attendees. Furthermore, employees continued to engage with FFA students at professional development events, and again raised funds towards the purchase of approximately 70 FFA uniforms for students in need. CNH Industrial also continued its We Care We Share outreach program, holding an educational event at the Thai Sa Kaeo College of Agriculture and Technology aimed at raising agricultural technology standards in the country while creating a new generation of agricultural experts. In 2021, given the ongoing pandemic, CNH Industrial continued to support more vulnerable sections of society, including through food where needed. Located near the Company's sites in Racine (USA), the Hunger Task Force Farm yields over 226,000 kilos of fresh produce each harvest season to feed the hungry and create a reliable source of healthy food for its network of food banks. In 2017, the farm added a New Holland Agriculture tractor (donated by CNH Industrial Capital) to its operation. In 2021, the Company made a cash donation to the organization to purchase Thanksgiving turkeys for community members in need, while employees provided additional support by volunteering on the farm. A key priority at CNH Industrial is to combat climate change, whose negative impact on ecosystems affects the quality of life for people in local communities and consumer choices. The Company has initiated several projects to tackle this global issue, which are also aligned with SDG 13 'Climate Action'. These projects are increasingly focusing on reducing the environmental impact of Company plants, including on local communities, and on helping protect the latter against the effects of climate change such as desertification, water scarcity, and the loss of biodiversity. Other initiatives are in place to promote responsible behavior to minimize environmental impact. Participation in the projects associated with this key priority allows CNH Industrial's brands to enhance their profile and increase their visibility among potential customers and strengthens Company employees' sense of belonging. At CNH Industrial, a key priority is to engage local communities. To this end, and in line with stakeholders' expectations, the Company prioritizes initiatives that support local community development, especially youth training. In addition to the awards and scholarships given to employees' children, the Company works hard to promote young people's education by collaborating with private and public institutions and other stakeholders. Projects are also aligned with SDG 10 'Reduce inequality within and among countries', as they promote training in Emerging Markets with the aim of developing qualified potential recruits for the Company's sales and service networks. TechPro2, a joint project with schools run by the Don Bosco Salesian Society, aims at training mechatronics specialists to meet a growing demand for skilled personnel, thus offering young people greater employment opportunities — especially within the Company's sales and service network. Training includes theory and hands-on learning at Salesian centers, followed by targeted internships in the field. The goal of TechPro2 is two -fold: on the one hand, to ensure students have a future vocation; on the other, to enhance the quality of specialized technical assistance for the brands' products while meeting the demand for qualified technicians at authorized dealers and workshops. The Company provides expertise by training the teachers, who pass on the knowledge to the classroom students. It also offers financial aid, tools, and essential parts (such as complementary vehicles, engines, drives, and diagnostic tools) for classroom training and practice. CNH Industrial believes that operating in a socially responsible and ethical manner, Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 11 What are your company's expectations in the event of an award? 12 Demonstrate your financial strength and stability with meaningful data. This could include such items as financial statements, SEC filings, credit and bond ratings, letters of credit, and detailed reference letters. Upload supporting documents (as applicable) in the document upload section of your response. and in compliance with the laws of the countries in which it operates, is crucial to its long-term success. The Company's Code of Conduct summarizes its policies on various compliance and ethics issues (such as conflicts of interest, corruption, competition, and health and safety). Such policies reflect, among other things, the Company's commitment to adopting fair employment practices, ensuring safety in the workplace, supporting, and fostering environmental awareness, and respecting the communities in which it operates, in compliance with applicable laws. The Company is also committed to the creation of long-term sustainable value for all its stakeholders and is firmly convinced that respect for fundamental human rights and for basic working conditions is a prerequisite to achieving this. The Board of Directors is responsible for creating a culture that fosters such long-term value creation — a task that requires compliance with all applicable laws. To this end, and to clarify and make explicit the Company's values and expectations, the Board has adopted both a Code of Conduct and a Supplier Code of Conduct. Our vast network of CNHi dealers will provide local product technical support at the dealership or out on the road to the members along with providing the start-up and operations training compliant with OSHA regulations, which the members need to get to receive the max. performance and efficiencies out of their products. The customers can also purchase OEM parts from our dealer network to support the members and to ensure their equipment obtains the max. amount of run time. Our financial services to the members include leasing options and extended warranties which are handled directly at the dealership. Members who are on a budget can rent or demo equipment from the dealership. The equipment will be a unit that has not been retailed and comes with full warranty (less than 250 hrs) or pro -rated warranty (if the unit has over 250 hrs). The customer will receive the member list discount and demo/lease adjustment based on rent for sale program rates less any service or clean up fees dealer would have incurred. When CNH Industrial is awarded the Sourcewell contract, we expect to continue to achieve an overall sales growth of over 10%. Throughout the pandemic and component parts not reaching our plants in a timely manner, we still saw growth in our Sourcewell contract. We plan to continue this growth cycle in 2023. CNH Industrial announce a culture transformation where everyone's voice will be heard. We have five new beliefs Customer first, grow together, one team, make it simple, be the best. This is exactly what we are planning to do with this contract. We want our customers to walk into our dealerships and be heard. Get the product they want and make it an effortless process with Sourcewell. We will continue to partner with Government Solutions Team (GST) where we have done more training in 2022 and plan to continue to follow that process in 2023. Their training includes web training, ride -a -longs to help educate the sales teams and the customers in addition to training new or re-train dealers within their first 60 days. Additional emphasis will go to getting our dealers to attend GTKU's and universities to round out their knowledge of the contract and how to use it to drive the contract's need. We are also going to target and engage with the government entities to get our Sourcewell contract adopted versus these entities having their own contract. CNH Industrial reported strong full year performance in 2021, its final year of operations as a combined Off- and On -Highway entity. We delivered consolidated revenues of $33.5 billion, up 29% from the previous year. Both our adjusted EBIT from our Industrial Activities at $2,086 million(1) and our full year Net Income at $1.8 billion (which translates to $1.28 in earnings per share) were the highest in our Company's history. Market driven volume and disciplined pricing were key drivers of our record earnings, alongside the team's successful execution, which they achieved while often managing very challenging supply chain and logistics issues. We also recorded another very strong year for positive free cash flow of Industrial Activities(1), at over $1.8 billion as our operational execution improved. For additional information see our Annual Financial Report 2021 13 What is your US market share for the Model Year 2021 CNH Industrial market share 9.5% solutions that you are proposing? Case Construction 7.9% New Holland Construction 1.6% 14 What is your Canadian market share for the Model Year 2021 CNH Industrial market share 12.6% solutions that you are proposing? Case Construction 12.1 % New Holland Construction .5% 15 Has your business ever petitioned for NO bankruptcy protection? If so, explain in detail. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 16 How is your organization best described: is CNH Industrial is the manufacturer of the equipment offered in this proposal. Our it a manufacturer, a distributor/dealer/reseller, sales and service force is provided through our network of 1107 North American or a service provider? Answer whichever dealers. Our dealerships are independently owned and operated so they are question (either a) or b) just below) best positioned to provide sales and post support for our customers. Through the post - applies to your organization. sale support our dealers offer parts and service. CNH Industrial imposes strict a) If your company is best described as contract regulations and standards (Pinnacle), to hold dealers accountable for all a distributor/dealer/reseller (or similar entity), interactions a customer has. This would include sales, service, parts, marketing, and provide your written authorization to act as a operations. distributor/dealer/reseller for the manufacturer of the products proposed in this RFP. If applicable, is your dealer network independent or company owned? b) If your company is best described as a manufacturer or service provider, describe your relationship with your sales and service force and with your dealer network in delivering the products and services proposed in this RFP. Are these individuals your employees, or the employees of a third party? 17 If applicable, provide a detailed explanation CNH Industrial adopts the World Class Manufacturing (WCM) management system, a outlining the licenses and certifications that program for innovation based on continuous improvement, developed to eliminate all are both required to be held, and actually types of waste and loss through the rigorous application of specific methods and held, by your organization (including third standards (see page 165). Given the customers' demand for ever -higher quality and parties and subcontractors that you use) in the level of excellence required by the WCM, the focus is on the quality of every pursuit of the business contemplated by this aspect of the manufacturing process, which has led plants to also adopt a quality RFP. management system compliant with ISO 9001. As of December 31, 2021, 57 CNH Industrial plants were ISO 9001 certified, collectively accounting for 98% of revenues from sales of products manufactured at the Company's plants1. To achieve its quality standards, CNH Industrial devised a robust supply chain management process (see page 151) to ensure the procurement of quality components, which are essential to produce vehicles that meet the high standards demanded by customers. CNH INDUSTRIAL completed an initiative, known as Technology Days, gives suppliers a chance to display their innovative products in terms of innovation, technology, and quality, while addressing specific topics and sharing information on recent technological developments. In 2021, the event was as always attended by CNH Industrial employees but held virtually. As of December 31, 2021, 220 supplier plants had adopted the World Class Manufacturing (WCM) program, with no increase compared to 2020 due to pandemic -related restrictions and strategy changes to the WCM supplier program itself. The WCM adoption process entails several activities that take place in two distinct yet equally important phases, and that are meant to provide suppliers with the necessary knowledge to apply the intrinsic concepts of Lean Production. Firstly, various training sessions led by CNH Industrial's WCM program specialists are delivered to suppliers. Secondly, supplier WCM teams are given the opportunity to visit selected CNH Industrial plants to learn about the Company's best practices. Safety is a priority across the Company, as evidenced by the compliance of management systems with the ISO 45001 international standard, as well as with the continuous improvement principles of World Class Manufacturing (WCM) and its specific Safety pillar (see page 165). CNH Industrial's approach to occupational health and safety is based on effective preventive and protective measures, implemented both collectively and individually, aimed at minimizing risk of injury in the workplace. The Company endeavors to ensure optimal working conditions, applying principles of industrial hygiene and ergonomics to managing processes at an organizational and operational level. Additionally, it adopts the highest standards in the countries in which it operates, even where regulatory requirements are less stringent, believing this to be the best way to achieve excellence. In addition, the central Environment, Health, and Safety (EHS) function (which serves as a reference point for sustainability) coordinates and manages health and safety issues as per CNH Industrial's Health and Safety Policy. It periodically verifies performance against targets, proposes new initiatives, and defines health and safety policies. The Company's certification of its occupational health and safety management systems as per the ISO 45001 international standard is voluntary and covers 58 CNH Industrial manufacturing plants worldwide, accounting for 45,521 employees. In 2021, the Company completed its transition to the new ISO 45001:2018 Occupational Health and Safety Management standard, which supersedes the OHSAS 18001:2007 standard. Certifications are awarded by accredited international bodies (in turn continuously and rigorously monitored by other international organizations) that review and certify the high levels of reliability and of operational and procedural standards. In 2021, the occupational health and safety management systems at some non - manufacturing sites were ISO 45001 certified, accounting for 5,684 employees at 12 different sites and locations. In total, 70 CNH Industrial sites worldwide (manufacturing and non -manufacturing) are now ISO 45001 compliant — covering 51,205 employees (about 75.9% of the employees within the reporting scope), 5,388 Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 contractors, and 7,190 agency workers (representing, respectively, 97% and 91% of the relative populations within the reporting scope) — as are all joint venture plants in which CNH Industrial has at least a 51% interest. World Class Manufacturing (WCM) data (see page 165) relates to 51 plants, representing 99% of revenues from sales of products manufactured at CNH Industrial plants4. Occupational health and safety data (see page 82) relates to 66,129 employees, or about 98% of the workforce within the reporting scope. There are 58 ISO 45001 certified plants, accounting for 95% of Company plants and representing approximately 100% of revenues from sales of products manufactured at CNH Industrial plants4. Information on environmental performance (including V005, water, and waste) and management systems (see pages 167; 170) relates to 54 fully consolidated plants, accounting for 89% of Company plants and representing 99.5% of revenues from sales of products manufactured at CNH Industrial plants4. There are 58 ISO 14001 certified plants, accounting for 95% of Company plants, representing approximately 100% of revenues from sales of products manufactured at CNH Industrial plants4, and relating to 44,682 employees (or about 97% of the workforce at the plants within the reporting scope4). Information on energy performance (including CO2, NOX, SOX, and dust emissions) and management systems (see pages 171; 179; 181) relates to 55 fully consolidated plants, accounting for 90% of Company plants and representing 99.7% of revenues from sales of products manufactured at CNH Industrial plants4. There are 54 ISO 50001 certified plants, accounting for 89% of Company plants, representing 99.5% of revenues from sales of products manufactured at CNH Industrial plants4, and relating to 44,146 employees (or about 95.5% of the workforce at the plants within the reporting scope4). Moreover, there are 57 ISO 9001 certified plants, accounting for 93% of Company plants, representing 98% of revenues from sales of products manufactured at CNH Industrial plants4, and relating to 44,256 employees (or about 96% of the workforce at the plants within the reporting scope4). CNH Industrial also holds its suppliers to a high standard in human resources and sustainability. Please see the attached files for CNH Industrial's Sustainability Plan and Supplier Code of Conduct for more information. 18 Provide all "Suspension or Debarment" CNH Industrial has not been Suspended or debarred information that has applied to your organization during the past ten years. Table 3: Industry Recognition & Marketplace Success Line Question Response" Item 19 Describe any relevant industry awards or CNH Industrial (NYSE: CNH INDUSTRIAL / MI: CNH INDUSTRIAL) received a 2022 recognition that your company has received Manufacturing Leadership Award for outstanding achievement in the Sustainability in the past five years Leadership category, which honors manufacturers that are shaping the future of the sector through digital transformation. This is the third consecutive year that the Company has earned recognition from the Manufacturing Leadership Council, which is a division of the National Association of Manufacturers. CNH Industrial's award -winning project, Smart Pretreatment for the Paint Shop, was executed by the manufacturing team at the Case IH and STEYR agricultural production plant in St. Valentin, Austria. The project enhanced operator safety while ensuring optimum paint quality and sustainable use of additives. The T6 Methane Power also won the prestigious Sustainable Tractor of the Year 2022 award at the EIMA International4 trade show held in Bologna (Italy), assigned by a jury panel of top European journalists specializing in farm equipment. Other awards include Innovative Iron for our DL550 Compact Dozer loader in 2022, Top 100 in 2022 for DL550 Compact Dozer loader, TV620B CTL, E. Series Excavators. Top 50 award in 2022 for TV620B CTL. This is just to name a few. Please see entire list in attached documents. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 20 What percentage of your sales are to the Case Construction governmental sector in the past three years 2021 —14% 2020 —15% 2019 —20% New Holland Construction - 2021 — 9% 2020 — 10% 2019 — 20% 21 What percentage of your sales are to the CNH Industrial Construction brands does not have the capability to pull out the education sector in the past three years educational percentage, but it is calculated into our sales to the government below. 22 List any state, provincial, or cooperative New Holland Construction (CE) Contract Sales purchasing contracts that you hold. What is the annual sales volume for each of these Sourcewell CE Contract contracts over the past three years? 2019 $2,906,112 2020 $2,125,345 2021 $3,851,787 Michigan CE contract no sales from 2019-2021 Pennsylvania CE 2019 <$200,000 2020 <$300,000 2021 < $400,000 Ohio CE 2019 $158,736 2020 $206,926 2021 $98,665 Iowa CE 2019 $59,043 2020 $104,200 2021 <$100,000 State of Louisiana 2019 $330,000 2020 $0 2021 <$100,000 State of Georgia 2019 $0 2020 $170,000 2021 <$100,000 NASPO 2019 $303,000 2020 $150,000 Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 2021 $351,000 BuyBoard 2019 $938,000 2020 $547,000 2021 $331,000 HGAC — No Activity 23 List any GSA contracts or Standing Offers and Supply Arrangements (SOSA) that you hold. What is the annual sales volume for each of these contracts over the past three years? Table 4: References/Testimonials Case Construction Contract Sales Sourcewell Case Construction contract 2019 $24,000,000 2020 $18,000,000 2021 $11,000,000 State of Michigan Case CE 2020 $ 176,027 2021 $ $82,070 2022 $ $321,663 NASPO Case Construction Contract 2019 $1,200,000 2020 $1,600,000 2021 $2,240,000 CNH Industrial Construction brands do not hold any of these contracts. Line Item 24. Supply reference information from three customers who are eligible to be Sourcewell participating entities Entity Name * Contact Name * Phone Number* Erie Water Works Ann Whipple 814-870-8016 State Procurement Standards Analyst, OH Stephanie Klingler 614-387-1130 Central Procurement -Enterprise Sourcing — MI Yvon Dufour 517-249-0455 Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 Table 5: Top Five Government or Education Customers Line Item 25. Provide a list of your top five government, education, or non-profit customers (entity name is optional), including entity type, the state or province the entity is located in, scope of the project(s), size of transaction(s), and dollar volumes from the past three years. Entity Name Entity Type * State / * Scope of Work * Size of Transactions * Dollar Volume Past Three Province Years na Government Indiana - IN Mowing YR QTY 2019 $ 112,418 2019 1 2020 $3,064,492 2020 21 2021 $2,083,958 2021 11 na Government New York -NY Mowing YR QTY 2019 $4,405,899 2019 25 2020 $5,039,273 2020 28 2021 $ 0 2021 0 na Government BC - British Mowing/snow removal YR QTY 2019 $1,510,557 Columbia 2019 10 2020 $ 951,797 2020 6 2021 $1,353,325 2021 6 na Non -Profit ON - Ontario Mowing/snow removal YR QTY 2019 $3,647,150 2019 16 2020 $ 0 2020 0 2021 $ 137,142 2021 1 na Government South Carolina - Mowing YR QTY 2019 $2,391,487 SC 2019 19 2020 $1,064,046 2020 8 2021 $ 771,893 2021 6 Table 6: Ability to Sell and Deliver Service Describe your company's capability to meet the needs of Sourcewell participating entities across the US and Canada, as applicable. Your response should address in detail at least the following areas: locations of your network of sales and service providers, the number of workers (full-time equivalents) involved in each sector, whether these workers are your direct employees (or employees of a third party), and any overlap between the sales and service functions. Item Question Response* 26 Sales force. CNH Industrial field sales force is comprised of employees of the company as well as third party employees of our dealer network who cover the entire US and Canada. Our Field Sales Force are fully focused on the sale of CNH Industrial through our Dealer Networks to our end user. The New Holland Construction Field Sales team is comprised of 5 Region Sales Directors, 44 Territory Business Managers, 5 Business Sales Specialists, 5 Dealer Development Managers, 8 Regional Product Specialists and 40 Technical and Specialty Field Managers. Case Construction is made up of 3 Regional Sales Directors, 21 Field Sales Specialist, 10 Business Managers, 6 Sale Support Managers, and 2 Product & Application Training Specialist. Each independent CNH Industrial dealer supports its local customer base with its own sales, product support and service personnel. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 27 Dealer network or other distribution Case Construction and New Holland Construction has a dedicated dealer network methods. strategically located across North America, and we are continually looking to see where new locations can be opened. Our dealer locations are fully trained and dedicated to sell and support Case Construction and New Holland Construction products covered in this RFP. Many of the principals, their staff and customers hold positions on their local city, village, township, county boards, school boards and positions within their churches, non-profit camps and Fair Boards and non-profit organizations such as Scouts, 4-H, Ducks Unlimited, etc. The efforts and plans of GST to engage New Holland construction dealers from the top down carries the value of our Sourcewell contract through to these community officials who need to purchase equipment efficiently. Our company supports our dealer network with professional Field Service Managers. Each dealership is staffed with parts and service personnel trained to support the products in their area of responsibility. Our company supports the entire United States, along with Hawaii, Alaska, and Canada. Our dealer service personnel are factory trained as well as have access to "Assist," a technical database that helps technicians quickly diagnosis failures through CNH Industrial technical advisors and fellow dealers. We have further support by the Customer Care contact phone numbers: New Holland Construction 1-888-365-6423 and Case Construction 1-866-542- 2736. 28 Service force. Our Field service force is comprised of employees as well as third party employees of our dealer network that covers the US and Canada. All employees must meet annual service training requirements provided on -site by our company, including our service school and online technical training program. Our Field Service force are fully focused on the service of CNH Industrial through our Dealer Networks to the end user. Each one of our independent dealer supports its local customer base with its own sales, product support and service personnel. We value their position as the local support to the members and provide them with the tools, training and support they need so they are a well- rounded team when it comes to the members. 29 Describe the ordering process. If orders CNH Industrial ordering process with be handled by our dealer network. The will be handled by distributors, dealers or members will go directly to their local dealership when the PO is approved. Their others, explain the respective roles of the local dealer will then place the order through the eQuipment program which then is Proposer and others. sent to the plant and our Order Management department. From there it will be placed into a production schedule. Dealers can monitor the orders from eQuipment to see when the product will be scheduled and when it will be shipping. 30 Describe in detail the process and Customer service begins with our dedicated dealer network. Each one of our procedure of your customer service dealerships is fully trained and supported by CNH Industrial so they are committed to program, if applicable. Include your immediately addressing all customer needs. Each one of our brand dealerships is response -time capabilities and supported by the Corporate Customer Service team, "Assist" and factory training. commitments, as well as any incentives that help your providers meet your stated CNH Industrial interacts with and assists its customers to give them an experience service goals or promises. that meets their expectations. The Company's Customer Care departments specialize in developing, managing, and promoting customer service solutions, fostering long- lasting relationships, and satisfying customer needs and expectations. Customers may request information or report an issue via the brands' websites, toll -free numbers, smartphone applications, or via email — 24 hours a day, 7 days a week. Customer Care staff manage the entire process, from initial customer contact to final feedback to the customer, ensuring resolutions in the timeliest manner. New Holland Construction's incentive program is the Dealer Standards Program. CASE Construction Equipment's incentive program is the Partnership Program. These programs are designed to assess dealers and reward best -in -class performance across a wide range of operational and performance criteria. Case Construction provides the Tomahawk Customer Center which has been serving its customers for more than 60 years. Sitting on more than 500 acres in Wisconsin's Northwoods, the CASE Tomahawk Customer Center is a premier year-round demonstration facility and business retreat. Enjoy a fully interactive experience with personalized training, state-of-the-art product demonstrations, hands-on equipment operation, and a healthy dose of our trademark hospitality. Like our company and our dealers, our Tomahawk staff is here to provide you with expert guidance and education to help you make informed operating and maintenance decisions 31 Describe your ability and willingness to CNH Industrial has been selling and servicing members in the United States through provide your products and services to our Sourcewell contract for 12 years. We offer a full array of Construction products Sourcewell participating entities in the and services through our network of local dealers. United States. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 32 Describe your ability and willingness to CNH Industrial has been selling and servicing members in Canada through our provide your products and services to Sourcewell contract for 12 years. Our company offers a price book series in Sourcewell participating entities in Canada. Canadian dollars. We also offer a full array of Construction products and services through our network of local dealers. Our financing and leasing teams live in Canada. This ensures the members are working within the regulations of the Canadian rules. With the assistance of Sourcewell and Canoe Procurement Group and GST, we are expanding our marketing and training efforts and dealer presence throughout Canada. There is a scheduled webinar with Canoe Procurement Group in March 2023. 33 Identify any geographic areas of the United CNH Industrial will be serving all locations of the United States and Canada. States or Canada that you will NOT be fully serving through the proposed contract. 34 Identify any Sourcewell participating entity CNH Industrial will be serving all Sourcewell and CANOE Procurement Group of sectors (i.e., government, education, not -for- Canada members. profit) that you will NOT be fully serving through the proposed contract. Explain in detail. For example, does your company have only a regional presence, or do other cooperative purchasing contracts limit your ability to promote another contract? 35 Define any specific contract requirements CNH Industrial will service all of Hawaii, Alaska, US, and Canada in all market or restrictions that would apply to our segments. Shipping and delivery expense calculation method will be used for offshore participating entities in Hawaii and Alaska transactions, Alaska, and Hawaii. and in US Territories. Table 7: Marketing Plan Line Item Question Response 36 Describe your marketing strategy for We will promote Sourcewell to our sales team and government dealers of over 1,000 to promoting this contract opportunity. our customers. Our sales teams will attend regional training, webinars or in -person training. Upload representative samples of your They will then help to promote and work through a potential sale through the Sourcewell marketing materials (if applicable) in contract with the local dealership. Our dealers will be trained by CNH Industrial the document upload section of your government sales manager or their territory business manager. On -insight training, webinars response. or phone calls can be completed for training. We also have a partnership with Government Solutions Team for New Holland Construction that will also conduct webinars and on -sight training. We want our dealers to have a vast amount of support and success while being trained on the contract. All training is free to the dealers and goes through our Web University for tracking and awarding the teams for their participation. We work with Sourcewell and Canoe Procurement Group to provide marketing materials to the dealers. This material is also used by the dealers for customer visits, shows and other events where our brands and the contract are being promoted. New Holland Construction is also in the process of updating the Buyer's Guide that promotes our products to our government customers. We list our cooperative contracts at the back of the guide. This guide will be distributed to our dealers which in turn will provide to their customers. I have provided a picture of the back page for reference. 37 Describe your use of technology and digital data (e.g., social media, metadata usage) to enhance marketing effectiveness. CNH Industrial incorporates several uses of technology, digital data, social media, and data to drive market awareness, target prospective sales, train our teams and customers, and perform community outreach. CNH Industrial has a dedicated website for our products and services. New Holland's website allows prospects to build equipment to their specifications, locate dealers and have direct contact information to each government representative. Case Construction website allows prospective customers to locate dealers. Our social media presence spans from Instagram, Facebook, Twitter and Linkedln. We follow, like and share Sourcewell media along with other industry leaders to promote a full support system to our teams, dealers, and the community. By doing this, it keeps our brands at the top of our prospects' minds. We also utilize data from the Association of Equipment Manufactures (AEM) on governmental and non-profit sales. The data shows sales activities and high -density sales areas. This also allows us to understand our effectiveness in the marketplace compared to our competitors. We also have a governmental bid service. By investing in this service it allows for an advantage over our competitors and directs opportunities to the Sourcewell contract. This also allows us to see the future requirements of a member so our dealers can reach out and build a relationship with them and offer the Sourcewell as a solution to their bid process. We also conduct training and post videos online to reach a maximum audience and to keep our teams "in the know" as soon as possible. We want to get the information out quickly, so our members have the most current information. New Holland Construction government sales managers along with GST work with our teams daily through these trainings, videos, and emails to help them understand their market and the opportunities that exist. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 38 In your view, what is Sourcewell's role We expect Sourcewell to promote the contract through social media, digital media, shows in promoting contracts arising out of and events. Also, to allow members to easily locate our contracts on the landing page on this RFP? How will you integrate a Sourcewell's website and keep the member's list current. Communicating how the Sourcewell-awarded contract into your contracts are adopted and by whom is another significant role Sourcewell can provide. sales process? The H2O conference is an excellent tool where vendors can come together and share lessons learned, wins and best practices. When members contact Sourcewell, we expect them to directly thank them, answer any questions they have, and provide our contract information to the members. We would like our contract manager to follow up with an email or call to us on who called and their contact information and what was needed. This will allow us to continue the sales process by reaching out to them and showing them, we have a team with Sourcewell and CNH Industrial. We will continue to train our Territory Business Managers and dealers at our sectional and regional CNH dealer and sales meetings on this contract. We will continue to educate our dealers through webinars, phone calls and in -person training. When the contract is awarded, we will be sending out a letter with the new matrix to our dealers letting them know of the newly awarded contract. New Holland Construction will also be utilizing the GST team to train our members on the contract. They have a novel approach on touch points with the dealers during training. Our dealers are notified in several diverse ways through mail, email, and phone calls which then leads up to training. The focus does not stop after the training. GST continues to contact them after that process, so we do not lose touch with them. GST provides our dealers with a listing of Sourcewell members located in their area. This contract is particularly important to each one of our brands and is highly expressed to our CNH Industrial employees and dealers. Therefore, we have continued to grow the contract even through the Covid period. We plan to stay the course and continue with our message to our employees and dealers which is, "you should not have to bid for low dollars or a product you do not want, use Sourcewell and get what you deserve." 39 Are your products or services Not now. Our contract is awarded through our dealer level, and this places too many available through an e-procurement variables. We have had conversations with NASPO to see if there is a way to work on ordering process? If so, describe your an industry standard. Some of the states have already started going to the e-procurement e-procurement system and how system but with our highly configured products, it is difficult to work within their perimeters. governmental and educational We are willing to work with Sourcewell and the team you have put together to produce a customers have used it. process for e-procurement, whether this be through and EDI system or finding a company that has already created a process. Table 8: Value -Added Attributes Line Item Question Response 40 Describe any product, equipment, We hold product training and customer experience events throughout the year. Any dealer maintenance, or operator training current customer or potential customer can attend these events. programs that you offer to At the corporate training facilities or the servicing dealer level, Operator and Maintenance Sourcewell participating entities. training can be specifically structured for the customer. The servicing dealer provides base Include details, such as whether machine operation and maintenance training as part of the purchase and delivery. Additional training is standard or optional, training can be purchased through the local dealership. who provides training, and any costs that apply. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 41 Describe any technological New Holland Construction has announced the E15X first electric vehicle which has no air or advances that your proposed sound pollution. products or services offer. New Holland Construction included an 8" LCD Multifunction Display in the 300 Series Skid Steer Loader and Compact Track Loader products. This brings the operator input and functionality to another level over what we had in the past. Particularly, the addition of a factory fit reverse camera, and improved EZ EH control adjustability. Meet the CASE MinotaurTm DL550 — an all -new, industry -first equipment category: the compact dozer loader. The integrated C-frame delivers true dozer performance and the agility and finesse of a loader. CASE Construction Universal Machine Control allows you to use the precision construction technology you prefer". It's compatible with hundreds of attachments, and the addition of an industry -exclusive fully integrated ripper makes this machine one -of -a -kind. It has the strength, attitude and intelligence to stake a claim as the industry's most versatile and powerful compact machine. Minotaur demonstrates CASE Construction's commitment to delivering real -world innovation rooted in customer need. With 29 patents—, more than 10,000 field test hours, multiple customer clinics, countless operator evaluations, product refinements and even more evaluations after that — we've put this machine to the test to deliver you the highest standard in quality. THE INDUSTRY'S FIRST FULLY ELECTRIC BACKHOE LOADER — THE CASE 580 EV The CASE 580 EV (electric vehicle) delivers backhoe power and performance equivalent to its diesel counterpart while also providing instant torque, lower jobsite noise, lower daily and lifetime operating costs, reduced maintenance demands and absolutely zero emissions. This will be anticipated to launch in 2024. The CASE 580 EV Delivers Ultimate Power and Sustainability - Zero Emissions: Lower your carbon footprint and achieve incentives/greater consideration for new projects with electrified additions to your fleet. - All the Performance: The battery separately powers the drivetrain and hydraulic motors, resulting in hydraulic breakout forces equal to diesel -powered machines and improved performance during simultaneous loader and drivetrain operation. - Long -Lasting Power: The machine's lithium -ion battery provides enough power for the typical 8-hour workday. - Lower Operating Costs: Save as much as 90 percent in annual vehicle, fuel, and maintenance costs. - Classic CASE Performance: The 580 EV retains the precision and efficiency of diesel - powered CASE backhoes with features such as ProControl, which allows for extremely precise boom movement and placement, as well as Comfort Steer, which significantly improves steering while working in tight quarters or in truck loading operations. The CASE CX15 EV (Electric Vehicle) is a 2,900-pound mini excavator powered by a 16- kW electric motor — it features retractable tracks that get machine width down to about 31 inches for going through doors and working in confined spaces. It can also work close to structures and obstacles with a minimum swing radius design. The 21.5 kWh lithium -ion battery is charged either by the 110V/220V on -board charger, or via an external rapid charger that can have the machine charged extremely fast, typically within 90 minutes. Depending on the type of work, unit will provide enough power to work through a full eight - hour workday. 42 Describe any "green" initiatives In compliance with its Environmental Policy, CNH Industrial is committed to minimizing the that relate to your company or to environmental impact of its ICT activities by using energy -efficient products and solutions. your products or services, and Indeed, the Company implemented the Green ICT plan precisely to reduce energy include a list of the certifying consumption and CO2 emissions. In 2021, approximately 8,200 personal computers and agency for each. 1,083 technical workstations were replaced with new equipment featuring more efficient power supply units, optimizing the consumption of electricity drawn from the grid. The Company also replaced around 1,100 computer monitors with new units that comply with environmental requirements regarding product energy consumption and efficiency, the use of hazardous substances, recyclability, packaging materials, and low -impact manufacturing methods. Within the scope of Brands4Sustainability3, CNH Industrial supported a project called Capri Circolare - A Sustainable Tourism Model, an in-depth analysis of potential areas of intervention to position the island of Capri at the forefront of environmental sustainability. The goal is to turn Capri into a green destination by developing a model that promotes a circular economy and the implementation of good practices to protect the local region, resources, and biodiversity. In Cordoba (Argentina), IVECO created an Ecological Island where carpenters use recycled materials to make parts that are then used in various plant production and logistics processes. In broad terms, the company applied the 5Rs of waste management (refuse, reduce, reuse, recycle, recover) to enable the reuse of approximately 4,800 kilos of reclaimed wood and around 3,600 kilos of corrugated plastic per year. The Company also contributed to creating policies in support of alternative fuels — and a circular economy — in the agriculture sector, particularly promoting the use of biomethane and Agriculture 4.0 programs through specific initiatives in many countries. As a long - Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 standing member of the European Automobile Manufacturers' Association (ACEA), while also holding a seat on its board, the Company has actively contributed to the debate on EU (European Union) policies to lower CO2 emissions and achieve net -zero emissions in the future. Moreover, with a seat on the association's Commercial Vehicles Board, IVECO actively contributed to the discussions on how manufacturers can help achieve the EU's 2050 Greenhouse Gas Emissions (GHG) goal, highlighting the role that both liquid and gas renewable fuels can play in the transition towards net -zero CO2 emissions in transport. As regards light -duty vehicles, IVECO is actively involved in the ongoing discussions and advocacy activities regarding the revision of the post-2020 CO2 emission standard for cars and vans. CNH Industrial is also a member of the Committee for European Construction Equipment (CECE) and of the European Agricultural Machinery Association (CEMA), trade associations for construction equipment and agricultural machinery manufacturers, respectively. Throughout 2021, the Company collaborated with the associations' committees and project teams to bring forward EU legislation on the safety and environmental aspects of off -road machinery. Following the European Green Deal plan presented by the European Commission, CNH Industrial contributed to further discussions within CECE's and CEMA's High -Level Groups on CO2 concerning ways to reduce GHG emissions and decarbonize both the agriculture and construction sectors in Europe. CNH Industrial is also a board member of the European Association of Internal Combustion Engine Manufacturers (EURO ). In 2021, particularly through its brand FPT Industrial, the Company contributed to the association's activities centered on Non -Road Mobile Machinery (NRMM) exhaust emissions, proposing the creation of a new working group within the association focused on alternative powertrains and advanced energy resources. The aim was to further promote alternative and more sustainable powertrain solutions within non -road sectors as well (such as marine applications or mobile equipment) considering the EU's most recent sustainability and climate goals. The Company holds a seat on the board of the Natural & biogas Vehicle Association (NGVA Europe), which advocates and fosters the use of natural gas and biomethane for transport in Europe. In 2021, in collaboration with several other national associations for natural gas, IVECO and FPT Industrial promoted debate in Europe on natural gas strategy (considering the EU's targets for 2030 and beyond) and its advancement in Europe, in line with EU legislation on the development of natural gas infrastructures. CNH Industrial is member of the board of Hydrogen Europe, representing the hydrogen and fuel cell industry, national associations, and research centers in Europe, and of the Hydrogen Council, a global initiative among leading energy, transport, and industry enterprises that focuses on the contribution and potential of hydrogen in the transport sector while contributing to policymaking and the ongoing debate, working towards the future commercialization of fuel cell vehicles. In this regard, the Company also participates in the European Clean Hydrogen Alliance, an initiative by the European Commission and Hydrogen Europe that brings investors together with governmental, institutional, and industrial partners, aimed at steering and coordinating the ambitious plan to deploy hydrogen technologies by 2030, and at rapidly upscaling clean hydrogen production and use in Europe. New Holland Agriculture was one of the main stakeholders at the event Seeding the Future of Sustainable Farming: Advanced Farm Machines & Solutions to Deliver on the European Green Deal, a summit organized by the European Agricultural Machinery Association (CEMA) in Brussels (Belgium). The focus was on how digital farming tools, modern farm machines, and farm data management systems will drive the European agriculture sector in taking on the double challenge of producing sufficient quality food and safeguarding biodiversity. The importance of sustainable planning to the Company lies not only in time and cost efficiencies, but also in emissions reduction, resource use, packaging management, and, not least, in their indirect impact on human health and traffic congestion. To coordinate its efforts effectively towards improvements in this area, CNH Industrial published its Green Logistics Principles, available on the Company's website; intended to coordinate the Company's initiatives on promoting sustainable behaviors, they help both corporate functions and suppliers effectively monitor their performance and meet improvement targets. In North America, the Agriculture and Construction segments continued to engage their logistics partners in the SmartWay transport program. Launched in 2003, the program is sponsored by the Environmental Protection Agency (EPA) to improve efficiency, reduce greenhouse gas, and air pollutant emissions along the transport chain. SmartWay provides its partners with a set of EPA -tested tools that help make informed transportation choices, measure, and report CO2 emissions, and improve supply chain efficiency and environmental performance. More information can be found on our 2021 Sustainability Report Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 43 Identify any third -party issued eco- Several CNH Industrial plants continued to implement initiatives to reduce packaging waste, labels, ratings or certifications that according to the 5 Rs11 of waste management (in particular, the Reuse principle). your company has received for Improvement measures involved several plants, including New Holland (USA), Annonay the equipment or products (France), Zedelgem (Belgium), Cordoba (Argentina), and Curitiba, Piracicaba, and Sorocaba included in your Proposal related (Brazil), reducing overall packaging waste by more than 1,000 tons and saving to energy efficiency or approximately $650,000. As per existing guidelines on packaging -waste compactors, aimed conservation, life -cycle design at mitigating the environmental impact and management costs associated with waste, CNH (cradle -to -cradle), or other Industrial plants continued to reduce the volume of stored waste, thus requiring less frequent green/sustainability factors. collection and disposal services by third -party providers. For example, the plant in Rorthais (France) installed a cardboard compactor, saving over $9,200. New Holland Agriculture was one of the main stakeholders at the event Seeding the Future of Sustainable Farming: Advanced Farm Machines & Solutions to Deliver on the European Green Deal, a summit organized by the European Agricultural Machinery Association (CEMA) in Brussels (Belgium). The focus was on how digital farming tools, modern farm machines, and farm data management systems will drive the European agriculture sector to take on the double challenge of producing sufficient quality food and safeguarding biodiversity. See all the green initiatives stated on #43. We continue to support conservation efforts with third parties. 44 Describe any Women or Minority CNH Industrial is proud to partner with Small Business, Veteran Owned, Women or Minority Business Entity (WMBE), Small Owned, Native American Owned and other Disadvantaged Business Enterprises. Business Entity (SBE), or veteran owned business certifications that Monroe Tractor 1001 Lehigh Station Road, Henrietta, NY 14667 — WBE Certified noted on your company or hub partners website www.monroetractor.com have obtained. Upload documentation of certification (as Yukon Equipment in AK is Native Owned. It was established under the Alaska Native applicable) in the document Claims Settlement Act of 1971. https://yukoneq.com/about-us/ upload section of your response. 45 What unique attributes does your We are dedicated to our Clean Energy Leader® strategy, launched in 2006, which company, your products, or your promotes the use of renewable fuels, systems to reduce emissions, technological tools, and services offer to Sourcewell sustainable agricultural practices. We recognize today as a global leader in powerful, participating entities? What makes reliable, and highly efficient equipment that helps our members meet the challenges of your proposed solutions unique in modern-day tasks. We have numerous models in several product lines which speak to your industry as it applies to understanding member needs and proving them with the correct solution. This is Sourcewell participating entities? accomplished by our strong dealer network and our field teams working together to help our members define their needs. Our dealers are measured on technical, financial and sales performance levels and maintain certifications to back up these performance levels. Our focus is to align with what our members' needs are while controlling costs. We also have our unique demo/rental program available to members under this proposal. A member can use the product in advance and receive additional discounts if they choose to purchase the equipment. This allows the member to make sure they are getting the right product for the job. New Holland Construction partnership with Government Solutions Team (GST) will continue to have an impact on the members through the education and speaking opportunities they are afforded during our meetings and events as well as during events taking place at all levels throughout North America which they are invited to attend. Their vast array of knowledge and experience working with members in this sector compliments our team in the field with getting the Sourcewell contract utilized and talked about. Their ability to speak to the members as a third party has been of great value in successfully helping members understand how to utilize the contract. Table 9: Warranty Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure. You may upload representative samples of your warranty materials (if applicable) in the document upload section of your response in addition to responding to the questions below. Line Question Item Response* 46 Do your warranties cover all products, parts, and New Holland Construction and Case Construction covers all products, parts labor? and labor. This is defined in our Warranty and Limitation of Liability agreements for both brands. For Case Construction this is defined in the Dealer Operating guide. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 47 Do your warranties impose usage restrictions or other limitations that adversely affect coverage? Both New Holland Construction and Case Construction have items that are not covered such as: 48 Do your warranties cover the expense of technicians' travel time and mileage to perform warranty repairs? 49 Are there any geographic regions of the United States or Canada (as applicable) for which you cannot provide a certified technician to perform warranty repairs? How will Sourcewell participating entities in these regions be provided service for warranty repair? 50 Will you cover warranty service for items made by other manufacturers that are part of your proposal, or are these warranties issues typically passed on to the original equipment manufacturer? 51 What are your proposed exchange and return programs and policies? 52 Describe any service contract options for the items included in your proposal. • Repairs arising from storage deterioration, failure to maintain the equipment, negligence, alteration, improper use of the equipment, collision or other accident, vandalism, or other casualty, or operation beyond rated capacity or specification. • Repairs arising from abuse or neglect, including but not limited to: operation without adequate coolant or lubricants, adjustments to the fuel system outside equipment specifications, over -speeding, improper storage, starting, warm-up, or shutdown practices, incorrect fuel or contaminated fuel, oil or other fluids. • Normal maintenance services, such as engine tune-ups, engine fuel system cleaning, checks, adjustments, shimming, etc. • Replacement of non -defective wear items expected to be replaced during the warranty period, including but not limited to light bulbs, spark plugs, brake or clutch linings, slip clutches, belts, chains, knives, bucket cutting edges and teeth, crawler track pads and track components, crop processing and cutting components, external drive sprockets and chains, soil engaging tools and accessories. For other items please see the Warranty and Limitation of Liability agreements for both brands. Case Construction does reimburse on some Heavy Construction products. Both New Holland Construction and Case Construction dealer network provide technicians for repair and the network covers the entire of North America. We will cover certain items made by other manufacturers. Certain items are covered by some OEM's such as engines manufactured by Deutz, Kubota, Yanmar, etc. We do not cover warranty for items made by other manufacturers. Coverage detail is provide in the Warranty and Limitation of Liability agreement form which the customer signs at the time of delivery. CNH Industrial's responsibilities include, but are not limited to Deliver a unit that is free of defects in material and workmanship - Reimburse for costs for repairs that are the result of defects in material and workmanship - Provide warranty payment to dealers per policy in a timely manner - Provide service information to dealers via the Technical Help Desk - Identify product deficiencies and corrective action by Product Improvement Programs - Make determinations of premature wear - Provide operators manuals If for some reason defects/failures arise, CNH Industrial will take corrective action under the warranty policy. Returns/Exchanges are not allowed. We do provide services under ProCare Program for Heavy Construction equipment; where a customer receives Extended Warranty coverage, and it includes planned maintenance for 3 years & SiteWatch subscriptions. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 Table 10: Payment Terms and Financing Options Item ine Question Response* 53 Describe your payment terms and accepted payment Payment terms are Net 30, after receipt of invoice. Acceptable methods. payment methods would be at the local dealer's discretion, but most would accept cash, ACH, Check and P-Card. 54 Describe any leasing or financing options available for use Financing options and leasing solutions are available from CNH by educational or governmental entities. Industrial Capital America LLC. Sourcewell members should contact the local CNH brand construction equipment dealer to see what options are available. 55 Describe any standard transaction documents that you CNH Industrial will administer a matrix that will be published on our propose to use in connection with an awarded contract Dealer Portal and/or sent to our dealers notifying them of the (order forms, terms and conditions, service level contract period, products awarded, and discounts off list price so agreements, etc.). Upload a sample of each (as they can quote equipment to members. The sample matrix will be applicable) in the document upload section of your uploaded for your reference. response. We provide the dealers with a matrix which provides the Sourcewell member with the product, discount off list and pricing available to them. 56 Do you accept the P-card procurement and payment Acceptance would be at the local dealer's discretion. process? If so, is there any additional cost to Sourcewell participating entities for using this process? Table 11: Pricing and Delivery Provide detailed pricing information in the questions that follow below. Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as described in the RFP, the template Contract, and the Sourcewell Price and Product Change Request Form. Line Question Response* Item 57 Describe your pricing model (e.g., line -item discounts or We are offering discounts off the product category. The total product -category discounts). Provide detailed pricing data purchase price will include a discount off the list with freight, setup, (including standard or list pricing and the Sourcewell surcharge, and any other extra costs associated with the final sale discounted price) on all of the items that you want on separate line items. Sourcewell to consider as part of your RFP response. If applicable, provide a SKU for each item in your proposal. CNH Industrial Discounts off List price: Upload your pricing materials (if applicable) in the document upload section of your response. Skid Steer Loaders 35% Compact Track Loaders 32% New Holland Tractor Loader Backhoe 35% Case CE Tractor Loader Backhoe 37% Tractor Loader 32% Compact Wheel Loader 32% Crawler Excavator 32% Rough Terrain Forklifts 32% Compact Dozer Loader 32% Crawler Dozer 37% Heavy Wheel Loader 37% Heavy Excavator 32% Motor Grader 32% Compaction 32% 58 Quantify the pricing discount represented by the pricing CNH Industrial discounts are off list price ranging from 32% to 37%. proposal in this response. For example, if the pricing in your response represents a percentage discount from MSRP or list, state the percentage or percentage range. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 59 Describe any quantity or volume discounts or rebate CNH Industrial does not offer any additional discounts currently. Our programs that you offer. local dealers are authorized at their discretion to provide additional discounts. 60 Propose a method of facilitating "sourced" products or The proposed pricing for sourced equipment or services will related services, which may be referred to as "open be "open market." CNH Industrial will provide a quote for each market" items or "nonstandard options". For example, you request. Dealers may provide additional discounts at their discretion may supply such items "at cost" or "at cost plus a on the unit in question. percentage," or you may supply a quote for each such request. 61 Identify any element of the total cost of acquisition that is Additional cost that maybe associated with each transaction that NOT included in the pricing submitted with your response. dealers may include: This includes all additional charges associated with a -Set-up/pre delivery inspection purchase that are not directly identified as freight or -Surcharges if applicable shipping charges. For example, list costs for items like pre- -additional manuals delivery inspection, installation, set up, mandatory training, -freight or initial inspection. Identify any parties that impose such -training costs and their relationship to the Proposer. 62 If freight, delivery, or shipping is an additional cost to the Freight, both from manufacturing facilities, distribution points, or Sourcewell participating entity, describe in detail the transfers from other dealers' inventory will be added as a separate complete freight, shipping, and delivery program. line item. This cost is FOB, but CNH Industrial often subsidizes it to remain competitive in the marketplace. 63 Specifically describe freight, shipping, and delivery terms or Shipping and delivery expenses calculation method will be used for programs available for Alaska, Hawaii, Canada, or any offshore delivery as well as Alaska, Hawaii, and Canada. offshore delivery. 64 Describe any unique distribution and/or delivery methods or We do offer the option for equipment to be coded "will call." This options offered in your proposal. allows the customer to pick up the equipment from the manufacturing/distribution points. This can lower the cost of the transaction. Table 12: Pricing Offered tm The Pricing Offered in this Proposal is: * Comments 65 c. better than the Proposer typically offers to GPOs, cooperative procurement organizations, or state purchasing departments. Table 13: Audit and Administrative Fee Line Question Response Item 66 Specifically describe any self -audit process or program that you Our dealers are required to upload documents when they plan to employ to verify compliance with your proposed Contract purchase equipment. They will upload the customer's with Sourcewell. This process includes ensuring that Sourcewell purchase order, dealer's invoice to customer, and participating entities obtain the proper pricing, that the Vendor authorization letter. Each month Government Sales Manager reports all sales under the Contract each quarter, and that the audits the Sourcewell documents and verifies membership, Vendor remits the proper administrative fee to Sourcewell. Provide pricing, discount, etc. Each quarter a report is generated on sufficient detail to support your ability to report quarterly sales to all Sourcewell sales and sent to the buyer. Sourcewell as described in the Contract template. 67 If you are awarded a contract, provide a few examples of internal Market Share is important to our business. Each month we metrics that will be tracked to measure whether you are having run reports from AEM to understand our position in the success with the contract. marketplace. This report includes total government sales, and from the percentage of government sales going into Sourcewell is determined. Our goal is to continue to grow this matrix in the percentage of government sales to increase Sourcewell sales. We also are looking at our year over year and quarter -over -quarter results in sales volume dollars. This will show us if we are on target for growth vs that of last year's quarter. 68 Identify a proposed administrative fee that you will pay to CNH Industrial agrees to continue to pay Sourcewell a Sourcewell for facilitating, managing, and promoting the Sourcewell 0.75% contract fee. Our contract has continued to grow, Contract in the event that you are awarded a Contract. This fee which results in profit for all parties involved. is typically calculated as a percentage of Vendor's sales under the Contract or as a per -unit fee; it is not a line -item addition to the Member's cost of goods. (See the RFP and template Contract for additional details.) Table 14A: Depth and Breadth of Offered Equipment Products and Services Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 Line Item Question Response* 69 Provide a detailed description of the New Holland Construction Equipment: equipment, products, and services that you MEET YOUR CHALLENGES HEAD-ON are offering in your proposal. New Holland's ongoing commitment to making the most dependable and innovative construction equipment brings you the 300 Series skid steer loaders. They provide enhanced productivity, comfort and ease, while still delivering outstanding lift and breakout force and rock -solid stability. Customize your machine for your specific demands with a wide array of versatile attachments and options. The patented Super Boom® vertical lift linkage delivers maximum reach at maximum height to allow you to place loads precisely in the center of high -sided truck boxes or hoppers. New Holland Tier 4 Final engines deliver powerful performance, use less fuel and are easy to maintain to decrease your operating costs. The reliable hydraulic system delivers fast cycle times. In -line hydraulic pumps produce less noise and provide extra -smooth operation. Add the optional high -flow hydraulics to run attachments hour after hour. The 300 Series dual -range transmission provides travel speeds of more than 11 mph to save time on and between job sites. It is standard on the L320, L321, L328, and L334. New Holland's long wheelbase gives you stability and smooth riding comfort. A new available creep mode (EH models only) gives you greater control for slow -speed operations like trenching. New Holland's 300 Series loaders make your workday more productive and comfortable with a compact track loader from New Holland. These 60 to 114 gross HP loaders are tough models that deliver incomparable performance and craftsmanship. Whether you are a farmer, contractor, or landscaper, the 300 Series loaders are built to support you and your operation. They hold fast to steep slopes and move easily through muddy or sandy terrain to complete jobs quickly and efficiently. New Holland's D Series loader backhoes represent a huge step forward in operator comfort and productivity while delivering Tier 4 Final emission compliance without compromise. A new cab design featuring 10% more space, new rear side windows, vastly improved clearance when turning the seat for backhoe operation, and hugely improved in -cab storage capacity guarantees an enhanced operator experience and increased operator productivity. Many customers need a loader that offers the versatility to do a lot more than just move bulk material, including grading and leveling as well as grabbing heavy items like tree trunks and concrete pillars. They also need a tractor unit offering the traction and power to push materials into place or out of the way. With a 4-in-1 bucket, a D Series loader backhoe delivers exceptional performance with just a single attachment. Choose a 6-in-1 bucket and you have the option to flip down adjustable pallet forks for handling palletized loads without a dedicated vehicle. The backhoe can be equipped with a wide choice of buckets to match excavation, water -course clearance, trenching and other demands. You can also fit post hole diggers, hydraulically extendable dipper and countless other tools. The long, nearly 23-ft. reach of both the standard and telescopic dipper allows digging depth comparable to many conventional dedicated excavators. Add the new updated cab featuring a new heated seat and up to ten LED lights and exterior side lights on the cab roof, and there are no performance compromises with a New Holland D Series loader backhoe. CLASS -LEADING POWER AT BUCKET AND HITCH The U80D tractor loader from New Holland delivers 74 gross horsepower of clean power with its Tier 4 Final certified engine. You get responsive power at both bucket and hitch, so the U80D pays its way by loading, stacking, scraping and leveling. Add the Glide Ride option, and the boom cylinders become the equivalent of giant shock absorbers to stabilize the load while traveling. The curved -arm loader linkage provided on the U80D tractor loader provides hydraulic bucket leveling for less spillback, as well as excellent reach at maximum dump height for truck loading. The unique reverse -mounted loader arm cylinders give you maximum bucket breakout force and superior dump speed on the bucket. Rugged Class II three-point hitch with controllable down pressure provides excellent scraping and leveling performance. The synchromesh transmission with power shuttle gives you smooth control and easy forward -reverse shuttling. New Holland compact wheel loaders do more than load. With dependable engine and hydraulic power and a choice of buckets and attachments, you can easily scrape, grade, haul and more. Z-Bar linkage design provides maximum breakout force, digging and lifting power for high -production load -and -carry applications. For applications where self -leveling is needed, like forklift work, consider the W50C TC Tool Carrier model. A stable compact design allows you to work and maneuver easily in restricted spaces. A lower machine height and lower center of gravity increases the stability of New Holland compact wheel loaders so you can lift and move larger loads, travel smoothly and quickly, and operate with more confidence. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 You can work next to buildings, foundations, and roads with greater confidence in a New Holland Construction C Series compact excavators. They combine power, performance, and versatility to make the very most of every minute of your day. C Series excavators deliver big digging and grading performance with SAE bucket breakout forces up to 8,490 Ibf and dig depth up to 12.5 feet. Their compact design and zero/short tail swing mean you can dig, fill, and grade in the most confined, congested areas. You can offset the excavator boom left or right within the operating range to match the situation. The C Series also offers more ground clearance and excellent dozer blade lift height for maneuvering and working in tough conditions. With seven models from 1.7 to 6 tons, there is nothing small about the performance of New Holland compact excavators. All models offer an increase in horsepower compared to previous models, powered by quiet, fuel -efficient Tier 4 Final engines up to 66.9 horsepower. Ease and comfort equate with operator productivity, so the wide C Series cab is designed for spaciousness, all-around visibility, comfortable seating, and smooth control. New Holland's Auto Shift traveling system automatically downshifts when load increases to enhance travel torque on slopes and in difficult conditions, then shifts back up to secure a faster travel speed after the load decreases. The Auto Idle system activates when you are not using the operating levers to improve fuel efficiency. Case Construction Equipment: The CASE B Series skid steers build on more than 50 years of engineering and field experience to provide the most intuitive operator experience and comfortable working environment ever built into a CASE skid steer — including an eight -inch LCD multi -function display and simple electro-hydraulic controls. The design simplifies operation and puts more power and control into the hands of the operator. Match that with productivity -enhancing horsepower and torque, powerful auxiliary hydraulics, and industry -leading visibility — and CASE B Series skid steers allow you to get more done every day. The CASE skid steer lineup features the sizes, lift patterns, power, and emissions solutions to match any application. Five radial -lift and three vertical -lift skid steers across numerous horsepower and size classes ensure that you will find the right solution for your operation. CASE B Series skid steers also provide operators with the most feature -rich operator experience ever found in a CASE skid steer, including electro-hydraulic controls, "Creep Speed" functionality, an automotive -style information display with improved fault codes and troubleshooting, as well as Economy Modes with engine protection. The eight -inch LCD multi -function display serves as the command center for the machine and includes the industry's only backup camera visible in a split screen display with machine data. The CASE B Series compact track loaders offer a completely re -imagined operator interface and environment to simplify operation and put more power and control into the hands of the operator — including an 8-inch LCD multi -function display and simple electro-hydraulic controls. Match that with industry -leading visibility, productivity - enhancing horsepower and torque, extreme attachment versatility, and lift geometries and size classes to meet every demand — and CASE B Series compact track loaders have the strength and performance to handle your toughest jobs. Jobsite productivity and awareness are driven by industry -leading visibility — further improved with the backup camera and a cab -wide rearview mirror. Operators have the industry's best perspective of the job through large front and side windows, a low entry threshold for greater visibility down to the bucket, a low sloping rear hood and 360-degree lighting. CASE backhoe loaders — extra power when you want it, precise control where you need it and a sophisticated -yet -simple machine that needs less from you to get more done, more quickly. When your backhoe legacy dates to the world's first fully integrated production backhoe loader, you know they are expected to do everything. So, you engineer them to be stronger and more responsive, roading, loading, or digging. That is the Tier 4 Final N Series backhoe. Give your backhoe a shot in the arm. At the push of a button, Power Boost provides a temporary surge of power — up to 8% more breakout — without decreasing RPMs (Revolutions Per Minute) so you can quickly muscle through obstacles and tough or frozen ground. (Not available on 580N EP or 58ON backhoes). The CASE 570N EP tractor loader combines unbeatable lifting strength, ground speeds as fast as 24mph, and user-friendly features to provide contractors with a skip loader that is impressively cost effective, and incredibly easy to own and operate. It is available with a rear 540-RPM PTO (Power Take Off) or 3-point hitch, as well as a hydraulic front quick coupler for optimal versatility. The CASE 570N EP tractor loader has a full height lifting capacity of 6,503 LB., giving you more than three tons of lifting strength to move, load and stock more piles, palettes, and material. Loader arms have heavy-duty in -line parallel linkage with a solid thru-pin design, dual bucket cylinders and a standard material retention feature to evenly transfer bucket stress up and through full dump. It all works together to provide faster cycles with less spillage. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 The enhanced CASE G Series wheel loaders simplify operation through a touchscreen display and give operators even greater control with adjustable electro- hydraulic controls, optimized power modes and programmable configurable buttons near the joystick. These buttons put your most common settings and functions mere inches away from the joystick, further simplifying operation. All while delivering — and improving — the power, productivity, and efficiency you already expect from CASE G Series wheel loaders. Extreme fuel efficiency, lower engine operating temperatures and a no DPF/no regen emissions solution are matched with features designed to shorten cycle times, increase uptime, and make you even more efficient. An optional, factory -integrated payload system drives greater accuracy and loading efficiency in operations from quarries and job sites to feedlots and supply yards — and makes the investment/deployment in a payload system entirely turnkey (no separate financing/installation/etc.). C Series motor graders expand the CASE lineup with well-equipped models ideally suited for small -to -mid -size grading operations for municipalities, road maintenance and general construction. Their SCR -only Tier 4 Final engine solution delivers fuel - saving performance with minimal cost or maintenance from the operator and with the product assurance of ProCare, ownership and upkeep has never been easier. Models come standard with the productivity -boosting features operators want and are available as standard drive or AWD, and as machine control -ready for integrating into precision fleets. C Series graders deliver smooth, automatic shifting thanks to an Ergopower transmission and torque converter. And with the hydraulic differential lock and automatic power splitting, torque is instantly transferred from a slipping tire to one with more traction, providing constant traction without throttle adjustment necessary. The CASE H Series rough terrain forklifts get it done smoother, easier, and faster. With fast lifting speeds, roading speeds of up to 24 mph (38.6 km/h), lifting capacities of up to 8,000 lbs. and a slew of unique features that keep loads level and forklift operators comfortable, these high-performance, Tier 4 Final forklifts truly do raise the bar. Rough terrain forklifts are designed for two things: lifting and moving loads. We have engineered the H Series forklifts to be the best at both. With lifting speeds of 107 feet per minute and roading speeds of 24 mph, you will be able to raise, haul and place quicker to finish the job faster. The all -new E Series excavators build on that legacy with seven new models - including two new class sizes - designed from the ground up to revolutionize the operator experience through laser focus on the things operators care about most: reliability, cab comfort and performance. We give you a full line-up of solutions for every size and type of jobsite, whether you are trenching in open fields or working a single lane on the highway. And the growing list of OEM -fit machine control technologies available throughout the new E Series lineup shows our commitment to always delivering improved performance, precision, and profitability. The CASE M Series dozers are among the most powerful and efficient — and now even more precise with factory -fit machine control. This makes it easier than ever to get into machine control and to experience its benefits: increased productivity, improved performance, and reduced wear -and -tear on your dozer fleet. Match that with industry leading power, extreme visibility to the work area, an intuitive operator interface/experience, and the full support of CASE and its dealer network — and CASE M Series Dozers will drive your success from heavy bulldozer work to fine grading. It is all about the drawbar pull — and the tractive effort and related pushing power it creates. CASE M Series dozers provide best -in -class drawbar pull (varies by model), and a powerful and robust undercarriage with a variety of track and extended life options to meet your pushing needs. CASE MinotaurTm DL550 — an all -new, industry -first equipment category: the compact dozer loader. The integrated C-frame delivers true dozer performance and the agility and finesse of a loader. CASE Universal Machine Control allows you to use the precision construction technology you prefer*. It is compatible with hundreds of attachments, and the addition of an industry -exclusive fully integrated ripper makes this machine one -of -a -kind. It has the strength, attitude, and intelligence to stake a claim as the industry's most versatile and powerful compact machine. Minotaur demonstrates CASE's commitment to delivering real -world innovation rooted in customer need. With 29 patents**, more than 10,000 field test hours, multiple customer clinics, countless operator evaluations, product refinements and even more evaluations after that — we've put this machine to the test to deliver you the highest standard in quality. Built mean for tough conditions and smart for precision grading, you can take it all on with confidence. Transform your operation with CASE Construction Equipment. *Machine control solution of your choice sold separately **21 patents granted, 8 pending Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 70 Within this RFP category there may be subcategories of solutions. List subcategory titles that best describe your products and services. No two compaction jobs are the same. All three series of CASE vibratory rollers — double drum, single drum, and pneumatic tire — provide operators with the right combination of brute compaction force and precise control for all materials, lift profiles and jobsites. Double drum. Combi. Compact. Large Frame. CASE offers compaction solutions for every asphalt job, from driveways and bike paths to highways and commercial parking lots. Industry -leading climbing up to 67 percent grade matches with a design for powerful compaction while remaining versatile, easy to transport and fuel efficient. The PT240D provides the flexibility for both sub- base and asphalt compaction in large-scale paving projects, improving compaction quality and completing the work in fewer passes — all in a Tier 4 Final machine. There are various subcategories of solutions that may describe our equipment these include earth moving equipment, agriculture, residential construction, utilities, quarry and aggregates, roads and bridges, landscaping, waste and scraping, non-residential construction, and snow removal. CNH INDUSTRIAL supports your municipality by optimizing equipment for productivity. That also means we are constantly striving to design machines that are simple to own. Our customers provide input to help guide machine enhancements, to improve serviceability, visibility, stability, power, ease of operation and transport, extended time between refueling, noise reduction and cold -weather starting — just to name a few. And when you buy equipment from CNH INDUSTRIAL our relationship does not stop at the transaction. CNH INDUSTRIAL dealer network is on -hand to help you build the right equipment for your jobsite, and after you buy, for advice on daily checks, operator environment configuration and help with planned maintenance. Table 14B: Depth and Breadth of Offered Equipment Products and Services Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal. Provide additional comments in the text box provided, as necessary. Line Item Category or Type Offered * Comments 71 Wheeled, tracked, and backhoe loaders r: Yes Case construction provides (7) r No different TLB models ranging from 74 (HP) horsepower to 110 (HP) 72 Motor Graders r: Yes Case Construction offers two classes r No of Motor Graders, the 836C (137 HP) and the 856C (173 HP). 73 Wheeled and tracked excavators r: Yes Case construction offers seven r No different models of compact excavators, two types of midi excavators and sixteen diverse types of heavy excavators (full-size excavators). 74 Bulldozers, compactors, scapers, articulated and r Yes CNH INDUSTRIAL (Case New Holland rigid haulers r No Industrial) offers (6) Bulldozers ranging from 68 to 214 horsepower 75 Cranes r Yes r: No 76 Accessories or attachments for the offering in #71- r: Yes CNH INDUSTRIAL (Case New Holland 75 above r No Industrial) provides hundreds of attachments specifically designed to meet your equipment needs. We will include brochures highlighting the vast array of attachments we provide that range from snow -pushers, augers, bale handlers, buckets, brooms, and much more. 77 Technology or services for the offering in #71-75 above r Yes CASE ProCare is the most r No comprehensive and standard -from -the - factory heavy machine support program in the industry. It comes with a 3-year/3000-hr full machine factory warranty, 3-year/2000-hr planned maintenance and 3-year Advanced SiteWatch subscription. With CASE ProCare, you receive complete factory - provided coverage on select new heavy machine orders. Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 Table 14C: Required Offering of Equipment Indicate below if the proposer's proposal includes at least one (1) of the following listed types or classes of equipment. Provide additional comments in the text box provided, as necessary. Line Item Category or Type Offered 78 Wheel loader with published net horsepower (HP) r Yes of at least 300 HP c- No 79 Wheeled or tracked excavator with a published net r Yes horsepower (HP) of at least 150 HP rr No 80 Motor Grader with a published maximum operating r Yes weight of at least 30,000 lbs. r No 81 Rough terrain, all terrain, crawler, floating, lattice, or r Yes telescopic crane with a published maximum lifting r. No capacity of at least 300 tons and a published maximum boom length of at least 150 feet Exceptions to Terms, Conditions, or Specifications Form Comments CASE Construction offers two Wheel Loader's with published net horsepower (HP) of at least 300 HP. Case Construction provides (10) full- sized excavators with a published net horsepower (HP) of at least 150 HP. Case construction has (1) Motor Grader with a published maximum operating weight of at least 30,000 lbs. CNH INDUSTRIAL (Case New Holland Industrial) does not have Cranes in its current offering. Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text. Documents Ensure your submission document(s) conforms to the following: 1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided. 2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell. 3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell. 4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan." • Pricing - CNHI Price pages.zip - Friday January 13, 2023 07:29:27 • Financial Strength and Stabilitv - CNHI Annual report & Sustanibility report.zip - Friday January 13, 2023 07:37:31 • Marketing Plan/Samples - Buyers Guide back page.docx - Friday January 13, 2023 07:21:33 • WMBE/MBE/SBE or Related Certificates (optional) • Warranty Information - CNHI Warranty.zip - Friday January 13, 2023 07:32:04 • Standard Transaction Document Samples - NH CE and Case CE matrix.zip - Thursday January 12, 2023 14:43:50 • Upload Additional Document - CNHI awards, certificates & licenses & Brochures.zip - Friday January 13, 2023 09:54:58 Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 Addenda, Terms and Conditions PROPOSER AFFIDAVIT AND ASSURANCE OF COMPLIANCE I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the Proposer to this Affidavit and Assurance of Compliance: 1. The Proposer is submitting this Proposal under its full and complete legal name, and the Proposer legally exists in good standing in the jurisdiction of its residence. 2. The Proposer warrants that the information provided in this Proposal is true, correct, and reliable for purposes of evaluation for contract award. 3. The Proposer, including any person assisting with the creation of this Proposal, has arrived at this Proposal independently and the Proposal has been created without colluding with any other person, company, or parties that have or will submit a proposal under this solicitation; and the Proposal has in all respects been created fairly without any fraud or dishonesty. The Proposer has not directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of this solicitation or operations of a resulting contract; and the Proposer has not taken any action in restraint of free trade or competitiveness in connection with this solicitation. Additionally, if Proposer has worked with a consultant on the Proposal, the consultant (an individual or a company) has not assisted any other entity that has submitted or will submit a proposal for this solicitation. 4. To the best of its knowledge and belief, and except as otherwise disclosed in the Proposal, there are no relevant facts or circumstances which could give rise to an organizational conflict of interest. An organizational conflict of interest exists when a vendor has an unfair competitive advantage or the vendor's objectivity in performing the contract is, or might be, impaired. 5. The contents of the Proposal have not been communicated by the Proposer or its employees or agents to any person not an employee or legally authorized agent of the Proposer and will not be communicated to any such persons prior to Due Date of this solicitation. 6. If awarded a contract, the Proposer will provide to Sourcewell Participating Entities the equipment, products, and services in accordance with the terms, conditions, and scope of a resulting contract. 7. The Proposer possesses, or will possess before delivering any equipment, products, or services, all applicable licenses or certifications necessary to deliver such equipment, products, or services under any resulting contract. 8. The Proposer agrees to deliver equipment, products, and services through valid contracts, purchase orders, or means that are acceptable to Sourcewell Members. Unless otherwise agreed to, the Proposer must provide only new and first -quality products and related services to Sourcewell Members under an awarded Contract. 9. The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders. 10. The Proposer understands that Sourcewell will reject RFP proposals that are marked "confidential" (or "nonpublic," etc.), either substantially or in their entirety. Under Minnesota Statutes Section 13.591, subdivision 4, all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded. At that point, proposals become public data. Minnesota Statutes Section 13.37 permits only certain narrowly defined data to be considered a "trade secret," and thus nonpublic data under Minnesota's Data Practices Act. 11. Proposer its employees, agents, and subcontractors are not: 1. Included on the "Specially Designated Nationals and Blocked Persons" list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury found at: httos://www.treasurv.aov/ofac/downloads/sdnIiSt..Ddf; 2. Included on the government -wide exclusions lists in the United States System for Award Management found at: httos://sam.aov/SAM/; or 3. Presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC DocuSign Envelope ID: B078CCAE-5C98-4177-BC3F-8EC890AE6487 by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this solicitation. r By checking this box I acknowledge that I am bound by the terms of the Proposer's Affidavit, have the legal authority to submit this Proposal on behalf of the Proposer, and that this electronic acknowledgment has the same legal effect, validity, and enforceability as if I had hand signed the Proposal. This signature will not be denied such legal effect, validity, or enforceability solely because an electronic signature or electronic record was used in its formation. - Amy Swett, Government & Fleet Sales Account Manager, CNH Industrial America LLC The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission, and/or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid. r Yes r. No The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document. Check the box in the column "I have reviewed this addendum" below to acknowledge each of the addenda. I have reviewed the File Name below addendum and Pages attachments (if applicable) Addendum_5_Heavy_Construction_Equipment_RFP_011723 Tue January 10 2023 08:47 AM Addendum _4_Heavy_Construction_Equipment_RFP_011723 Fri January 6 2023 09:51 AM Addendum_3_Heavy_Construction_Equipment_RFP_011723 Thu December 29 2022 12:33 PM Addendum_2_Heavy_Construction_ Equipment_RFP_011723 Wed December 21 2022 01:49 PM Addendum_1_Heavy_Construction_Equipment_RFP 011723 Thu December 15 2022 09:27 AM Bid Number: RFP 011723 Vendor Name: CNH Industrial America LLC RASE CONSTRUC710N Julie Anderson — Sr. Analyst, Network Development Administration & Controls April 10, 2024 To Whom It May Concern: This is to inform you that Associated Supply Company, Inc. ("ASCO") is the sole source of CASE construction equipment and is the only authorized dealer for OEM sales, parts and service on CASE construction equipment in the Euless, Texas market which C_ _ ! includes Tarrant County. INDUSTRIAL Sincerely, i Case Construction 621 State Street, Racine, WI 53402 Phone: 815 466 9274 Email: julie.anderson@cnhind.com Exhibit C - Conflict of Interest Questionnaire CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity FORM CIQ This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. jJ Name of vendor who has a business relationship with local governmental entity. Associated Supply Company, INC (ASCO) 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. Name of Officer J Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer. Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form CIO as necessary. A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income, from the vendor? Yes Fx-1 No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? 71 Yes FX1 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. 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). J 8/20/2024 Signatur of vendor doing business with the governmental entity Date Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form. Local Government Code § 176.0010-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code § 176.003(a)(2)(A) and (B): (a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than $100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code § 176.006(a) and (a-1) (a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity, or a family member of the officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application, response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity; or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer, described by Subsection (a); (B) that the vendor has given one or more gifts described by Subsection (a); or (C) of a family relationship with a local government officer. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021 City of Fort Worth, Texas Mayor and Council Communication DATE: 06/13/23 M&C FILE NUMBER: M&C 23-0450 LOG NAME: 13P BLANKET COOPERATIVE AUTHORIZATION FLEET ACQUISITIONS ADK SUBJECT (ALL) Authorize Purchase Agreements with Multiple Vendors for the Purchase of Fleet Vehicles, Off -Road Vehicles, and Other Motorized Equipment up to the Amount of Available Funding in Capital Projects Across Multiple Funds Citywide using Multiple Cooperative Contracts and Interlocal Agreements for Three Years for the Property Management Department RECOMMENDATION: It is recommended that the City Council authorize the execution of purchase agreements with multiple vendors for the purchase of fleet vehicles, off road vehicles, and other motorized equipment up to the amount of available funding in Capital Projects Across Multiple Funds Citywide using multiple cooperative contracts and interlocal agreements for three years for the Property Management Department. DISCUSSION: The Property Management Department's Fleet Acquisitions Division is currently in the process of fulfilling a multi -year backlog of City vehicle and equipment purchases. The biggest challenge in trying to overcome this backlog is the availability of vendors, inventory, and the time it takes for the City to make purchases when vehicles are available. Currently, the City has a backlog of eight (8) years totaling more than $30 million dollars. The City currently has contracts with the following vendors using cooperative contracts: VENDOR �Siddons Martin Emergency Group, LLC �Siddons Martin Emergency Group, LLC �JIIouston Holdings, LLC �Versalift Lake Country Chevrolet North Texas Trailers, LLC Silsbee Ford Associated Supply Company (ASCO) Rogue Jet Boatworks, Inc. Lenco Industries, Inc. Polaris Sales, Inc. Nationwide Trailers, LLC �Crafco, Inc. �0Z0] ;j =1 011%9LTA WI[r] =I2Iwo BuyBoard Houston -Galveston Area Council (HGAC) BuyBoard Sourcewel I The Interlocal Purchasing System (TIPS) Buyboard TIPS BuyBoard General Services Administration (GSA) HGAC Sourcewel I BuyBoard BuyBoard However, due to limited inventory and availability, additional vendors and options are needed. Fleet Acquisitions has already identified twenty-nine additional vendors that are available through cooperatives. Approval of this Mayor & Council Communication (M&C) authorizes the City to execute contracts with any vendor that is currently listed on any valid cooperative that has one or more vehicles or pieces of equipment that is a current need for the City's fleet. This authorization would also include purchases made using Interlocal Agreements with other governmental entities. Fleet Acquisitions recently partnered with the Purchasing Division in an effort to better ensure that the City is able to purchase needed items as quickly and efficiently as possible. The Fleet team meets regularly with key personnel to ensure that specifications are appropriate for the City's fleet, costs are reasonable and acceptable, and that departments are receiving items that meet their business needs. COOPERATIVE PURCHASE and INTERLOCAL AGREEMENTS - State law provides that a local government purchasing an item under a cooperative purchasing agreement or interlocal agreement satisfies state laws requiring that the local government seek competitive bids for purchase of the item. AGREEMENT TERMS - Upon City Council approval of this M&C, the City will have authority to enter into one-time purchase agreements or annual agreements with available vendors for up to three years from the date of approval. At the expiration of three years from the date of approval, the City will seek additional authorization for any necessary contracts at that time. BUSINESS EQUITY - an M/WBE goal is not assigned when purchasing from an approved purchasing cooperative or other public entity FUNDING - Currently, there is $42,593,019.00 in the City's budget in capital projects across multiple funds citywide for the purpose of funding fleet acquisitions. Prior to each purchase agreement or contract being executed, staff will confirm that funding is available for that purchase and is appropriated for that purpose. All existing contracts shall be amended or terminated to release encumbered funds to ensure that the City is able to make purchases with the vendors that have needed items available for purchase on a rolling basis. No guarantee has been or will be made to any vendor regarding minimum purchases. FISCAL INFORMATION / CERTIFICATION: The Director of Finance certifies that funds are available in the current capital budgets, as previously appropriated, in the Vehicle and Equip Replacement Fund, W&S Capital Projects Fund, Stormwater Capital Projects Fund, Municipal Airport Capital Proj Fund, Solid Waste Capital Projects Fund, CCPD Capital Projects Fund, ITS Capital Fund, Fleet Capital Projects Fund, Environmental Prot Cap Proj Fund, Tax Note 2019 Fund and Tax Note 2020 Fund to support the approval of the above recommendation for the purchase of vehicles and equipment. Prior to any expenditures being incurred, the Property Management Department has the responsibility to validate the availability of funds. Submitted for Citv Manaaer's Office bv: Reginald Zeno 8517 Dana Burghdoff 8018 Oriainatina Business Unit Head: Reginald Zeno 8517 Steve Cooke 5134 Additional Information Contact: Jo Ann Gunn 8525 Ashley Kadva 2047