HomeMy WebLinkAboutContract 63854CSC No. 63854
FORT WORTH
CITY OF FORT WORTH
NON-EXCLUSIVE COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into by and EPMA
Corporation DBA Johnstone Supply ("Vendor") and the City of Fort Worth ("City"), a Texas home -
rule municipality, individually referred to as "Parry" and collectively as the "Parties."
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 Price Matrix; OFFICIAL RECORD
3. Exhibit B — Cooperative Agency Contract BuyBoard 720-23 and CITY SECRETARY
4. Exhibit C — Approved M&C 25-0573 FT. WORTH, Tx
5. Exhibit D — Conflict of Interest Questionnaire
Exhibits A, B, C, and D which are attached hereto and incorporated herein, are made a part of
this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in
Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all
exhibits thereto. If any provisions of the attached Exhibits conflict with the terms herein, are prohibited
by applicable law, conflict with any applicable rule, regulation or ordinance of City, the terms in this
Cooperative Purchase Agreement shall control.
City shall pay Vendor in accordance with the fee schedule in Exhibit A and in accordance with
the provisions of this Agreement. Total payment made under this Agreement for the first year by City to
all vendors who are awarded a non-exclusive agreement shall not exceed One Hundred Twenty
Thousand Dollars and Zero Cents ($120,000.00). City may award the Agreement to multiple vendors
under the Cooperative Contract. Vendor agrees that the City is not required to provide any guarantee of
any amount of compensation under this Agreement. Vendor shall not provide any additional items or
services or bill for expenses incurred for City not specified by this Agreement unless City requests and
approves in writing the additional costs for such services. City shall not be liable for any additional
expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing.
The term of this Agreement is effective beginning on the date signed by the Assistant City
Manager ("Effective Date") and expires on November 30, 2025 with options to renew at the City's sole
discretion for one (1) additional one-year period. City or Vendor may terminate this Agreement at any
time and for any reason by providing the other party with at least 30 days' written notice of termination.
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 or (2) received by the other party by United States Mail, registered, return receipt
requested, addressed as follows:
To CITY:
City of Fort Worth
Attn: Assistant City Manager
100 Fort Worth Trail
Fort Worth, TX 76102
With copy to Fort Worth City Attorney's Office at the
same address
To VENDOR:
EPMA Corporation DBA Johnstone Supply
Attn: Aaron Smith
2120 Shepherd Drive
Houston, TX 7707
Email: aaron.smith@johnstonesupply39.com
City is a government entity under the laws of the State of Texas and all documents held or
maintained by City are subject to disclosure under the Texas Public Information Act. To the extent the
Agreement requires that City maintain records in violation of the Act, City hereby objects to such
provisions and such provisions are hereby deleted from the Agreement and shall have no force or effect.
In the event there is a request for information marked Confidential or Proprietary, City shall promptly
notify Vendor. It will be the responsibility of Vendor to submit reasons objecting to disclosure. A
determination on whether such reasons are sufficient will not be decided by City, but by the Office of
the Attorney General of the State of Texas or by a court of competent jurisdiction.
The Agreement and the rights and obligations of the parties hereto shall be governed by, and
construed in accordance with the laws of the United States and state of Texas, exclusive of conflicts of
law provisions. Venue for any suit brought under the Agreement shall be in a court of competent
jurisdiction in Tarrant County, Texas. To the extent the Agreement is required to be governed by any
state law other than Texas or venue in Tarrant County, City objects to such terms and any such terms are
hereby deleted from the Agreement and shall have no force or effect.
Nothing herein constitutes a waiver of City's sovereign immunity. To the extent the Agreement
requires City to waive its rights or immunities as a government entity; such provisions are hereby deleted
and shall have no force or effect.
To the extent the Agreement, in any way, limits the liability of Vendor or requires City to
indemnify or hold Vendor or any third party harmless from damages of any kind or character, City
objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force
or effect.
If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section
does not apply. Vendor acknowledges that in accordance with Chapter 2271 of the Texas Government
Code, the City is prohibited from entering into a contract with a company for goods or services unless
the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2)
will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" has
the meanings ascribed to those terms in Chapter 2271 of the Texas Government Code. By signing this
Agreement, Vendor certifies that Vendor's signature provides written verification to the City that
Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement.
If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section
does not apply. Vendor acknowledges that in accordance with Chapter 2276 of the Texas Government
Code, the City is prohibited from entering into a contract for goods or services that has a value of
$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with
10 or more full-time employees unless the contract contains a written verification from the Vendor that
it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of
this Agreement. To the extent that Chapter 2276 of the Government Code is applicable to this
Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written
verification to the City that Vendor: (1) does not boycott energy companies; and (2) will not boycott
energy companies during the term of this Agreement.
If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section
does not apply. Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code, the City is prohibited from entering into a contract for goods or services that has a
value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a
company with 10 or more full-time employees unless the contract contains a written verification from
the Vendor that it: (1) does not have a practice, policy, guidance, or directive that discriminates against
a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract
against a firearm entity or firearm trade association. To the extent that Chapter 2274 of the Government
Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's
signature provides written verification to the City that Vendor: (1) does not have a practice, policy,
guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will
not discriminate against a firearm entity or firearm trade association during the term of this Agreement.
(signature page follows)
(remainder of this page intentionally left blank)
The undersigned represents and warrants that he or she has the power and authority to execute
this Agreement and bind the respective party.
CITY OF FORT WORTH: 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
By: ValerieWashington (Aug 22,202516:47:25CDT) reporting requirements.
Name: Valerie Washington
Title: Assistant City Manager
ZiEyLf�G' ��rut,
Date: By: Denise Garcia(Aug 22, 202508:38:05 CDT)
Name: Denise Garcia
APPROVAL RECOMMENDED: Title: Purchasing Manager, PMD
t APPROVED AS TO FORM AND LEGALITY.
By. AK�7
Name: Marilyn Marvin By:
Title: Director, Property Management Name: Amama Muhammad
Title: Assistant City Attorney
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By:
Name: Jannette Goodall
Title: City Secretary
VENDOR:
EPMA Corporation DBA Johnstone Supply
: B leY
Name: Aaron Smith
Title: Associate Inside Sales Manager Q
Date: �//4 /2s
CONTRACT AUTHORIZATION:
M&C: 25-0573
Date Approved: June 24, 2025
1295 Form: 2025-1311434
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
EXHIBIT A
1 Section I: HVAC Eauiament. Products. and Supplies
Discount (%) off catalog/pricelist for HVAC Equipment (all types - rooftop units, split systems, chillers,
compressors, cooling towers, heat pumps, furnaces, unit heaters, duct furnaces, and other related
items). Catalog/Pricelist MUST be included or proposal will not be considered.
Total: 1 45%
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalog(s)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalog(s)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC Eauiament. Products. and SUDDlies:
Saecification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 19 of 31 pages Vendor: Johnstone Supply- Houston 720-23
2
Section I:HVAC Eauiament. Products. and SuaDlies
Discount (%) off catalog/pricelist for HVAC Controls, Software, and Monitoring Systems (all
types). Catalog/Pricelist MUST be included or proposal will not be considered.
Total: 45% 1
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalogs)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalogs)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC Eauioment. Products, and SUDDIies:
SDecification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 20 of 31 pages Vendor: Johnstone Supply- Houston 720-23
3
Section I:HVAC Eauiament. Products. and SuaDlies
Discount (%) off catalog/pricelist for HVAC Air Handling Products (all types - coils, fans, and other related
items). Catalog/Pricelist MUST be included or proposal will not be considered.
Total: 45% 1
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalog (s)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalog (s)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC EauiDment. Products, and SUDDIies:
SDecification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 21 of 31 pages Vendor: Johnstone Supply- Houston 720-23
4
Section I:HVAC Eauiament. Products. and SuaDlies
Discount (%) off catalog/pricelist for HVAC Supplies (all types). Catalog/Pricelist MUST be included or proposal
will not be considered.
Total: 1 45% 1
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalogs)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalogs)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC Eauioment. Products, and SUDDIies:
SDecification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 22 of 31 pages Vendor: Johnstone Supply- Houston 720-23
5 Section I:HVAC Eauipment. Products, and SuaDlies
Discount (%) off catalog/pricelist for HVAC Filters (all types). Catalog/Price list MUST be included or proposal will
not be considered.
Total: 1 45% 1
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalogs)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalogs)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC EauiDment. Products. and SUDDIies:
SDecification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 23 of 31 pages Vendor: Johnstone Supply- Houston 720-23
6
Section I:HVAC Eauiament. Products. and SuaDlies
Discount (%) off catalog/pricelist for HVAC Indoor Air Quality Products (all types). Catalog/Pricelist MUST be
included or proposal will not be considered.
Total: 1 45% 1
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalogs)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalogs)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC Eauioment. Products, and SuDDlies:
SDecification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 24 of 31 pages Vendor: Johnstone Supply- Houston 720-23
7
Section I:HVAC Eauiament. Products. and SuaDlies
Discount (%) off catalog/pricelist for HVAC Repair Parts (all types). Catalog/Pricelist MUST be included or
proposal will not be considered.
Total: 45% 1
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalogs)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalogs)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC Eauioment. Products, and SUDDIies:
SDecification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 25 of 31 pages Vendor: Johnstone Supply- Houston 720-23
0
Section I:HVAC Eauiament. Products. and SuaDlies
Discount (%) off catalog/pricelist for HVAC Refrigerants (all types). Catalog/Pricelist MUST be included or
proposal will not be considered.
Total: 45% 1
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalogs)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalogs)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC Eauioment. Products, and SUDDIies:
SDecification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 26 of 31 pages Vendor: Johnstone Supply- Houston 720-23
9 Section I:HVAC Eauipment. Products. and SuaDlies
Discount (%) off catalog/pricelist for HVAC Refrigerant Recovery Equipment (all types). Catalog/Pricelist
MUST be included or proposal will not be considered.
Total: 45% 1
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalogs)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalogs)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC Eauioment. Products, and SUDDIies:
SDecification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 27 of 31 pages Vendor: Johnstone Supply- Houston 720-23
1 Section I:HVAC Eauipment. Products, and Suaalies
U Discount (%) off catalog/pricelist for UVC Emitters/Lamps (used to incorporate downstream of all cooling coils
and above all drain pans to control airborne and surface microbial growth and transfer. Fixtures and lamps must
be manufactured for this purpose and safety interlocks/features shall be provided to limit hazard to operating
staff). Catalog/Pricelist MUST be included or proposal will not be considered.
Total: 1 45% 1
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalog(s)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalog (s)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC EauiDment. Products, and SuDDlies:
Specification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 28 of 31 pages Vendor: Johnstone Supply- Houston 720-23
Section I:HVAC Eauipment. Products. and SuaDlies
Discount (%) off catalog/pricelist for Insulation Products for HVAC Equipment. Catalog/Pricelist MUST be
included or proposal will not be considered.
Total: 1 45% 1
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalogs)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalogs)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC Eauioment. Products, and SUDDIies:
SDecification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
Johnstone Supply Catalog # 216
Page 29 of 31 pages Vendor: Johnstone Supply- Houston 720-23
1 Section I:HVAC Eauipment. Products, and Suaalies
2 Discount (%) off catalog/pricelist for HVAC Maintenance Agreements. Catalog/Pricelist MUST be included or
proposal will not be considered.
No Bid
Item Notes: Vendors proposing multiple manufacturer product lines and/or catalog/pricelist per line item must submit
the information as follows or proposal may not be considered:
• Select "Add Alternate" for each additional manufacturer product line and/or catalog/pricelist
proposed
• Vendor's must list one specific percentage discount for each manufacturer and/or
catalog/pricelist listed
PROPOSAL NOTE 1: Vendors shall submit catalog (s)/pricelist(s) with their Proposal response or the
Proposal will not be considered. Vendors shall submit catalog (s)/pricelist(s) with the Proposal in a
readily available and readable electronic format, with Excel or searchable PDF preferred. No paper
catalogs or manufacturer/vendor websites will be accepted.
PROPOSAL NOTE 2: A Vendor proposing on Section I: HVAC EauiDment. Products. and SUDDIies:
Specification Lines 1-3 shall be authorized by the manufacturer to sell, install, and service the brand(s)
of product(s) proposed. Proposer's responding to this proposal invitation shall submit an approval letter
from each manufacturer for each product line proposed. Manufacturer authorization letters must include
the regions in which product may be sold. Manufacturers responding directly to this proposal invitation,
in lieu of an authorization letter, shall submit a written explanation that the company is the manufacturer
of the product line(s) proposed.
PROPOSAL NOTE 3: Vendor's responding to this Proposal Invitation for installation and repair services
shall submit copy of their license from the Texas Department of License and Regulations. If a proposer
will serve outside the State of Texas, a copy of Proposer's license from the appropriate licensing agency
for the state(s) the vendor proposes shall be provided. Vendors that assert they are not required to
maintain such a license for the proposed installation and repair services shall submit a written
explanation supporting their assertion.
Item Attributes
1. State Name of Catalog/Pricelist Proposed with Discount Percentage
NOTE: Do not include SKU, Reference Numbers, Websites, and/or "See Attached/Enclosed".
No response
1 Section II: Installation and Repair Service
3 Standard Hourly Labor Rate for Installation/Repair Service of HVAC Equipment and Products -.Not to
Exceed hourly labor rate for Installation/Repair Service of HVAC Equipment and Products.
Quantity: 1 UOM: Hourly Labor Rate No Bid
1 Section II: Installation and Repair Service
4 Non -Standard Hourly Labor Rate for Installation/Repair Service of HVAC Equipment and Products - Not
to Exceed hourly labor rate for Installation/Repair Service of HVAC Equipment and Products.
Quantity: 1 UOM: Hourly Labor Rate No Bid
1 Section II: Installation and Repair Service
5 Hourly Labor Rate for Installation of HVAC Filter Change Out Service (including labor, filters, and
removal/disposal of product) - Not to Exceed hourly labor rate for Installation of HVAC Filter Products.
Quantity: 1 UOM: Hourly Labor Rate No Bid
1 Section II: Installation and Repair Service
6 Coefficient for Standard Hours of Installation/Repair Service of HVAC Equipment and Products -
RSMeans Cost Data from the Total INCL O&P column (most current edition).
Quantity: 1 UOM: Hourly Labor Rate No Bid
Page 30 of 31 pages Vendor: Johnstone Supply- Houston 720-23
1 Section II: Installation and Repair Service
7 Coefficient for Non -Standard Hours for Installation/Repair Service of HVAC Equipment and Products -
RSMeans Cost Data from the Total INCL O&P column (most current edition).
Quantity: 1 UOM: Hourly Labor Rate No Bid
Response Total: $0.00
Page 31 of 31 pages Vendor: Johnstone Supply- Houston 720-23
EXHIBIT B
P.O. Box 400, Austin, Texas 78767
800.695.2919 • info@buyboard.com • buyboard.com
October 9, 2023
Sent Via Email: aaron.smith@johnstonesupply39.com
Aaron Smith
Johnstone Supply- Houston
P.O. Box 7489
Houston, TX 77248-7489
Welcome to BuyBoard!
Re: Notice of The Local Government Purchasing Cooperative ContractAward; Proposal Invitation No. 720-
23, HVAC Equipment, Supplies, and Installation
Congratulations, The Local Government Purchasing Cooperative (Cooperative) has awarded your company
a BuyBoard® contract based on the above -referenced Proposal Invitation. The contract is effective for an
initial one-year term of December 1, 2023 through November 30, 2024, and may be subject to two possible
one-year renewals. Please refer to the Proposal Invitation for the contract documents, including the General
Terms and Conditions of the Contract.
To review the items your company has been awarded, please review Proposal Tabulation No. 720-23 at:
www.buyboard.com/vendor. Only items marked as awarded to your company are included in this contract
award, and only those awarded items may be sold through the BuyBoard contract. All sales must comply
with the contract terms and must be at or below the awarded pricing as set forth in the General Terms and
Conditions.
The contract will be posted on the BuyBoard website as an online electronic catalog(s). You are reminded
that, in accordance with the General Terms and Conditions, all purchase orders must be
processed through the BuyBoard. Except as expressly authorized in writing by the Cooperative's
administrator, you are not authorized to process a purchase order received directly from a Cooperative
member that has not been processed through the BuyBoard or provided to the Cooperative. If you receive
a purchase order directly from a Cooperative member that you have reason to believe has not been received
by the Cooperative or processed through the BuyBoard, you must promptly forward a copy of the purchase
order by email to info@buyboard.com.
A list of Cooperative members is available on the buyboard.com website. Once the contract is active, the
BuyBoard vendor relations staff will be contacting you to assist with the resources available and to provide
any support you may need as an awarded BuyBoard vendor.
On behalf of the Cooperative, we appreciate your interest in the Cooperative and we are looking forward
to your participation in the program. If you have any questions, feel free contact me at bids@buyboard.com.
Sincerely,
-314M
Stacy Finn, Bid Analyst
Texas Association of School Boards, Inc.,
Administrator for The Local Government Purchasing Cooperative
v.02.01.2021
Endorsed by A TASM VT
P.O. Box 400, Austin, Texas 78767
800.695.2919 • bids@buyboard,com • buyboard.com
PROPOSER'S ACCEPTANCE AND AGREEMENT
Proposal Invitation Name
HVAC Equipment, Supplies, and Installation
Proposal Invitation Number
720-23
Contract Term
December 1, 2023, through November 30, 2024,
with two possible one-year renewals.
Proposal Due Date/Opening Date and Time
July 13, 2023, at 4:00 PM
Location of Proposal Opening
Texas Association of School Boards, In .
BuyBoard Department
12007 Research Blvd,
Austin TX 78759
Anticipated Cooperative Board Meeting Date
October 2023
By s/gnature below, the undersigned acknowledges and agrees that you are authorized to submit this
Proposal, Including making all acknowledgements, consents, and cert/f/cations herein, on behalf of Proposer
and, to the best of your knowledge, the information provided is true, accurate, and complete.
Johnstone Supply_
Name of Proposing Company
2120 Shepherd Dr.
Street Address
Houston, TX 77007
City, State, Zip
713-868-8967
Telephone Number of Authorized Company Official
713-868-3045
Fax Number of Authorized Company Official
07/10/2023
Date
Signature of Authorized Company Official
Aaron Smith
Printed Name of Authorized Company Official
Associate Inside Sales Manager
Position or Title of Authorized Company Official
74-1994095
Federal ID Number
Page I I of 74
PROPOSAL FORMS CONST. V.05.04.2023
P.O. Box 400, Austin, Texas 7876T
800.695.2919 • bids@buyboard.com • buyboard.com
PROPOSAL FORMS PART 1: COMPLIANCE FORMS
INSTRUCTIONS:
Proposer must review and complete all forms in this Proposal Forms Part 1:
• Proposal Acknowledgements
■ Felony Conviction Disclosure
• Resident/Nonresident Certification
■ Debarment Certification
• Vendor Employment Certification
• No Boycott Verification
• No Excluded Nation or Foreign Terrorist Organization Certification
• Historically Underutilized Business Certification
■ Acknowledgement of BuyBoard Technical Requirements
■ Construction -Related Goods and Services Affirmation
■ Deviation and Compliance
• Vendor Consent for Name Brand Use
■ Confidential/Proprietary Information
■ EDGAR Vendor Certification
■ Compliance Forms Signature Page
An authorized representative of Proposer must Initlalln the bottom right corner of each page where indicated
and complete and sign the Compliance Forms Signature Page. Proposer's failure to fully complete, initial, and
sign forms as required may result in your Proposal being rejected as non -responsive.
PROPOSAL ACKNOWLEDGEMENTS
The proposing company ("you" or "your'l hereby acknowledges and agrees as follows:
1. You have carefully examined and understand all information and documentation associated with this Proposal Invitation,
including the Instructions to Proposers, General Information, General Terms and Conditions, attachments/forms,
appendices, item specifications, and line items (collectively "Requirements");
2. By your response ("Proposal') to this Proposal Invitation, you propose to supply the products or services submitted at
the pricing quoted in your Proposal and in strict compliance with the Requirements, unless specific deviations or
exceptions are noted in the Proposal;
3. By your Proposal, you acknowledge and certify all items set forth in the General Terms and Conditions, Section B.12
(Certifications), including all non -collusion certifications and certifications regarding legal, ethical, and other matters set
forth therein.
4. Any and all deviations and exceptions to the Requirements have been noted in your Proposal on the required form and
no others will be claimed;
Initial: 0
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J UVJ: 1 1 1
P.O. Box 400, Austin, Texas 78767
800.695.2919 • bids@buyboard.com • buyboard.com
5. If the Cooperative accepts any part of your Proposal and awards you a Contract, you will furnish all awarded products or
services at the pricing quoted and in strict compliance with the Requirements (unless specific deviations or exceptions are
noted on the required form and accepted by the Cooperative), including without limitation the Requirements related to:
a. conducting business with Cooperative members, including offering pricing to members that is the best you offer
compared to similarly situated customers in similar circumstances;
b. payment of a service fee in the amount specified and as provided for in this Proposal Invitation;
c. the possible award of a piggy -back contract by the National Purchasing Cooperative or nonprofit entity, in which
event you will offer the awarded products and services in accordance with the Requirements; and
d. submitting price sheets or catalogs in the proper format as required by the Cooperative as a prerequisite to activation
of your Contract;
6. You have clearly identified on the included form any information in your Proposal that you believe to be confidential or
proprietary or that you do not consider to be public information subject to public disclosure under the Texas Public
Information Act or similar public information law;
7. The individual submitting this Proposal is duly authorized to enter into the contractual relationship represented by this
Proposal Invitation on your behalf and bind you to the Requirements, and such individual (and any individual signing a
form or Proposal document) is authorized and has the requisite knowledge to provide the information and make the
representations and certifications required in the Requirements;
8. You have carefully reviewed your Proposal, and certify that all information provided is true, complete, and accurate to
the best of your knowledge, and you authorize the Cooperative to take such action as it deems appropriate to verify such
information; and
9. Any misstatement, falsification, or omission in your Proposal, whenever or however discovered, will be grounds for
disqualifying you from consideration for a contract award under this Proposal Invitation, termination of a contract award,
or any other remedy or action provided for in the General Terms and Conditions or by law.
FELONY CONVICTION DISCLOSURE
Subsection (a) of Section 44.034 of the Texas Education Code (Notification of Criminal History of Contractor)
states: "A person or business entity that enters into a contract with a school district must give advance notice to the district
if the person or an owner or operator has been convicted of a felony. The notice must include a general description of the
conduct resulting in the conviction of a felony."
Section 44.034 further states in Subsection (b): "A school district may terminate a contract with a person or business
entity if the district determines that the person or business entity failed to give notice as required by Subsection (a) or
misrepresented the conduct resulting in the conviction. The district must compensate the person or business entity for
services performed before the termination of the contract."
Please check (✓) one of the following:
❑ My company is a publicly held corporation. (Advance notice requirement does not appy to publicly held corporation.)
❑■ My company is not owned or operated by anyone who has been convicted of a felony.
❑ My company is owned/operated by the following individual(s) who has/have been convicted of a felony:
Name of Felon(s):
Details of Conviction(s):
Initial:
Page 13 of 74
PROPOSAL FORMS CONST. V.05.04.2023
•
P.O. Box 400, Austln, Texas 76767
800.695.2919 - bids@buyboard.com - buyboard.com
RESIDENT/NONRESIDENT CERTIFICATION
Chapter 2252, Subchapter A, of the Texas Government Code establishes certain requirements applicable to proposers who
are not Texas residents. Under the statute, a "resident" proposer is a person whose principal place of business is in Texas,
including a contractor whose ultimate parent company or majority owner has its principal place of business in Texas. A
"nonresident" proposer is a person who is not a Texas resident. Please indicate the status of your company as a "resident"
proposer or a "nonresident" proposer under these definitions.
Please check ()/j one of the following.
❑■ I certify that my company is a Resident Proposer.
❑ I certify that my company is a Nonresident Proposer.
If your company is a Nonresident Proposer, you must provide the following information for your resident state (the state in
which your company's principal place of business is located):
A.
a
Company Name
City
Address
State Zip Code
Does your resident state require a proposer whose principal place of business is in Texas to under -price proposers
whose resident state is the same as yours by a prescribed amount or percentage to receive a comparable contract?
❑ Yes ❑ No
What is the prescribed amount or percentage? $
or %
DEBARMENT CERTIFICATION
By signature on the Compliance Forms Signature Page, I certify that neither my company nor an owner or principal of my
company has been debarred, suspended or otherwise made ineligible for participation in Federal Assistance programs under
Executive Order 12549, "Debarment and Suspension," as described in the Federal Register and Rules and Regulations.
Neither my company nor an owner or principal of my company is currently listed on the government -wide exclusions in SAM,
debarred, suspended, or otherwise excluded by agencies or declared ineligible under any statutory or regulatory authority.
My company agrees to immediately notify the Cooperative and all Cooperative members with pending purchases or seeking
to purchase from my company if my company or an owner or principal is later listed on the government -wide exclusions in
SAM, or is debarred, suspended, or otherwise excluded by agencies or declared ineligible under any statutory or regulatory
authority.
VENDOR EMPLOYMENT CERTIFICATION
Section 44.031(b) of the Texas Education Code establishes certain criteria that a school district must consider when
determining to whom to award a contract. Among the criteria for certain contracts is whether the vendor or the vendor's
ultimate parent or majority owner (i) has its principal place of business in Texas; or (ii) employs at least 500 people in Texas.
If neither your company nor the ultimate parent company or majority owner has its principal place of business in Texas, does
your company, ultimate parent company, or majority owner employ at least 500 people in Texas?
Please check (V) one of the following:
❑ Yes d No
Initial:
Pace 14 of 74
Pwrosu FORMS CONST v.05.M.2023
i P.O. Box 400, Austin, Texas 78767
i OardWB
800.695.2919 - bids@buyboard.com • buyboard.com
NO BOYCOTT VERIFICATION
A Texas governmental entity may not enter into a contract with a value of $100,000 or more that is to be paid wholly or partly
from public funds with a company (excluding a sole proprietorship) that has 10 or more full-time employees for goods or services
unless the contract contains a written verification from the company that it: (1) does not boycott Israel and will not boycott
Israel during the term of the contract (TEX. Gov'r CODE Ch. 2271), (2) does not boycott energy companies and will not boycott
energy companies during the term of the contract (TEX. Gov'T CODE Ch. 2274 effective September 1, 2021), and (3) does not
have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not
discriminate during the term of the contract against a firearm entity or firearm trade association (TEX. Gov'T CODE Ch. 2274
effective September 1, 2021). Accordingly, this certification form is included to the extent required by law.
"Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is
intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity
doing business in Israel or in an Israeli -controlled territory, but does not include an action made for ordinary business
purposes. Tex. Gov`TCODE §808.001(1).
"Boycott energy company" means, without an ordinary business purpose, refusing to deal with, terminating business activities
with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations with
a company because the company: (A) engages in the exploration, production, utilization, transportation, sale, or
manufacturing of fossil fuel -based energy and does not commit or pledge to meet environmental standards beyond applicable
federal and state law; or (B) does business with a company described by Paragraph (A). TEX. Gov'T CODE §809.001(1)
(effective September 1, 2021).
"Discriminate against a firearm entity or firearm trade association" means, (A) with respect to the entity or association, to:
(1) refuse to engage in the trade of any goods or services with the entity or association based solely on its status as a firearm
entity or firearm trade association; (ii) refrain from continuing an existing business relationship with the entity or association
based solely on its status as a firearm entity or firearm trade association; or (iii) terminate an existing business relationship
with the entity or association based solely on its status as a firearm entity or firearm trade association; and (B) does not
include: (i) the established policies of a merchant, retail seller, or platform that restrict or prohibit the listing or selling of
ammunition, firearms, or firearm accessories; and (ii) a company's refusal to engage in the trade of any goods or services,
decision to refrain from continuing an existing business relationship, or decision to terminate an existing business relationship:
(aa) to comply with federal, state, or local law, policy, or regulations or a directive by a regulatory agency; or (bb) for any
traditional business reason that is specific to the customer or potential customer and not based solely on an entity's or
association's status as a firearm entity or firearm trade association. TEX. Gov T CODE §2274.001(3) (effective September 1,
2021).
By signature on the Compliance Forms Signature Page, to the extent applicable, I certify and verify that Vendor does not
boycott Israel, boycott energy companies, or discriminate against a firearm entity or firearm trade association and will not
do so during the term of any contract awarded under this Proposal Invitation, that this certification is true, complete and
accurate, and that I am authorized by my company to make this certification.
Initial: L&J
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PROPOSAL FORMS CONST. V.05.04.2023
P.O. Box 400, Austin, Texas 7876
800 695.2919 • bids@buyboard.com • buyboard.com
Ids•
NO EXCLUDED NATION OR FOREIGN TERRORIST ORGANIZATION CERTIFICATION
Chapter 2252 of the Texas Government Code provides that a Texas governmental entity may not enter into a contract with a
company engaged in active business operations with Sudan, Iran, or a foreign terrorist organization — specifically, any company
identified on a list prepared and maintained by the Texas Comptroller under Texas Government Code §§806.051, 807.051, or
2252.153. (A company that the U.S. Government affirmatively declares to be excluded from its federal sanctions regime relating
to Sudan, Iran, or any federal sanctions regime relating to a foreign terrorist organization is not subject to the contract prohibition.)
By signature on the Compliance Forms Signature Page, I certify and verify that Vendor is not on the Texas Comptroller's list
identified above; that this certification is true, complete and accurate; and that I am authorized by my company to make this
certification.
HISTORICALLY UNDERUTILIZED BUSINESS CERTIFICATION
A Proposer that has been certified as a Historically Underutilized Business (also known as a Minority/Women Business
Enterprise or "MWBE" and all referred to in this form as a "HUB) is encouraged to indicate its HUB certification status when
responding to this Proposal Invitation. The BuyBoard website will indicate HUB certifications for awarded Vendors that
properly indicate and document their HUB certification on this form. (Please check (V) all that apply)
I certify that my company has been certified as a HUB in the following categories:
❑ Minority Owned Business d Women Owned Business
❑ Service -Disabled Veteran Owned Business (veteran defined by 38 U.S.C. §101(2), who has a
service -connected disability as defined by 38 U.S.C. § 101(16), and who has a disability rating
of 20% or more as determined by the U. S. Department of Veterans Affairs or Department of
Defense)
Certification Number: WBE2200281
Name of Certifying Agency: Women's Business Enterprise National Council
❑ My company has NOT been certified as a HUB.
ACKNOWLEDGEMENT OF BUYBOARD TECHNICAL REQUIREMENTS
Vendor shall review the BuyBoard Technical Requirements included in this Proposal Invitation. By signature on the Compliance
Forms Signature Page, the undersigned affirms that Proposer has obtained a copy of the BuyBoard Technical Requirements,
has read and understands the requirements, and certifies that Vendor is able to meet and will comply with those requirements
except as follows: [List and explain BuyBoard Technical Requirements, if any, to which your company cannot or will not
comply.]
Note: In accordance with the General Terms and Conditions of the Contract, to the extent Vendor is awarded a Contract
under this Proposal Invitation but is unable or unwilling to meet the applicable BuyBoard Technical Requirements, the
information available on the BuyBoard for Vendor's awarded products or services may be limited, potentially placing Vendor
at a disadvantage and impacting the ability of Cooperative members to search, find, review, and purchase Vendor's awarded
products and services on the BuyBoard website. Further, to the extent Vendor has acknowledged ability to meet and comply
with the BuyBoard Technical Requirements, any subsequent failure or refusal by Vendor to promptly provide information
upon request to the Cooperative administrator in accordance with those technical requirements may be deemed an ev t f
default under the Contract.
Initial -
Page 16 of 74
PROPOSAL FORMS CONST. V.05.04, r is
Board" P.O. Box aoo. Austin, Texas 78767
800.695.2919 • blds@buybcard.com • buyboard.com
CONSTRUCTION -RELATED GOODS AND SERVICES AFFIRMATION
The Cooperative issued the BuyBoard Procurement and Construction -Related Goods and Services Advisory for Texas Members
("Advisory'), which provides information specifically relevant to the procurement of construction -related goods and services
by Texas Cooperative members. The Advisory, available at buvboard.com/Vendor/Resources.aSDX, provides an overview of
certain legal requirements that are potentially relevant to a Cooperative member's procurement of construction or
construction -related goods and services, including those for projects that may involve or require architecture, engineering or
independent testing services. A copy of the Advisory can also be provided upon request. Because many BuyBoard contracts
include goods or installation services that might be considered construction -related, Proposer must make this Construction
Related -Goods and Services Affirmation regardless of type of goods or services associated with this Proposal Invitation.
A contract awarded under this Proposal Invitation covers only the specific goods and/or services awarded by the Cooperative.
As explained in the Advisory (Advisory'l, Texas law prohibits the procurement of architecture or engineering
services through a purchasing cooperative. This Proposal Invitation and any Contract awarded thereunder
does not include such services. Architecture or engineering services must be procured by a Cooperative
member separately, in accordance with the Professional Services Procurement Act (Chapter 2254 of the Texas
Government Code) and other applicable law and local policy.
By signature on the Compliance Forms Signature Page, Proposer affirms that Proposer has obtained a copy of the Advisory,
has read and understands the Advisory, and is authorized by Proposer to make this affirmation. If Proposer sells construction -
related goods or services to a Cooperative member under a Contract awarded under this Proposal Invitation, Proposer will
comply with the Advisory and applicable legal requirements, make a good faith effort to make its Cooperative member
customers or potential Cooperative member customers aware of such requirements, and provide a Cooperative member with
a copy of the Advisory before accepting the member's Purchase Order, Member Construction Contract, or other agreement
for construction -related goods or services.
Initial:
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KOPOsu F0aM5 CONST. v.05.04.2023
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P.O. Box 400, Austin, Texas 78767Board80695.2919 •bids@buyboard.com • buyboard.com
DEVIATION AND COMPLIANCE
If your company intends to deviate from the General Terms and Conditions, Proposal Specifications or other requirements
associated with this Proposal Invitation, you MUST list all such deviations on this form, and provide complete and detailed
information regarding the deviations on this form or an attachment to this form. Prior to completing this form, Vendor
shall review the General Terms and Conditions section B.4 (Deviations from Item Specifications and General
Terms and Conditions). Please note that, as provided in section 6.4, certain provisions of the General Terms
and Conditions are NOT subject to deviation, and certain deviations will be deemed rejected without further
action by the Cooperative. Any attempted deviation, whether directly or indirectly, to provisions identified in
this Proposal Invitation as not subject to deviation shall be deemed rejected by the Cooperative and, unless
otherwise withdrawn by Vendor, may result in Vendor's Proposal being rejected in its entirety.
The Cooperative will consider any deviations in its contract award decision and reserves the right to accept or reject a proposal
based upon any submitted deviation.
In the absence of any deviation identified and described in accordance with the above, your company must fully comply with
the General Terms and Conditions, Proposal Specifications and all other requirements associated with this Proposal Invitation
if awarded a Contract under this Proposal Invitation. A deviation will not be effective unless accepted by the Cooperative.
The Cooperative, by and through the Cooperative administrator, may, in its sole discretion, seek clarification from and/or
communicate with Proposer(s) regarding any submitted deviation, consistent with general procurement principles of fair
competition. The Cooperative reserves the right to accept or reject a Proposal based upon any submitted deviation.
Please check (i/) one of the following:
❑■ NO; Deviations
❑ Ye5; Deviations
List and fully explain any deviations you are submitting:
Initial: 4�&
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PROPOW FORMS CONST. v.05.04.2023
iHui If
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P.O. Box 400, Austin, Texas 70767
800.695.2919 • bids@buyboard.com • buyboard.com
VENDOR CONSENT FOR NAME BRAND USE
BuyBoard members seeking to make purchases using a Contract awarded under this Proposal Invitation may view information
regarding awarded Vendors, including but not limited to product catalogs, pricelists, pricing, and Proposals, through the
BuyBoard website. To improve and enhance the experience of BuyBoard members seeking to procure goods and services
under the Contract utilizing the BuyBoard website, any Vendor logo, product images, and similar brand and trademark
information provided by Vendor for purposes of the Contract ("Vendor Information'l may be posted on the BuyBoard website.
You acknowledge that, by submitting your Proposal, unless you specifically opt out below, you consent to use
of your company's Vendor Information on the BuyBoard website if awarded a Contract. You further acknowledge
that whether, where, and when to include the Vendor Information on the BuyBoard website shall be at the sole discretion of
the BuyBoard Administrator. Vendor retains, however, the right of general quality control over the BuyBoard Administrator's
authorized display of proprietary Vendor Information. Neither the BuyBoard nor its administrator will be responsible for the
use or distribution of Vendor Information by BuyBoard members or any other third party using the BuyBoard website. This
Vendor Consent shall be effective for the full term of the Contract, including renewals, unless Vendor provides a signed,
written notice revoking consent to contractadmin(dbuvboard.com. BuyBoard shall have up to thirty days from the date of
receipt of a termination or revocation of a Vendor Consent to remove Vendor information from the BuyBoard website.
This Vendor Consent is subject to the Terms and Conditions of the Contract, including, but not limited to, those terms
pertaining to Disclaimer of Warranty and Limitation of Liability, Indemnification, and Intellectual Property Infringement.
Vendor logo files must be submitted in one of the formats set forth in the BuyBoard Technical Requirements. Proposers are
requested to submit this information with Vendor's Proposal. (This consent shall not authorize use of your company's Vendor
Information by BuyBoard if your company is not awarded a Contract.)
OPT OUT:
If your company wishes to opt out of the Vendor Consent for Name Brand Use, you must check the opt out box below. DO
NOTselect this box unless your company Is opting out of this Vendor Consent for Name Brand Use.
❑ By checking this box, Vendor hereby declines to provide consent for use of Vendor Information (as defined herein) on
the BuyBoard website. By opting out, Vendor acknowledges and agrees that, if Vendor is awarded a Contract
under this Proposal Invitation, information available on the BuyBoard for Vendor's awarded products or
services may be limited, potentially placing Vendor at a disadvantage and impacting the ability of
Cooperative members to search, find, review, and purchase Vendor's awarded products and services on the
BuyBoard website.
Initial:
Page 19 of 74
Nopow FoRms CONST. v.05.04,2023
�J i 1 1 1
f=f
P.O. Box 400, Austin, Texas 78767
800.695.2919 • btds@buyboard.com • buyboard.com
CONFIDENTIAL/PROPRIETARY INFORMATION
A. Public Disclosure Laws
All Proposals, forms, documentation, catalogs, pricelists, or other materials submitted by Vendor to the Cooperative in
response to this Proposal Invitation, may be subject to the disclosure requirements of the Texas Public Information Act (Texas
Government Code chapter 552.001, et seq.) or similar disclosure law. Proposer must clearly identify on this form any
information in its Proposal (including forms, documentation, or other materials submitted with the Proposal) that Proposer
considers proprietary or confidential. If Proposer fails to properly identify the information, the Cooperative shall have no
obligation to notify Vendor or seek protection of such information from public disclosure should a member of the public or
other third -party request access to the information under the Texas Public Information Act or similar disclosure law. When
required by the Texas Public Information Act or other disclosure law, Proposer may be notified of any third -party request for
information in a Proposal that Proposer has identified in this form as proprietary or confidential.
Does your Proposal (including forms, documentation, catalogs, pricelists, or other materials submitted with the Proposal)
contain information which Vendor considers proprietary or confidential?
Please check () one of the following.•
aNO, I certify that none of the information included with this Proposal is considered confidential or proprietary.
YES, I certify that this Proposal contains information considered confidential or proprietary and all such information is
specifically identified on this form.
If you responded "YES", you must clearly identify below the specific information you consider confidential or proprietary. List
each page number, form number, or other information sufficient to make the information readily identifiable. The Cooperative
and Cooperative administrator shall not be responsible for a Proposer's failure to clearly identify information considered
confidential or proprietary. Further, by submitting a Proposal, Proposer acknowledges that the Cooperative and Cooperative
administrator will disclose information when required by law, even if such information has been identified herein as
information Vendor considers confidential or proprietary.
Confidential / Proprietary Information:
(Attach additional sheets if needed.)
Initial:
A!�_
Page 20 of 74
Pkovosm FORMs CONST. v.05M.2023
Board' P.O. Box 400, Austin, Texas 78767
PU800.69S.2919 • bids@buyboard.com • buyboard.com
B. Copyright Information
Does your Proposal (including forms, documentation, pricelists, catalogs, or other materials submitted with the Proposal)
contain copyright information?
Please check (V) one of the following:
dNO, Proposal (including forms, documentation, pricelists, catalogs, or other materials submitted with the Proposal) does
not contain copyright information.
❑ YES, Proposal (including forms, documentation, pricelists, catalogs, or other materials submitted with the Proposal) does
contain copyright informat'on.
If you responded "YES", clearly identify below the specific documents or pages containing copyright information.
Copyright Information:
(Attach additional sheets if needed.)
C. Consent to Release Confidential/Proprietary/Copyright Information to BuyBoard Members
BuyBoard members (Cooperative and nonprofit members) seeking to make purchases through the BuyBoard may wish to
view information included in the Proposals of awarded Vendors. If you identified information on this form as confidential,
proprietary, or subject to copyright, and you are awarded a BuyBoard contract, your acceptance of the BuyBoard contract
award constitutes your consent to the disclosure of such information to BuyBoard members, including posting of such
information on the secure BuyBoard website for members. Note: Neither the Cooperative nor Cooperative administrator will
be responsible for the use or distribution of information by BuyBoard members or any other party.
D. Consent to Release Proposal Tabulation
Notwithstanding anything in this Confidential/Proprietary Information form to the contrary, by submitting a Proposal, Vendor
consents and agrees that, upon Contract award, the Cooperative may publicly release, including posting on the public
BuyBoard website, a copy of the proposal tabulation and award information for the Contract including Vendor name; proposed
catalog/pricelist name(s); proposed percentage discount(s), hourly labor rate(s), or other specified pricing; and Vendor award
or non -award information.
Initial: ,/L
Page 21 of 74
PRovosAL FORMS CONST. v.6S.04.2023
AVBoard' P.O. Box 400. Austin, Texas 76767
800.695.2919 - blds@buyboard.com - buyboard.com
EDGAR VENDOR CERTIFICATION
(2 CFR Part 200 and Appendix II)
When a Cooperative member seeks to procure goods and services using funds under a federal grant or contract, specific
federal laws, regulations, and requirements may apply in addition to those under state law. This includes, but is not limited
to, the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for
Federal Awards, 2 CFR 200 (sometimes referred to as the "Uniform Guidance" or new "EDGAR'�. All Vendors submitting a
Proposal must complete this EDGAR Certification Form regarding Vendor's willingness and ability to comply with certain
requirements which may be applicable to specific Cooperative member purchases using federal grant funds. Completed
forms will be made available to Cooperative members for their use while considering their purchasing options when using
federal grant funds. Cooperative members may also require Vendors to enter into ancillary agreements, in addition to the
terms and conditions of the BuyBoard contract, to address the member's specific contractual needs, including contract
requirements for a procurement using federal grants or contracts.
For each of the Items below, Vendor should certify Vendor-s agreement and ability to comply, where
applicable, by having Vendors authorized representative check the applicable boxes, Initial each page, and
sign the Compilance forms Signature Page. If you fall to complete any Item In this form, the Cooperative will
consider and may fist the Vendor's response on the BuyBoard as "NO A the Vendor Is unable or unwilling to
comply. A "NO" response to any of the items may, if applicable, impact the ability of a Cooperative member to purchase
from the Vendor using federal funds.
1. Vendor Violation or Breach of Contract Terms:
Contracts for more than the simplified acquisition threshold, which is the inflation adjusted amount determined by the Civilian
Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 USC 1908, must
address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and
provide for such sanctions and penalties as appropriate.
Provisions regarding Vendor default are included in the BuyBoard General Terms and Conditions, including Section E.18,
Remedies for Default and Termination of Contract. Any Contract award will be subject to such BuyBoard General Terms and
Conditions, as well as any additional terms and conditions in any Purchase Order, Member Construction Contract, or
Cooperative member ancillary contract agreed upon by Vendor and the Cooperative member which must be consistent with
and protect the Cooperative member at least to the same extent as the BuyBoard Terms and Conditions. The remedies under
the Contract are in addition to any other remedies that may be available under law or in equity. By submitting a Proposal,
you agree to these Vendor violation and breach of contract terms.
4 YES, I agree. ❑ NO, I do not agree.
2. Termination for Cause or Convenience:
For any Cooperative member purchase or contract in excess of $10,000 made using federal funds, you agree that the following
term and condition shall apply:
The Cooperative member may terminate or cancel any Purchase Order under this Contract at any time, with or without cause,
by providing seven (7) business days advance written notice to the Vendor. If this Agreement is terminated in accordance
with this Paragraph, the Cooperative member shall only be required to pay Vendor for goods or services delivered to the
Cooperative member prior to the termination and not otherwise returned in accordance with Vendor's return policy. If the
Cooperative member has paid Vendor for goods or services not yet provided as of the date of termination, Vendor shall
immediately refund such payment(s).
If an alternate provision for termination of a Cooperative member purchase for cause and convenience, including the manner
by which it will be effected and the basis for settlement, is included in the Cooperative member's Purchase Order, Member
Construction Contract, or ancillary agreement agreed to by the Vendor, the Cooperative member's provision shall control.
YES, I agree. ❑ NO, I do not agree. Initial:
optf
Page 22 of 74
PROPOSAL FORMS CONST. V.65.04.2023
VBoardO
3. Equal Employment Opportunity:
P.O. Box 400, Austin, Texas 78767
800.695.2919 • bids@buyboard.com • buyboard.com
Except as otherwise provided under 41 CFR Part 60, all Cooperative member purchases or contracts that meet the definition
of "federally assisted construction contract" in 41 CFR Part 60-1.3 shall be deemed to include the equal opportunity clause
provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319,
12935, 3 CFR Part, 1964-1965 Camp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246
Relating to Equal Employment Opportunity," and implementing regulations at 41 CFR Part 60, "Office of Federal Contract
Compliance Programs, Equal Employment Opportunity, Department of Labor."
The equal opportunity clause provided under 41 CFR 60-1.4(b) is hereby incorporated by reference. Vendor agrees that such
provision applies to any Cooperative member purchase or contract that meets the definition of "federally assisted construction
contract" in 41 CFR Part 60-1.3 and Vendor agrees that it shall comply with such provision,
A YES, I agree. ❑ NO, I do not agree.
4. Davis -Bacon Act:
When required by Federal program legislation, Vendor agrees that, for all Cooperative member prime construction
contracts/purchases in excess of $2,000, Vendor shall comply with the Davis -Bacon Act (40 USC 3141-3144, and 3146-3148)
as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts
Covering Federally Financed and Assisted Construction'). In accordance with the statute, Vendor is required to pay wages to
laborers and mechanics at a rate not less than the prevailing wages specified in a wage determinate made by the Secretary
of Labor. In addition, Vendor shall pay wages not less than once a week.
Current prevailing wage determinations issued by the Department of Labor are available at beta.sam.gov. Vendor agrees
that, for any purchase to which this requirement applies, the award of the purchase to the Vendor is conditioned upon
Vendor's acceptance of the wage determination.
Vendor further agrees that it shall also comply with the Copeland "Anti -Kickback" Act (40 USC 3145), as supplemented by
Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed
in Whole or in Part by Loans or Grants from the United States'). 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.
A YES, I agree. ❑ NO, I do not agree.
S. Contract Work Hours and Safety Standards Act:
Where applicable, for all Cooperative member contracts or purchases in excess of $100,000 that involve the employment of
mechanics or laborers, Vendor agrees to comply with 40 USC 3702 and 3704, as supplemented by Department of Labor
regulations (29 CFR Part 5). Under 40 USC 3702 of the Act, Vendor is required to compute the wages of every mechanic and
laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided
that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in
excess of 40 hours in the work week.
The requirements of 40 USC 3704 are applicable to construction work and provide that no laborer or mechanic must be
required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These
requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or
contracts for transportation or transmission of intelligence.
11 YES, I agree. ❑ NO, I do not agree.
Initial:
Page 23 of 74
Meow Forws CONST. v.05.041023
Boards PQ• uyb ard. om - b Texas 78767
& 800.895.2819 • blds@buyboard.com • buybaard.cortl
6. Right to Inventions Made Under a Contract or Agreement:
If the Cooperative members Federal award meets the definition of "funding agreement" under 37 CFR 401.2(a) and the
recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the
substitution of parties, assignment or performance or experimental, developmental, or research work under that "funding
agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made
by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,"
and any implementing regulations issued by the awarding agency.
Vendor agrees to comply with the above requirements when applicable.
A YES, I agree. ❑ NO, I do not agree.
7. Clean Air Act and Federal Water Pollution Control Act:
Clean Air Act (42 USC 7401-7671q.) and the Federal Water Pollution Control Act (33 USC 1251-1387), as amended — Contracts
and subgrants of amounts in excess of $150,000 must contain a provision that requires the non -Federal award to agree to
comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act (42 USC 7401-7671q.) and
the Federal Water Pollution Control Act, as amended (33 USC 1251-1387). Violations must be reported to the Federal
awarding agency and the Regional Office of the Environmental Protection Agency (EPA).
When required, Vendor agrees to comply with all applicable standards, orders, or regulations issued pursuant to the Clean
Air Act and the Federal Water Pollution Control Act.
11 YES, I agree. ❑ NO, I do not agree.
S. Debarment and Suspension:
Debarment and Suspension (Executive Orders 12549 and 12689) — A contract award (see 2 CFR 180.220) must not be made
to parties listed on the government -wide exclusions in the System for Award Management (SAM), in accordance with the
OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR Part 1966 Comp. p. 189) and 12689 (3 CFR
Part 1989 Comp. p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended,
or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than
Executive Order 12549.
Vendor certifies that Vendor is not currently listed on the government -wide exclusions in SAM, is not debarred, suspended, or
otherwise excluded by agencies or declared ineligible under statutory or regulatory authority other than Executive Order 12549.
Vendor further agrees to immediately notify the Cooperative and all Cooperative members with pending purchases or seeking
to purchase from Vendor if Vendor is later listed on the government -wide exclusions in SAM, or is debarred, suspended, or
otherwise excluded by agencies or declared ineligible under statutory or regulatory authority other than Executive Order 12549.
11 YES, I agree. ❑ NO, I do not agree.
9. Byrd Anti -Lobbying Amendment:
Byrd Anti -Lobbying Amendment (31 USC 1352) - Vendors that apply or bid for an award exceeding $100,000 must file the
required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay
any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of
Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal
contract, grant or any other award covered by 31 USC 1352. Each tier must also disclose any lobbying with non -Federal funds
that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the
non -Federal award. As applicable, Vendor agrees to file all certifications and disclosures required by, and otherwise comply
with, the Byrd Anti -Lobbying Amendment (31 USC 1352).
YES, I agree. ❑ NO, I do not agree.
Initial:
Page 24 of 74
PROPOS4 FORMS CONST. v.05.04.2023
p=qyi•
10. Procurement of Recovered Materials:
P.O. Box 400, Austin, Texas 78767
80o.6e5.2919 • bldsCabuyboard.com • buyboard.com
For Cooperative member purchases utilizing Federal funds, Vendor agrees to comply with Section 6002 of the Solid Waste Disposal
Act, as amended by the Resource Conservation and Recovery Act where applicable and provide such information and certifications
as a Cooperative member may require to confirm estimates and otherwise comply. The requirements of Section 6002 include
procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR Part 247 that contain the
highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the
purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000;
procuring solid waste management services in a manner that maximizes energy and resource recovery, and establishing an
affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.
A YES, I agree. ❑ NO, I do not agree.
11. Domestic Preferences for Procurements:
Where appropriate and consistent with law, 2 CFR §200.322 contains certain considerations for domestic preferences for
procurements which may be applicable to Cooperative members using federal funds. When required by a Cooperative
member, Vendor agrees to provide such information or certification as may reasonably be requested by the Cooperative
member regarding Vendor's products, including whether goods, products, or materials are produced in the United States.
A YES, I agree.
❑ NO, I do not agree.
12. Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment
2 CFR §200.216 prohibits expending federal loan or grant funds to procure or obtain certain telecommunications and video
surveillance services or equipment. To the extent applicable and when required by a Cooperative member, Vendor agrees to
provide such information or certification as may reasonably be requested by the Cooperative member to confirm whether
any telecommunications or video surveillance services or equipment provided by Vendor is covered equipment or covered
services under 2 CFR §200.216.
A YES, I agree. ❑ NO, I do not agree.
13. Profit as a Separate Element of Price:
For purchases using federal funds in excess of the Simplified Acquisition Threshold, a Cooperative member may be required
to negotiate profit as a separate element of the price. See, 2 CFR 200.324(b). When required by a Cooperative member,
Vendor agrees to provide information and negotiate with the Cooperative member regarding profit as a separate element of
the price for a particular purchase. However, Vendor agrees that the total price, including profit, charged by Vendor to the
Cooperative member shall not exceed the awarded pricing, including any applicable discount, under Vendor's Cooperative
Contract.
A YES, I agree.
❑ NO, I do not agree.
14. General Compliance and Cooperation with Cooperative Members:
In addition to the foregoing specific requirements, Vendor agrees, in accepting any Purchase Order from a Cooperative
member, it shall make a good faith effort to work with Cooperative members to provide such information and to satisfy such
requirements as may apply to a particular Cooperative member purchase or purchases including, but not limited to, applicable
recordkeeping and record retention requirements.
A YES, I agree. ❑ NO, I do not agree.
Initial:
Page 25 of 74
r-oPosAL FORMS CONST. v.05.04 2.: i
P.O. Box 400, Austin, Texas 78767
800.695.2919 • bids@buyboard.com • buyboard.com
COMPLIANCE FORMS SIGNATURE PAGE
By initialing pages and by signature below, I certify that I have reviewed the following forms; that the information provided
therein is true, complete, and accurate; and that I am authorized by my company to make all certifications, consents,
acknowledgements, and agreements contained herein:
• Proposal Acknowledgements
• Felony Conviction Disclosure
• Debarment Certification
• Resident/Nonresident Certification
• Vendor Employment Certification
• No Boycott Verification
• No Excluded Nation or Foreign Terrorist Organization Certification
■ Historically Underutilized Business Certification
• Construction -Related Goods and Services Affirmation
• Acknowledgement of BuyBoard Technical Requirements
• Deviation and Compliance
• Vendor Consent for Name Brand Use
■ Confidential/Proprietary Information
■ EDGAR Vendor Certification
Johnstone Supply
Company a
Signature of Authorized Company Official
Aaron Smith _
Printed Name and Title
07/10/2023
Date
Page 26 of 74
PROPOSAL Fowas CONST. v.OS.04.2023
•
P.O. Box 400, Austin, Texas 78767
800.695.2919 • bids@buyboard.com • buyboard.com
PROPOSAL FORMS PART 2: VENDOR INFORMATION FORMS
INSTRUCTIONS:
Proposer must completely and accurately provide all information requested in the following Vendor Information Forms or
your Proposal may be rejected as non -responsive:
■ Vendor Business Name
■ Vendor Contact Information
■ Federal and State/Purchasing Cooperative
Experience
■ Governmental References
■ Company Profile
■ Texas Regional Service Designation
■ State Service Designation
■ National Purchasing Cooperative Vendor Award
Agreement (vendors serving outs1de Texas only)
■ Local/Authorized Seller Listings
■ Manufacturer Dealer Designation
■ Proposal Invitation Questionnaire
■ Vendor Request to Self -Report BuyBoard
Purchases (optional)
To the extent any information requested is not applicable to your company, you must so indicate on the form.
VENDOR BUSINESS NAME
By submitting a Proposal, Vendor is seeking to enter into a legal contract with the Cooperative. As such, Vendor must be
an individual or legal business entity capable of entering into a binding contract.
Name of Proposing Company:
Johnstone Supply
(List the legal name of the company seeking to contract with the Cooperative. Do NOT list an assumed name, dba, aka, etc. here. Such information
maybe provided below, if you are submitting a joint proposal with another entity to provide the same proposed goods or services, each submitting entity
should complete a separate vendor information form. Separately operating legal business entities, even if affiliated entities, which propose to provide
goods or services separately must submit their own Proposals)
Please check (Y9 one of the following:
Type of Business: ❑ Individual/Sole Proprietor
❑ Other (Specify:
State of Incorporation (if applicable):
A Corporation ❑ Limited Liability Company ❑ Partnership
Federal Employer Identification Number: 74-1994095
(Vendor must include a completed IRS W-9 form with their Proposal)
Name by which Vendor, if awarded, wishes to be identified on the BuyBoard: (Note: if different than the Name of
Proposing Company listed above, only valid bade names (dba, aka etc.) of the Proposing Company may be used and a copy of your Assumed Name
Certifrcate(s), ifapplicable, most be attached.)
Johnstone Supply - Houston
Page 27 of 74
Pnovosu FORM CONST. v.05.04.2023
W-9
Request for Taxpayer
Give Form to the
Form
(Rev. October 2018)
Identification Number and Certification
requester. Do not
Department of the Treasury
send to the IRS.
Internal Revenue Service
► Go to wwwJrs.gov/FormW9 for instructions and the latest information.
1 Name (as shown on your income tax return). Name is required on this line; do not leave this line blank.
EPMA CORPORATION DBA JOHNSTONE SUPPLY
2 Business name/disregarded entity name, if different from above
m
dP
3 Check appropriate box for federal tax classification of the person whose name is entered on line 1. Check only one of the
Y
4 Exemptions codes apply only to
P� ( PPY Y
following seven boxes.
certain entities, not individuals; see
n
p
❑ Individuaysole proprietor or Z C Corporation ❑ S Corporation ❑ Partnership El Trust/estate
instructions on page 3):
a
r
single -member LLC
Exempt payee code (if any)
a
�.
❑ Limited liability company. Enter the tax classification (C=C corporation, S=S corporation, P=Partnership) ►
o 2
Note: Check the appropriate box in the line above for the tax classification of the single -member owner. Do not check
Exemption from FATCA reporting
y
' E
LLC if the LLC is classified as a single -member LLC that is disregarded from the owner unless the owner of the LLC is
LLC that is disregarded from the for
code (if any)
a
another not owner U.S. federal tax purposes. Otherwise, a single -member LLC that
is disregarded from the owner should check the appropriate box for the tax classification of its owner.
d
❑ Other (see instructions)►
(APPresme usf
o'
N
5 Address number, street, and apt. or suite no.) See instructions.
( P �
Requester's name and address (optional)
n
2120 SHEPHERD DR
6 City, state, and ZIP code
HOUSTON, TX 77007
7 List account number(s) here (optional)
Taxpayer Identification Number (TIN)
Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid Social security number
backup withholding. For individuals, this is generally your social security number (SSN. However, for a -m -
resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other
entities, it is your employer identification number (EIN). If you do not have a number, see How to get a
TIN, later. or
Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and I Employer identification number
Number To Give the Requester for guidelines on whose number to enter. F__T__1
Under penalties of perjury, I certify that:
1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and
2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue
Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am
no longer subject to backup withholding; and
3. 1 am a U.S. citizen or other U.S. person (defined below); and
4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct.
Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because
you have failed to report all interest and dividends on your tax retum. For real estate transactions, item 2 does not apply. For mortgage interest paid,
acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments
other than interest and divi=t9ou are not required to sign the certification, but you must provide your correct TIN. See the instructions for Part II, later.
II ( 1 / / I
Her I Signature of 1�D/A �iv / 11 V /Q
Here U.S. person Date►
General InstrGct'ions
Section references are to the Internal Revenue Code unless otherwise
noted.
Future developments. For the latest information about developments
related to Form W-9 and its instructions, such as legislation enacted
after they were published, go to www.irs.gov/F`ormW9.
Purpose of Form
An individual or entity (Form W-9 requester) who is required to file an
information return with the IRS must obtain your correct taxpayer
identification number (TIN) which may be your social security number
(SSN), individual taxpayer identification number (ITIN), adoption
taxpayer identification number (ATIN), or employer identification number
(EIN), to report on an information return the amount paid to you, or other
amount reportable on an information return. Examples of information
returns include, but are not limited to, the following.
• Form 1099-INT (interest earned or paid)
• Form 1099-DIV (dividends, including those from stocks or mutual
funds)
• Form 1099-MISC (various types of income, prizes, awards, or gross
proceeds)
• Form 1099-B (stock or mutual fund sales and certain other
transactions by brokers)
• Form 1099-S (proceeds from real estate transactions)
• Form 1099-K (merchant card and third party network transactions)
• Form 1098 (home mortgage interest), 1098-E (student loan interest),
1098-T (tuition)
• Form 1099-C (canceled debt)
• Form 1099-A (acquisition or abandonment of secured property)
Use Form W-9 only if you are a U.S. person (including a resident
alien), to provide your correct TIN.
If you do not return Form W-9 to the requester with a TIN, you might
be subject to backup withholding. See What is backup withholding,
later.
Cat. No. 10231X Form W-V (Rev. 10-2018)
P.O. Box 400, Austin, Texas 76767
800.695.2919 • blds@buyboard.com - buyboard.com
VENDOR CONTACT INFORMATION
Vendor shalt pro vide the requested Vendor Contact Information In the electronic proposal submisslon system
Including contract, purchase order, RFQ, and Involce contacts (or, Ifsubm/tt/ng a hard copy Proposal, timely
request and complete the Vendor Contact Information form in accordance with the Instructions to
Proposers).
FEDERAL AND STATE/PURCHASING COOPERATIVE EXPERIENCE
The Cooperative strives to provide Cooperative members with the best services and products at the best prices available from
Vendors with the technical resources and ability to serve Cooperative members. Please respond to the following questions.
1. Provide the dollar value of sales to or through purchasing cooperatives at or based on an established catalog or market
price during the previous 12-month period or the last fiscal year; $195.257 . (The period of the 12-month
period is 01/1/2022 / 12/31/2022 ). In the event that a dollar value is not an appropriate measure of the sales, provide
and describe your own measure of the sales of the item(s).
2. By submitting a proposal, you agree that, based on your written discounting policies, the discounts you offer the
Cooperative are equal to or better than the best price you offer other purchasing cooperatives for the same items
under equivalent circumstances.
3. Provide the information requested below for other purchasing cooperatives for which Proposer currently serves, or in the past
has served, as an awarded vendor. Rows should be added to accommodate as many purchasing cooperatives as required.
1. Federal General Services Administration
2. T-PASS (State of Texas)
3. OMNIA Partners
4. Sourcewell (NJPA)
5. E&I Cooperative
6. Houston -Galveston Area Council (HGAC)
7. Choice Partners
8. The Interlocal Purchasing System (TIPS)
9. Other
❑ MY COMPANY DOES NOT CURRENTLY HAVE ANY OF THE ABOVE OR SIMILAR TYPE CONTRACTS.
CURRENT BUYSOARD VENDORS
If you are a current BuyBoard vendor in the same contract category as proposed in this Proposal Invitation, indicate the
discount for your current BuyBoard contract and the proposed discount in this Proposal. Explain any difference between
your current and proposed discounts.
Current Discount (%): 2%
Explanation:
Proposed Discount (0l6): 0
Page 28 of 74
Paovosk FoRms CONST. v.05.04.2023
0 FBoard* P.O. Box 400, Austin, Texas 78767
s 8o0 GM2919 - bids@buyboard.com - buyboard.com
GOVERNMENTAL REFERENCES
For your Proposal to be considered, you must supply a minimum of five (5) individual governmental entity references. The
Cooperative may contact any and all references provided as part of the Proposal evaluation. Provide the information
requested below, including the existing pricing/discounts you offer each customer. The Cooperative may determine whether
pricing/discounts are fair and reasonable by comparing pricing/discounts stated in your Proposal with the pricing/discounts
you offer other governmental customers. Attach additional pages if necessary.
Quantity/
Entity Name Contact Phone# Email Address Discount Volume
I Shepherd ISD - Thomas Stein - tstein@shepherdisd.net - 45% off list
z Aldine ISD - Daniel Fernandez - 281-985-6255 - dfernandez2@aldineisd.org - 45% off list
3 Cypress -Fairbanks ISD - Kristine Johnston - 281-897-4582 - kristine.johnston@cfisd.net - 45% off list
4 Spring Branch ISD - Cristina Varisco - 713-251-1142 - cristina.varisco@spr•ngbranchisd.com - 45% off list
5 Spring ISD - Cindy Kercheval - 281-891-6475 - cindyke@springisd.org - 45% off list
Do you ever modify your written policies or standard governmental sales practices as identified in the above chart to give
better discounts (lower pricing) than indicated? YES ❑ NO ■❑ If YES, please explain:
COMPANY PROFILE
Information on awarded Cooperative Contracts is available to Cooperative Members on the BuyBoard website. If your
company is awarded a Contract under this Proposal Invitation, please provide a brief company description that you would
like to have included with your company profile on the BuyBoard website. Submit your company profile in a separate
file, in Word format, with your Proposal. (Note: Vendor is solely responsible for any content provided for inclusion on
the BuyBoard website. The Cooperative reserves the right to exclude or remove any content in its sole discretion, with or
without prior notice, including but not limited to any content deemed by the Cooperative to be inappropriate, irrelevant to
the Contract, inaccurate, or misleading.)
Page 29 of 74
Proms& Foiws CONST. v.OS.04.2023
WHO WE ARE
Think Johnstone Supply for all your Heating, Ventilation, Air Conditioning & Refrigeration needs!
Johnstone Supply is your one -stop shop with a variety of options in unitary and specialty equipment,
repair and replacement parts and maintenance supplies. We also carry a wide range of tools and test
instruments to make your job run fast and easy. We offer solutions for multi -family, commercial, refrig-
eration and residual products. In addition, services and support to help you —our customer succeed.
We currently have 11 locations in the greater Houston area (including Beaumont, Conroe, and Web-
ster) with our new location now open in Humble, TX. Our counter staff is friendly, knowledgeable and in
select locations fluent in Spanish.
We make ordering easy and offer options to fit every need. Place your orders by calling (713) 868-
8967, text (713) 868-8967 or go online and use our OE Touch App that enables you to view bids,
check your account balance, check stock availability, place orders and more. You can also order 24/7
on our website www.JohnstoneSupply.com/39.
Additional services we offer are efficient invoicing, will -call pick up, after hours support. Safe secure
fast and touchless locker pick-up exclusively at our Shepherd and Conroe locations. Next Day Delivery
to select zip codes and hands-on training classes. Various Partnership Programs.
Our entire staff is committed to be your HVAC/R resource from start to finish.
Sincerely,
Jerry Scott
Vice President of Sales
P.O. Box 400, Austin, Texas 7a767
600.695.2919 • bids@buyboard.com • buyboard.com
TEXAS REGIONAL SERVICE DESIGNATION
This form must be completed In the electronic proposal submisslon system (or, lfsubmltting a hard copy
Proposal, t/mely reouest and complete the form In accordance with the Instructlons to Proposers).
The Cooperative (referred to as "Texas Cooperative" in this form and in the State Service Designation form) offers vendors
the opportunity to service its members throughout the entire State of Texas. In the electronic proposal submission system,
you must indicate if you will service Texas Cooperative members statewide or, if you do not plan to service all Texas
Cooperative members statewide, you must indicate the specific regions you will service. If you propose to serve different
regions for different products or services included in your Proposal, you must complete and submit a separate Texas
Regional Service Designation form for each group of products and clearly indicate the products or services to which the
designation applies. (Additional forms can be obtained by contacting bidsf)a buvboard.com at least five (5) business
days prior to the Proposal Due Date.) By designating a region or regions, you are certifying that you are
authorized and willing to provide the proposed products and services In those regions Designating reglons
In which you are either unable or unwilling to provide the specified products and services shall be grounds
for eltherrejection of yourProposalor, ifawarded, termination ofyour Contract. Additionally, if you do not plan
to service Texas Cooperative members (i.e., if you will service only states other than Texas), you must so indicate on the
form in the electronic proposal submission system.
Regional Education Service Centers Region and Headquarters
1
Edinburg
2
Corpus Christi
3
Victoria
4
Houston
5
Beaumont
6
Huntsville
7
Kilgore
8
Mount Pleasant
9
Wichita Falls
10
Richardson
11
Fort Worth
12
Waco
13
Austin
14
Abilene
15
San Angelo
16
Amarillo
17
Lubbock
18
Midland
19
El Paso
20
San Antonio
Page 30 of 74
PRovosnt FoRms CONST. v.05.04.2023
PFBaard-
P.Os4 uyb aid. orn -n, Texas d.com78767
800.6�5.2819 • blds�a buyboard.com - buyboard.com
',TATE SERVICE DESIGNATION
This form must be completed In the electronic proposal submission system (or, if submitting a hard copy
Proposal, timely request and com mete the In accordance with the Instructions to Proposers;
As set forth in the Proposal Invitation, it is the Cooperative's intent that other governmental entities in the United States
have the opportunity to purchase goods or services awarded under the Contract, subject to applicable state law, through a
piggy -back award or similar agreement through the National Purchasing Cooperative BuyBoard. If you plan to service the
entire United States or only specific states, you must complete the 5tate 5ervice Designation information in the electronic
proposal submission system. (Note: If you plan to service Texas Cooperative members, be sure that you complete the
Texas Regional Service Designation form.) In addition to this form, to be considered for a plggy-back award by
the National Purchasing Cooperative, you must have an authorized representative sign the National
Purchasing Cooperative Vendor Award Agreement thatfollows this page.
If you serve different states for different products or services included in your Proposal, you must complete and submit a
separate State Service Designation form for each group of products and clearly indicate the products or services to which
the designation applies. (Additional forms can be obtained by contacting bids0buvboard.com at least five (5)
business days prior to the Proposal Due Date.) By designating a state or states, you are certifying that you are
authorized and wllling to provide the proposed products and services In those states. Des/gnating states In
which you are either unable or unwilling to provide the specified products and services shall be grounds for
either rejection of your Proposal or, If awarded, termination of your Contract.
• I will service all states in the United States.
OI will not service all states in the United States.
Alabama
Montana
Alaska
Nebraska
Arizona
Nevada
Arkansas
New Hampshire
California (Public Contract Code 20118 & 20652)
New Jersey
Colorado
New Mexico
Connecticut
New York
Delaware
North Carolina
District of Columbia
North Dakota
Florida
Ohio
Georgia
Oklahoma
Hawaii
Oregon
Idaho
Pennsylvania
Illinois
Rhode Island
Indiana
South Carolina
Iowa
South Dakota
Kansas
Tennessee
Kentucky
exas
Louisiana
Utah
Maine
Vermont
Maryland
Virginia
Massachusetts
Washington
Michigan
West Virginia
Minnesota
Wisconsin
Mississippi
Wyoming
Missouri
Page 31 of 74
PROPOSAL FORMS CONST. v.05.04.2023
U i 1 1 f
! !
P.O. Box 400. Austin. Texas 787$7
800,695.2919 + bids(cabuyboard.com • buyboard.com
NATIONAL PURCHASING COOPERATIVE VENDOR AWARD AGREEMENT
In accordance with the Terms and Conditions associated with this Proposal Invitation, a contract awarded under this
Proposal Invitation may be "piggy -backed" by another governmental entity. The National Purchasing Cooperative is an
intergovernmental purchasing cooperative formed by certain school districts outside of Texas to serve its members
throughout the United States. If you agree to be considered for a piggy -back award by the National Purchasing Cooperative,
you agree to the following terms and agree to serve National Purchasing Cooperative members in the states you have
indicated on the State Service Designation form, in your Proposal.
By signing this form, Proposer (referred to in this Agreement as "Vendor") agrees as follows:
1. Vendor acknowledges that if The Local Government Purchasing Cooperative ("Texas Cooperative"} awards Vendor a
contract under this Proposal Invitation ("Underlying Award'J, the National Purchasing Cooperative ("National Cooperative"}
may - but is not required to - "piggy -back" on or re -award all or a portion of that Underlying Award ("Piggy -Back Award').
By signing this National Cooperative Vendor Award Agreement ("Agreement'l, Vendor accepts and agrees to be bound by
any such Piggy -Back Award as provided for herein.
2. In the event National Cooperative awards Vendor a Piggy -Back Award, the National Cooperative Administrator ("Buyloard
Administrator') will notify Vendor in writing of such Piggy -Back Award, which award shall commence on the effective date
stated in the Notice and end on the expiration date of the Underlying Award, subject to annual renewals as authorized in
writing by the BuyBoard Administrator. Vendor agrees that no further signature or other action is required of Vendor in
order for the Piggy -Back Award and this Agreement to be binding upon Vendor. Vendor further agrees that no interlineations
or changes to this Agreement by Vendor will be binding on National Cooperative, unless such changes are agreed to by its
BuyBoard Administrator in writing.
3. Vendor agrees that it shall offer its goods and services to National Cooperative members at the same pricing and same
general terms and conditions, subject to applicable state laws in the state of purchase, as required by the Underlying Award.
However, nothing in this Agreement prevents Vendor from offering National Cooperative members better (i.e., lower)
competitive pricing and more favorable terms and conditions than those in the Underlying Award.
4. Vendor hereby agrees and confirms that it will serve those states it has designated on the State Service Designation
Form of this Proposal Invitation. Any changes to the states designated on the State Service Designation Form must be
approved in writing by the BuyBoard Administrator.
5. Vendor agrees to pay National Cooperative the service fee provided for in the Underlying Award based on the amount
of purchases generated from National Cooperative members through the Piggy -Back Award. Vendor shall remit payment to
National Cooperative on such schedule as it specifies (which shall not be more often than monthly). Further, upon request,
Vendor shall provide National Cooperative with copies of all purchase orders generated from National Cooperative members,
vendor invoices, and/or such other documentation regarding those purchase orders as the Cooperative's administrators
may require in their reasonable discretion for purposes of reviewing and verifying purchase activity. Vendor further agrees
that National Cooperative shall have the right, upon reasonable written notice, to review Vendor's records pertaining to
purchases made by National Cooperative members in order to verify the accuracy of service fees.
6. Vendor agrees that the Underlying Award, including its General Terms and Conditions, are adopted by reference to the
fullest extent such provisions can reasonably apply to the post-proposal/contract award phase. The rights and
responsibilities that would ordinarily inure to the Texas Cooperative pursuant to the Underlying Award shall inure to National
Cooperative; and, conversely, the rights and responsibilities that would ordinarily inure to Vendor in the Underlying Award
shall inure to Vendor in this Agreement. Vendor recognizes and agrees that Vendor and National Cooperative are the only
parties to this Agreement, and that nothing in this Agreement has application to other third parties, including the Texas
Cooperative. In the event of conflict between this Agreement and the terms of the Underlying Award, the terms of this
Agreement shall control, and then only to the extent necessary to reconcile the conflict.
Page 32 of 74
PROPOSAL FORMS CONST. v.05.04.2023
P.O. Box 400, Austin, Texas 78767
800.695.2919 • bids<abuyboard.com - buyboard.com
7. This Agreement shall be governed and construed in accordance with the laws of the State of Texas and venue for any
dispute shall lie in the federal district court of Travis County, Texas.
8. Vendor acknowledges and agrees that the award of a Piggy -Back Award is within the sole discretion of National
Cooperative, and that this Agreement does not take effect unless and until National Cooperative awards Vendor a Piggy -
Back Award and the BuyBoard Administrator notifies Vendor in writing of such Piggy -Back Award as provided for herein.
WHEREFORE, by signing below Vendor agrees to the foregoing and warrants that it has the authority to enter into this
Agreement.
Johnstone Supply
Name of Vendor
Si ure of Authorized Company Official
7/10/2023
Date
720-23
Proposal Invitation Number
Aaron Smith
Printed Name of Authorized Company Official
Page 33 of 74
PROPONLL FORMS CONST. v.05,04.2023