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HomeMy WebLinkAbout065800 - General - Contract - The Sherman Williams Co.FORT WORTH CSC No. 65800 CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT This Cooperative Purchase Agreement ("Agreement") is entered into by and between The Sherwin Williams Co., ("Vendor") and the City of Fort Worth, ("City"), a Texas home rule municipality. The Cooperative Purchase Agreement includes the following documents which shall be construed in the order of precedence in which they are listed: OFFICIAL RECORD 1. This Cooperative Purchase Agreement; 2. Exhibit A— Seller's Quote; CITY SECRETARY 3. Exhibit B — Cooperative Agency Contract (Sourcewell 091323); and FT. WORTH, TX 4. Exhibit C — Conflict of Interest Questionnaire Exhibits A, B, and C, which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B, or C and the terms and conditions set forth in the body of this Agreement, the terms and conditions of this Agreement control. City shall pay Vendor in accordance with the fee schedule in Exhibit A, including any future quotes, and in accordance with the provisions of this Agreement. Total annual payment made under this non-exclusive Agreement may be an amount up to Forty -One Million Dollars and Zero Cents ($41,000,000.00). The Vendor acknowledges that this is a non-exclusive agreement and there is no guarantee of any specific amount of purchase. Further, Vendor recognizes that the amount stated above is the total amount of funds available, collectively, for any Vendor that enters into an agreement with the City under the relevant M&C or cooperative agreement and that once the full amount has been exhausted, whether individually or collectively, funds have therefore been exhausted under this Agreement as well. 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 Parties will engage in multiple transactions to purchase vehicles under this Agreement. For each purchase made pursuant to this Agreement, Vendor must supply a quote for the subject vehicles, and the quote must conform with the then -current pricing under the underlying cooperative agreement. If the City accepts the quote and places an order for the vehicle(s), that quote shall be considered an addendum to this agreement but is not required to be filed in the City records. The Parties will maintain all quotes for the three-year Audit period included herein. The term of this Agreement is effective beginning on the date signed by the Assistant City Manager below ("Effective Date") and shall expire no later than May 12, 2027 ("Expiration Date"), unless terminated earlier in accordance with this Agreement. Either party may terminate this Agreement 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 relating directly to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: To VENDOR: City of Fort Worth The Sherwin Williams Co Attn: Valerie Washington, Assistant City Manager 100 Fort Worth Trail, 1001 N. Henderson St., Fort Worth, TX 76102 Fort Worth, TX, 76107 With copy to Fort Worth City Attorney's Office at Facsimile: N/A same address 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 laws provisions. Venue for any suit brought under the Agreement shall be in a court of competent jurisdiction in Tarrant County, Texas. To the extent the Agreement is required to be governed by any state law other than Texas or venue in Tarrant County, City objects to such terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 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. The undersigned represents and warrants that he or she has the power and authority to execute this Agreement and bind the respective Vendor. CITY OF FORT WORTH: By: Date: V661J� Valerie Washington (Sep 9, 2026 09:31:54 CDT) Name: Valerie Washington Title: Assistant City Manager I�11fl 7 9CKi ►I I►I 19 ►I 0311 By: Reginald Zeno (Sep 9, 2026 09:50:27 CDT) Name: Reginald Zeno Title: Chief Financial Officer/Director ATTEST: By: Name: Jannette Goodall Title: City Secretary VENDOR: The Sherwin Wiliams Co Date: 09/08/2026 CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: Name: Christopher Ha Title: Purchasing Supervisor APPROVED AS TO FORM AND LEGALITY: By: Name: Jordan Alvarez Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: 26-0393 Date: May 12, 2026 1295 Form: 2026-1354734 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX SHERWINExhibit WILLIAMS. Quote ID: 8220953 Quote Date: 3/04/2026 Quote Expiration: 5/05/2026 SHERWIN-WILLIAMS 1001 N HENDERSON ST FT WORTH, TX 76107 1488 (817) 336-7111 Dear James (JP) Perales: Thank you for considering Sherwin-Williams products for the Sourcewell 091323 / James "JP" Perales / Pavement Striping Equipment project. Included is the Sherwin-Williams price quote. Should you require assistance or have any questions or concerns, please contact me at or e-mail me at wumi.awani@sherwiii.com. Wumi Awani SALES- Sales Representative PC Commercial wumi.awani@sherwin.com SHERWIN WILLIAMS. ACCOUNT # 4216-9054-6 Sourcewell 091323 / James "JP" Perales / Pavement Striping Equipment QUOTE # 8220953 VALID FROM: MAR 04, 2026 - MAY 05, 2026 PROJECT: Sourcewell 091323 / James "JP" Perales / Pavement Striping Equipment Purchase Type: Annual Purchase Gallons/ Price Per Extended Description Class # Sales # Rex # Size Units Gallon/ Unit Price POWRLINER 3500S 5369011 102537313 102537313 EACH 1 $6,245.00 $6,245.00 Comments: TITAN - PowerLiner 3500S (Striping Machine) LAZYLINER ELITE 5369011 102691086 102691086 EACH 1 $10,178.03 $10,178.03 Comments: TITAN - LazyLiner Elite Total: $16,423.03 All prices are per gallon/unit NOTICE: This quotation is not a contract. It is an estimate and excludes taxes and fees, which may vary. The pricing and recommendations represent confidential information and we request that it not to be copied or shared with others outside your company. Please refer to product data pages for surface prep, mixing and application instructions. Any orders placed pursuant to this quotation will be subject to The Sherwin-Williams Company Terms and Conditions of Sale, which are incorporated in full by this reference and are available at https://www.sherwin-williams.com/terms-and-conditions. DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Exhibit B 091323-SHW Sourcewell Solicitation Number: 091323 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and The Sherwin-Williams Company, 101 W. Prospect Avenue, Cleveland, OH 44115 (Supplier). Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to eligible federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada. Sourcewell issued a public solicitation for Paint with Related Supplies, Equipment, and Services from which Supplier was awarded a contract. Supplier desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell's cooperative purchasing contracts (Participating Entities). 1. TERM OF CONTRACT A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below. EXPIRATION DATE AND EXTENSION. This Contract expires November 8, 2027, unless it is cancelled sooner pursuant to Article 22. This Contract allows up to three additional one-year extensions upon the request of Sourcewell and written agreement by Supplier. Sourcewell retains the right to consider additional extensions beyond seven years as required under exceptional circumstances. B. SURVIVAL OF TERMS. Notwithstanding any expiration or termination of this Contract, all payment obligations incurred prior to expiration or termination will survive, as will the following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All other rights will cease upon expiration or termination of this Contract. 2. EQUIPMENT, PRODUCTS, OR SERVICES Rev. 3/2022 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW A. EQUIPMENT, PRODUCTS, OR SERVICES. Supplier will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. Supplier's Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. All Equipment and Products provided under this Contract must be new and the current model. Supplier may offer close-out or refurbished Equipment or Products if they are clearly indicated in Supplier's product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity's site. This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed. B. WARRANTY. Supplier warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship. In addition, Supplier warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended. Supplier's dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer's warranty that extends beyond the expiration of the Supplier's warranty will be passed on to the Participating Entity. C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution and throughout the Contract term, Supplier must provide to Sourcewell a current means to validate or authenticate Supplier's authorized dealers, distributors, or resellers relative to the Equipment, Products, and Services offered under this Contract, which will be incorporated into this Contract by reference. It is the Supplier's responsibility to ensure Sourcewell receives the most current information. It=9:11[all►[el All Equipment, Products, or Services under this Contract will be priced at or below the price stated in Supplier's Proposal. When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity's total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity's requested delivery location. Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase. Rev. 3/2022 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Supplier must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities. Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Supplier as soon as possible and the Supplier will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity. Supplier must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition. Sourcewell may declare the Supplier in breach of this Contract if the Supplier intentionally delivers substandard or inferior Equipment or Products. B. SALES TAX. Each Participating Entity is responsible for supplying the Supplier with valid tax - exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity. C. HOT LIST PRICING. At any time during this Contract, Supplier may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Supplier determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line -item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below. Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities. 4. PRODUCT AND PRICING CHANGE REQUESTS Supplier may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Supplier Development Administrator. This approved form is available from the assigned Sourcewell Supplier Development Administrator. At a minimum, the request must: • Identify the applicable Sourcewell contract number; Rev. 3/2022 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW • Clearly specify the requested change; • Provide sufficient detail to justify the requested change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Change Request Form will become an amendment to this Contract and will be incorporated by reference. 5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS A. PARTICIPATION. Sourcewell's cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities. The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity's authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Supplier understands that a Participating Entity's use of this Contract is at the Participating Entity's sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source. Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract. B. PUBLIC FACILITIES. Supplier's employees may be required to perform work at government - owned facilities, including schools. Supplier's employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws. 6. PARTICIPATING ENTITY USE AND PURCHASING A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Supplier that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Supplier. Typically, a Participating Entity will issue an order directly to Supplier or its authorized Rev. 3/2022 4 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration or cancellation of this Contract; however, Supplier performance, Participating Entity payment obligations, and any applicable warranty periods or other Supplier or Participating Entity obligations may extend beyond the term of this Contract. Supplier's acceptable forms of payment are included in its attached Proposal. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity. B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Supplier, such as job or industry -specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entities may require the use of a Participating Addendum, the terms of which will be negotiated directly between the Participating Entity and the Supplier or its authorized dealers, distributors, or resellers, as applicable. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract. C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements not addressed in this Contract (such as e - commerce specifications, specialized delivery requirements, or other specifications and requirements), the Participating Entity and the Supplier may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement. D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Supplier in the event of any of the following events: 1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the equipment, products, or services to be purchased; or 2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity's requirements. E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity's order will be determined by the Participating Entity making the purchase. 7. CUSTOMER SERVICE Rev. 3/2022 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for: • Maintenance and management of this Contract; • Timely response to all Sourcewell and Participating Entity inquiries; and • Business reviews to Sourcewell and Participating Entities, if applicable. B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, sales data reports, performance issues, supply issues, customer issues, and any other necessary information. 8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Supplier must provide a contract sales activity report (Report) to the Sourcewell Supplier Development Administrator assigned to this Contract. Reports are due no later than 45 days after the end of each calendar quarter. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Supplier must submit a report indicating no sales were made). The Report must contain the following fields: • Participating Entity Name (e.g., City of Staples Highway Department); • Participating Entity Physical Street Address; • Participating Entity City; • Participating Entity State/Province; • Participating Entity Zip/Postal Code; • Participating Entity Contact Name; • Participating Entity Contact Email Address; • Participating Entity Contact Telephone Number; • Sourcewell Assigned Entity/Participating Entity Number; • Item Purchased Description; • Item Purchased Price; • Sourcewell Administrative Fee Applied; and • Date Purchase was invoiced/sale was recognized as revenue by Supplier. B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Supplier will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Supplier may not charge Participating Entities more than the contracted Rev. 3/2022 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW price to offset the Administrative Fee. The Supplier will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Supplier's name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above "Attn: Accounts Receivable" or remitted electronically to Sourcewell's banking institution per Sourcewell's Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter. Supplier agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract. In the event the Supplier is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Supplier in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract's expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date. 9. AUTHORIZED REPRESENTATIVE Sourcewell's Authorized Representative is its Chief Procurement Officer. Supplier's Authorized Representative is the person named in the Supplier's Proposal. If Supplier's Authorized Representative changes at any time during this Contract, Supplier must promptly notify Sourcewell in writing. 10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant to this Contract are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract. B. ASSIGNMENT. Neither party may assign or otherwise transfer its rights or obligations under this Contract without the prior written consent of the other party and a fully executed assignment agreement. Such consent will not be unreasonably withheld. Any prohibited assignment will be invalid. C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been duly executed by the parties. Rev. 3/2022 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW D. WAIVER. Failure by either party to take action or assert any right under this Contract will not be deemed a waiver of such right in the event of the continuation or repetition of the circumstances giving rise to such right. Any such waiver must be in writing and signed by the parties. E. CONTRACT COMPLETE. This Contract represents the complete agreement between the parties. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22 of this Contract, the terms of Articles 1-22 will govern. F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master -servant, or principal -agent. 11. INDEMNITY AND HOLD HARMLESS Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys' fees incurred by Sourcewell or its Participating Entities, arising out of any act or omission in the performance of this Contract by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. Sourcewell's responsibility will be governed by the State of Minnesota's Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law. 12. GOVERNMENT DATA PRACTICES Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, maintained, or disseminated by the Supplier under this Contract. 13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT A. INTELLECTUAL PROPERTY 1. Grant of License. During the term of this Contract: a. Sourcewell grants to Supplier a royalty -free, worldwide, non-exclusive right and license to use the trademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell's relationship with Supplier. Rev. 3/2022 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW b. Supplier grants to Sourcewell a royalty -free, worldwide, non-exclusive right and license to use Supplier's trademarks in advertising and promotional materials for the purpose of marketing Supplier's relationship with Sourcewell. 2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers, resellers, marketing representatives, and agents (collectively "Permitted Sublicensees") in advertising and promotional materials for the purpose of marketing the Parties' relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees. 3. Use; Quality Control. a. Neither party may alter the other party's trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos. b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party's trademarks only in good faith and in a dignified manner consistent with such party's use of the trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated. 4. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party's name or logo (excepting Sourcewell's pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell's written directions. B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Supplier individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract. C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development Administrator assigned to this Contract. D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment, Products, or Services. Rev. 3/2022 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW 14. GOVERNING LAW, JURISDICTION, AND VENUE The substantive and procedural laws of the State of Minnesota will govern this Contract. Venue for all legal proceedings arising out of this Contract, or its breach, must be in the appropriate state court in Todd County, Minnesota or federal court in Fergus Falls, Minnesota. 15. FORCE MAJEURE Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party's reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default. 16. SEVERABILITY If any provision of this Contract is found by a court of competent jurisdiction to be illegal, unenforceable, or void then both parties will be relieved from all obligations arising from that provision. If the remainder of this Contract is capable of being performed, it will not be affected by such determination or finding and must be fully performed. 17. PERFORMANCE, DEFAULT, AND REMEDIES A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows: 1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Supplier will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties. 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Supplier may escalate the resolution of the issue to a higher level of management. The Supplier will have 30 calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Supplier must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Supplier fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, the Supplier will bear any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed. B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default: 1. Nonperformance of contractual requirements, or 2. A material breach of any term or condition of this Contract. Rev. 3/2022 10 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW The party claiming default must provide written notice of the default, with 30 calendar days to cure the default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non -defaulting party may: • Exercise any remedy provided by law or equity, or • Terminate the Contract or any portion thereof, including any orders issued against the Contract. 18. INSURANCE A. REQUIREMENTS. At its own expense, Supplier must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an "AM BEST" rating of A- or better, with coverage and limits of insurance not less than the following: 1. Workers' Compensation and Employer's Liability. Workers' Compensation: As required by any applicable law or regulation. Employer's Liability Insurance: must be provided in amounts not less than listed below: Minimum limits: $500,000 each accident for bodily injury by accident $500,000 policy limit for bodily injury by disease $500,000 each employee for bodily injury by disease 2. Commercial General Liability Insurance. Supplier will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office ("ISO") Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products -completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for products liability -completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Supplier will maintain insurance covering all owned, hired, and non -owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms Rev. 3/2022 11 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent. Minimum Limits: $1,000,000 each accident, combined single limit 4. Umbrella Insurance. During the term of this Contract, Supplier will maintain umbrella coverage over Employer's Liability, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 5. Professional/Technical, Errors and Omissions, and/or Miscellaneous Professional Liability. During the term of this Contract, Supplier will maintain coverage for all claims the Supplier may become legally obligated to pay resulting from any actual or alleged negligent act, error, or omission related to Supplier's professional services required under this Contract. Minimum Limits: $2,000,000 per claim or event $2,000,000 — annual aggregate 6. Network Security and Privacy Liability Insurance. During the term of this Contract, Supplier will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Supplier's security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data — including but not limited to, confidential or private information, transmission of a computer virus, or denial of service. Minimum limits: $2,000,000 per occurrence $2,000,000 annual aggregate Failure of Supplier to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default. B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf. Rev. 3/2022 12 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Supplier's commercial general liability insurance policy with respect to liability arising out of activities, "operations," or "work" performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. D. WAIVER OF SUBROGATION. Supplier waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self -insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self -insured retention. 19. COMPLIANCE A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold. B. LICENSES. Supplier must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Supplier conducts with Sourcewell and Participating Entities. 20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in writing. Rev. 3/2022 13 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. 21. PROVISIONS FOR NON -UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional requirements based on specific funding source terms or conditions. Within this Article, all references to "federal" should be interpreted to mean the United States federal government. The following list only applies when a Participating Entity accesses Supplier's Equipment, Products, or Services with United States federal funds. A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of "federally assisted construction contract" in 41 C.F.R. § 60- 1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 C.F.R. § 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." The equal opportunity clause is incorporated herein by reference. B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non- federal entities must include a provision for compliance with the Davis -Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with Rev. 3/2022 14 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW the Copeland "Anti -Kickback" Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must be in compliance with all applicable Davis -Bacon Act provisions. C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACTOR AGREEMENT. If the federal award meets the definition of "funding agreement" under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Rev. 3/2022 15 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW Supplier certifies that during the term of this Contract will comply with applicable requirements as referenced above. F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. G. BYRD ANTI -LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti -Lobbying Amendment (31 U.S.C. § 1352). H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and Rev. 3/2022 16 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW records of Supplier that are directly pertinent to Supplier's discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Supplier's personnel for the purpose of interview and discussion relating to such documents. L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre -approval. N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Contract or any purchase by a Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Contract or any purchase by an authorized user. O. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and Statements) applies to the Supplier's actions pertaining to this Contract or any purchase by a Participating Entity. P. FEDERAL DEBT. The Supplier certifies that it is non -delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments. Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to the anticipated work under this Contract raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested. Rev. 3/2022 17 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 091323-SHW R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S. Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism. S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Contract it will comply with applicable requirements of 2 C.F.R. § 200.216. T. DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Contract will comply with applicable requirements of 2 C.F.R. § 200.322. 22. CANCELLATION Sourcewell or Supplier may cancel this Contract at any time, with or without cause, upon 60 days' written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Supplier's Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation. By: Sourcewell DocuSigned by: .y s', C0FD2A139D06489... Jeremy Schwartz Title: Chief Procurement Officer 10/30/2023 1 3:45 PM CDT Date: Approved: E DoccuaSigned by: oufft B48BAF71BOB94454... y: Chad Coauette Title: Executive Director/CEO 11/1/2023 1 12:43 PM CDT Date: The Sherwin-Williams Company DocuSigned by: L- M41 By: 528A747F51444BD... Kevin McCoy Title: National Sales Manager -SLED Date: 11/1/2023 1 12:32 PM CDT Rev. 3/2022 18 DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 RFP 091323 - Paint with Related Supplies, Equipment, and Services Vendor Details Company Name: The Sherwin-Williams Company 101 Prospect Avenue NW Address: 1710 MIDLAND Cleveland, Ohio 44115 Contact: Kevin McCoy Email: kevin.j.mccoy@sherwin.com Phone: 216-216-5422 Fax: 216-566-1909 HST#: 34-0526850 Submission Details Created On: Tuesday July 25, 2023 07:18:56 Submitted On: Tuesday September 12, 2023 12:33:32 Submitted By: Kevin McCoy Email: kevin.j.mccoy@sherwin.com Transaction #: 43adbefa-a8c5-4a64-948c-7b7671f028a2 Submitter's IP Address: 136.226.50.102 Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Specifications Table 1: Proposer Identity & Authorized Representatives General Instructions (applies to all Tables) Sourcewell prefers a brief but thorough response to each question. Do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; respond "N/A" if the question does not apply to you (preferably with an explanation). Line Question IResponse Item 1 Proposer Legal Name (one legal entity only): The Sherwin-Williams Company (In the event of award, will execute the resulting contract as "Supplier") 2 Identify all subsidiary entities of the Proposer N/A whose equipment, products, or services are included in the Proposal. 3 Identify all applicable assumed names or DBA N/A - The Sherwin-Williams Company is not including any DBA's with this proposal, names of the Proposer or Proposer's therefore Line 3 is not applicable subsidiaries in Line 1 or Line 2 above. 4 Provide your CAGE code or Unique Entity Cage Code: 54636 Identifier (SAM): 15 Proposer Physical Address: 101 W Prospect Avenue Cleveland, OH 44115 6 Proposer website address (or addresses): https://www.sherwin-williams.com/ 7 Proposer's Authorized Representative (name, title, address, email address & phone) (The representative must have authority to sign the "Proposer's Assurance of Compliance" on behalf of the Proposer and, in the event of award, will be expected to execute the resulting contract): 8 Proposer's primary contact for this proposal (name, title, address, email address & phone) 9 Proposer's other contacts for this proposal, if any (name, title, address, email address & phone): Kevin McCoy National Sales Manager - SLED 101 W Prospect Ave. Cleveland, OH 44115 kevin.j.mccoy@sherwin.com 216-566-7422 Kevin McCoy National Sales Manager - SLED 101 W Prospect Ave. Cleveland, OH 44115 kevin.j.mccoy@sherwin.com 216-566-7422 Beniam Tirfe Strategic Account Manager - SLED 101 W Prospect Ave. Cleveland, OH 44115 beniam.tirfe@sherwin.com 240-350-7862 Table 2: Company Information and Financial Strength Line Item 10 Question Provide a brief history of your company, including your company's core values, business philosophy, and industry longevity related to the requested equipment, products or services. Response * The Sherwin-Williams Company was founded in Cleveland, Ohio in June of 1865 by Henry Sherwin and Edward Williams, with incorporation taking place in 1866. Under their direction, The Sherwin-Williams Company was the first to develop ready - mixed paint in 1880. Before the invention of this type of paint, consumers would have to buy the ingredients of paint separately and mix the paint themselves. The demands for ready -mixed paint led to explosive company growth throughout the Northeast and Midwestern United States. The company also began to purchase smaller manufacturers and, by the early twentieth century was operating in all fifty states. The Sherwin -William Company is anchored by 7 core values: 1. Integrity - shines through in our products, our business practices, and our relationships. We pride ourselves on keeping our promises to one another, to our customers and to our shareholders. 2. People - are our foundation, which is why we are committed to providing safe and healthy work environments, and opportunities to learn, grow, and be recognized for our many achievements. Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 3. Service - that is exemplary, personal, and professional, accompanied by the strongest product knowledge and supply chain in our industry, provides our customers with confidence in our products and coatings solutions. 4. Quality - is a consistent element of our products and our work. With a strong commitment to continuous improvement, we challenge ourselves to set the industry standard for excellence in colors, products and coatings that preserve, protect, and beautify. 5. Growth - is essential to our business. "To grow in knowledge and character as well as in size" was an early guiding principle. We are commtted to growth that is disciplined and sustainable, intended to benefit our shareholders, customers, and our employees. 6. Innovation - ensures that our customers will be the first to benefit from pioneering advancements in our products, coatings, and their applications. Innovation is encouraged through challenging assumptions and by leveraging our collective ingenuity and imagination for new ideas and inspiration. 7. Performance - that achieves desired results and that sets an example for others is encouraged, recognized, and rewarded. We set high expectations for — and take the time to measure and reward — our achievements. The Sherwin-Williams Company has continued to expand both organically, by opening 30 to 50 new US stores a year, and by acquisition, with the purchases of DURON Paints and Wallcovering (2005), M A Bruder (2006), Columbia Paints (2007), the US and Canadian operations of COMEX (2014) and VALSPAR (2017) as well as various overseas companies in the past fifteen years. The Sherwin- Williams Company became the largest paint manufacturer in the world, after finalizing its acquisition of The Valspar Corporation dated June 1, 2017. These strategic expansions, both organically and through acquisitions, have allowed The Sherwin-Williams Company to strengthen their position in the coatings market with clients being able to access material quicker than our competitors. The Sherwin-Williams Company operates through four divisions: 1. Performance Coatings Group - Coil Coating, Automotive Coatings, Protective and Marine Coatings, or any non -architectural coatings 2. The Consumer Brands Group - Makers and distributers of such brands as Minwax, Thompson's Water Seal, Krylon and Purdy Paint brushes 3. Global Supply Chain — Responsible for all manufacturing. Distribution, raw material sourcing, planning 4. *The Paint Stores Group — Owns and operates the more than 5,000 store fronts in the United States as well as additional stores in Canada, the Caribbean and Latin America. '= division that will be utilized for this contract Recent Top Honors and Prestigious Awards for The Sherwin-Williams Company: Company • Newsweek®: America's Most Responsible Companies 2022 and 2021 • Fortune 500 Company Rankings • Linkedln: Top 25 Company in Cleveland -Akron -Canton • Wall Street Journal: 250 Best Managed Companies of 2021 • ICIS: Company of the Year • KPMG: U.S. Customer Experience Top 100 • Transport Topics: 100 Largest Private Carriers in North America — 2019 and 2020 Steward • Investor's Business Daily: Best ESG (Environmental, Social and Governance) Companies 2021 • Fast Company: Fast Company's World Changing Ideas — Corporate Social Responsibility 2020 • Fast Company: Fast Company's World Changing Ideas — Consumer Products 2020 Building our Future Project: Over the course of our more than 157 -year history, The Sherwin-Williams Company has grown from a small enterprise on the Cuyahoga River to a global leader of high- performance paints and coatings made of more than 60,000 dedicated employees providing innovative solutions to our customers. Driven by our continued need to serve our customers at the highest level and retain and attract top talent, The Sherwin-Williams Company is creating a next -generation workplace environment that ignites creativity, collaboration, and industry -leading innovation. The Building Our Future project consists of a new global headquarters located in downtown Cleveland and a Research and Development Center located in Brecksville, Ohio. Sustainability - The Sherwin-Williams Company believes in being good stewards of the environment requires a comprehensive approach and are continuing the theme of "Building on the Good" to achieve the company's sustainability goals. The attached sustainability report highlights The Sherwin-Williams Company's approach Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 11 What are your company's expectations in the The Sherwin-Williams Company's expectations for this contract, if awarded are event of an award? simple. We want to GROW together and keep it COLLOBORATIVE. The Sherwin- Williams Company owns and operates more than 5,000 stores nationwide, coupled with 2,500 sales representatives nationwide. With this reach, The Sherwin-Williams Company would expect engagement from Sourcewell either through trainings, seminars, or possibly a quarterly recap of the market with trends. The Sherwin- Williams Company understands this might not be possible all the time, but highlighting 10 target markets to aggressively go after, could be a great starting point and set some expectations. The Sherwin-Williams Company would also expect Sourcewell to go after States to utilize the Contract in lieu of building out their own RFP/Paint Supplies contract. A few states have adopted the Contract in the past and it has worked out tremendously well for all involved parties. 12 Demonstrate your financial strength and The Sherwin-Williams Company publicly traded on the New York Stock Exchange stability with meaningful data. This could (ticker symbol: SHW). include such items as financial statements, SEC filings, credit and bond ratings, letters As of the end of 2022: of credit, and detailed reference letters. - The Sherwin-Williams Company had total revenues of $22.1B dollars Upload supporting documents (as applicable) - 60,000+ employees worldwide in the document upload section of your - Operate in 120+ countries response. - 5,000+ company owned and operated stores 2,500+ dedicated sales representatives 136 manufacturing and distribution facilities All additional information related to annual reports, 10-k, 6-k, etc. can be found at the below link: https://i nvestors. sherwi n-wi l l iams. com/i nvestor-home/defau lt. aspx 13 What is your US market share for the The Sherwin-Williams Company is the largest paint manufacturer and distributor solutions that you are proposing? within the United States, owning and operating more than 5,000 stores (in all 50 states). Current SLED market share through direct contracts is approaching $100mm in sales annually or roughly 50-60% market share. 14 What is your Canadian market share for the The Sherwin-Williams Company currently operates more than 230 stores Canada - solutions that you are proposing? wide with expectations to open 10-20 in the next 5 years and sales within the SLED Market at around $500,000.00. The Sherwin-Williams Company is one of three top paint manufacturers within Canada (not sure who holds each position). The Sherwin-Williams Company can't quantify actual market share. 15 Has your business ever petitioned for No bankruptcy protection? If so, explain in detail. 16 How is your organization best described: is b.) The Sherwin-Williams Company is vertically integrated and owns and operates all it a manufacturer, a distributor/dealer/reseller, its stores throughout the United States. or a service provider? Answer whichever question (either a) or b) just below) best The Sherwin-Williams Company manufactures, distributes, and sells all its branded applies to your organization, products exclusively through more than 5,000+ stores in the United States, Canada, a) If your company is best described as and the Caribbean. a distributor/dealer/reseller (or similar entity), provide your written authorization to act as a The Sherwin-Williams Company will not be utilizing any third party or dealer network distributor/dealer/reseller for the manufacturer to deliver any material to participating members. All Sourcewell members will be of the products proposed in this RFP. If interacting with employees of The Sherwin-Williams Company, ONLY. This allows The applicable, is your dealer network Sherwin-Williams Company to maintain the highest level of customer satisfaction and independent or company owned? owning the entire process from sale to application. b) If your company is best described as a manufacturer or service provider, describe your relationship with your sales and service force and with your dealer network in delivering the products and services proposed in this RFP. Are these individuals your employees, or the employees of a third party? Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 17 If applicable, provide a detailed explanation The Sherwin-Williams Company does maintain all licenses and certifications pursuit outlining the licenses and certifications that to laws in all 50 states, however we cannot list them all on this RFP response, as I are both required to be held, and actually believe we are limited to 30,000 characters. held, by your organization (including third parties and subcontractors that you use) in Supplemental information is below: pursuit of the business contemplated by this RFP. The Sherwin-Williams Company has over 200 GPS-2 designations offered by the Master Painter's Institute (MPI). GPS-2 is the most extreme green designation currently offered by the MPI and is an indication of the seriousness with which The Sherwin-Williams Company seeks to develop environmentally responsible products http://www.specifygreen.com/APL/searchGPS.asp? txtSearch=sherwin&btnSearch.x=0&btnSearch.y=0 Additionally, a search of GreenGuard approved products will show 83 product lines have been Gold certified https://www.sherwi n-wil liams. com/pai nti ng-contractors/specifications/sustaina bi l ity All factories operated by The Sherwin-Williams Company are ISO 9001:2015 certified for the following scope of certification: The Design, Manufacture, Packaging and Distribution of Paints, Coatings, Powder, Dispersions, Applicators, Polymers, and Chemicals, and the Distribution of Allied Products. ISO 9001 document is attached 18 Provide all "Suspension or Debarment" There has not been any history of suspension or debarment for The Sherwin - information that has applied to your Williams Company organization during the past ten years. Table 3: Industry Recognition & Marketplace Success Line Item Question Response * 19 Describe any relevant industry awards or Product Blueprint: recognition that your company has received - EcoVadisTM: Silver Sustainability Rating — European division in the past five years - Fill it Forward: Top 25 Changemakers of 2022 - Global Good Awards: Best Product of the Year, Joint Silver — valPure® V70 - Pipeline & Gas Journal® Awards: Finalist, Best Corrosion Technology — PipeClad® 2060 - SEAL Awards®: Sustainable Innovation Award — valPure® V70 Governance and Ethics: British Coatings Federation: Customer Service Award, Consumer Brands Group MSCI®: ESG Rating 'A' Newsweek®: America's Most Responsible Companies 2022 The Wall Street Journal®: Best Managed Companies 2022 Transport Topics®: 100 Largest Private Carriers in North America Social Imprint Forbes®: America's Best Employers for Women Forbes®: America's Best Employers for New Graduates Forbes®: America's Best -In -State Employers Forbes®: America's Best Large Employers Forbes®: Global 2000 Forbes®: World's Best Employers Forbes®: World's Top Female -Friendly Companies Human Rights Campaign®: Best Places to Work for LGBTQ+ Equality 2022 The American Opportunity Index: Top 50 Overall The Cleveland Plain Dealer@: Northeast Ohio Top Workplaces 20 What percentage of your sales are to the Approximate percentage = 4% governmental sector in the past three years 21 What percentage of your sales are to the Approximate percentage = 5% education sector in the past three years Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 22 List any state, provincial, or cooperative AGENCY 3 YR purchasing contracts that you hold. What is SALES SNAPSHOT the annual sales volume for each of these STATE OF WEST VIRGINIA $4,263,857.00 contracts over the past three years? STATE OF VIRGINIA $225,284.00 STATE OF VERMONT $671,790.00 STATE OF UTAH $164,861.00 STATE OF TEXAS $21,833,054.00 STATE OF TENNESSEE $1,032,170.00 STATE OF SOUTH DAKOTA $732,313.00 STATE OF RHODE ISLAND $1,404,369.00 STATE OF PENNSYLVANIA $3,015,698.00 STATE OF OKLAHOMA $478,809.00 STATE OF OHIO $6,730,978.00 STATE OF NEW MEXICO $733,649.00 STATE OF MISSOURI $1,045,052.00 STATE OF MARYLAND $1,261,164.00 STATE OF MAINE $1,100,739.00 STATE OF KENTUCKY $866,210.00 STATE OF IOWA-SOURCEWELL $935,372.00 STATE OF INDIANA $987,448.00 STATE OF ILLINOIS $1,041,123.00 STATE OF IDAHO $1,248,811.00 STATE OF GEORGIA $7,103,303.00 STATE OF DELAWARE $1,746,237.00 STATE OF ARKANSAS $2,612,465.00 SOURCEWELL-USA $3,309,665.00 PENNSYLVANIA COSTARS MRO 8 $1,587,908.00 NATIONAL PURCHASING PARTNERS $1,887,242.00 NORTH CAROLINA STATE CONTRACT $11,836,380.00 NATL COOP PURCH ALLIANCE-NCPA $1,905,504.00 MHEC MA HIGHER EDU CONSORTIUM $201,086.00 IPHEC SOURCEWELL $492,960.00 1 GPA-ARIZONA $77,416.00 TOTAL $82,532,916.00 23 List any GSA contracts or Standing Offers The Sherwin-Williams Company currently holds a GSA Contract under: and Supply Arrangements (SOSA) that you 47QSHA18D000U hold. What is the annual sales volume for each of these contracts over the past three Approximate sales through the GSA Contract over the last 3 years is over years? $25,000,000.00 Table 4: References/Testimonials Line Item 24. Supply reference information from three customers who are eligible to be Sourcewell participating entities. Entity Name * Contact Name * Phone Number * The State of Georgia Donnie Treadway 404-463-0824 The State of North Carolina Melinda Tomlinson 984-236-0238 The State of Ohio Terry Spiropoulos 614-644-6764 Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Table 5: Top Five Government or Education Customers Line Item 25. Provide a list of your top five government, education, or non-profit customers (entity name is optional), including entity type, the state or province the entity is located in, scope of the project(s), size of transaction(s), and dollar volumes from the past three years. Entity Name Entity Type " State/ Scope of Work " Size of Transactions * Dollar Volume Past Three Province Years The State of Government Ohio - OH Statewide Paint Contract Average transaction is $6,800,000.00 Ohio around $100.00 Ranges varies from $5.00 to $5,000.00 The State of Government Georgia - GA Statewide Paint Contract Average transaction is $7,100,000.00 Georgia around $200.00 Ranges varies from $10.00 to $5,000.00 The State of Government Texas -TX Statewide Paint Contract through Average transaction is $18,000,000.00 Texas TXMAS around $300.00 Ranges varies from $20.00 to $5,000.00 Hillsborough Education Florida - FL Formal contract for Paint/Paint Average transaction is $5,995,610.00 County Public Supplies around $500.00 Schools The State of Government Louisiana - LA Statewide Paint contract (until Average transaction is $6,986,678.00 Louisiana last year) - Competitor currently around $100.00 holds Ranges varies from $5.00 to $5,000.00 Table 6: Ability to Sell and Deliver Service Describe your company's capability to meet the needs of Sourcewell participating entities across the US and Canada, as applicable. Your response should address in detail at least the following areas: locations of your network of sales and service providers, the number of workers (full-time equivalents) involved in each sector, whether these workers are your direct employees (or employees of a third party), and any overlap between the sales and service functions. Line Item 26 Question I Response * Sales force. The Sherwin-Williams Company has over 5,000 stores and 2,500 sales representatives in the United States. Each account is assigned a sales representative based on geography and serviced from the correlating store location (usually the closest). Both the sales representative assigned to the account and store personnel are available for, but not necessarily limited to, product recommeidations, site visits, price negotiation, price quotes, planning, training, and updating on new rules and regulations. The Sherwin-Williams Company firmly believes that no individual shall be placed in a position within the company without being fully trained in the responsibilities and duties of the job. All store personnel and sales representatives are required to complete a series of 20 START tests in their first 90 days of employment. These tests range from exams on paint chemistry and business management to complaint resolution and customer service. Upon successful completion of the START program, individuals are sent to training at one of four "Sherwin-Williams University" sites. Continuous education courses are also available for store personnel and sales representatives to ensure they are up to speed with the newest products and technologies. The Sherwin-Williams Company internal retention rate is at 95%, which is why these exams/classes are so important for overall career growth. These exams and classes are mandatory for future employment, and one must pass prior to the end of their 90 day probation period Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 27 Dealer network or other distribution methods. The Sherwin-Williams Company will utilize its owned and operated stores to fulfill all orders. The Sherwin-Williams Company owns and operates a fleet of delivery vehicles, including vans, box trucks and tractor trailers within the State of Indiana These vehicles, under The Sherwin-Williams Company's HUB system, have the ability to deliver paint/paint related material within 48 hours of the purchase order being received 28 Service force. In addition to our 2,500 sales representatives and over 5,000 store managers and assistant managers, the company has additional staff and service personnel dedicated to managing our sales and distribution force. Our paint stores are divided into division across the country. Each division is comprised of a combination of District Managers, City Managers and District Sales Managers. These individuals are tasked with managing our sales representatives, store managers, assistant managers, full and part time employees. The Sherwin-Williams Company offers site visits by NACE certified representatives for most jobs. NACE certification is among the most respected in the paint industry. The NACE (National Association of Corrosion Engineers) Institute administers certifications on a variety of disciplines, including the industry -leading Coatings Inspector Program or CIP, which is the program followed by Painters USA. While NACE certification includes different levels and specialties, the main focus is the performance and documentation of liquid coatings applied by brush, roller, or spray to steel and other substrates. Primarily for industrial environments, CIP covers cathodic protection; coatings for industries, inspection requirements, and corrosion resistance; and material selection for specific chemical resistance. Painters USA's employees in estimating, field operations, and field applications go through intensive training in order to achieve their coatings inspection certifications. The Sherwin-Williams Company also offers training on areas of importance to government agencies. For example, the company has conducted trainings on coatings for fire hydrants, light posts, water tanks and road striping. These trainings can be arranged through your local Sherwin-Williams representative or through the contract manager. The company also offers training on areas of importance to government agencies. For example, the company as conducted trainings on coatings for manhole covers, water tanks and road striping. Such classes can be arranged through your local Sherwin-Williams representative. 29 Describe the ordering process. If orders All orders that associated with the Contract will be handled by one of the 5,000+ will be handled by distributors, dealers or stores that The Sherwin-Williams Company owns and operates. Store location and others, explain the respective roles of the hours can be found at the below link: Proposer and others. https://www.sherwin-williams.com/store-locator In addition to the stores, dedicated sales representatives will be available during working hours and in certain situations, extended hours. The Contract Manager (Kevin McCoy) can be reached at any time. Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1 DF1 -4DEC-A42C-6607E72DAE65 30 Describe in detail the process and procedure of your customer service program, if applicable. Include your response -time capabilities and com m tments, as well as any incentives that help your providers meet your stated service goals or promises. As mentioned previously, The Sherwin-Williams Company has over 2,500 sales representatives and more than 5,000 stores in the United States. Each account is assigned a representative based on geography. This individual is available for, but not necessarily limited to, product recommetdations, site visits, price negotiation, price quotes, planning, training and updating on new rules and regulations. Each representative has completed a career path that had included stints as a customer service specialist, store assistant manager, and store manager. Once having mastered these skills, the individual is then put through the following training regiment: Overview and Training Materials The Sales Rep Development (SRD) program was designed to provide employees who possess an interest in a possible Sales Rep career path to understand the roles and responsibilities of a career salesman. The program is also designed to provide the district with a pool of qualified candidates to support future sales rep opportunities within the district. The program is divided into three phases: -Phase I - Communicating the program to the field: >During this phase you will send out a communication to the field management level field employees (Store and Assistant Managers) that are possibly interested in a career in outside selling to attend a one -day Sales Rep Development session at the District Office. Also, to support completion of the program, an SRD-Leader's Guide has been developed. -Phase II - One Day training session: >District Leadership will conduct a one -day training session for the employees that expressed an interest in the program. The session focuses on an overview of the roles and responsibilities for a sales rep as well as an in-depth selling skills session. This session should take approximately 6.5 hours to complete. -Phase III - 90 Day Workbook: >The 90 Day Workbook* is designed to provide employees that have expressed an interest in a possible sales rep career path at the end of the training session with additional rep specific opportunities. During this phase District Leadership will work closely with the employee to support their development and understand their ability to complete the functions of the rep role, in addition to their existing duties. Those completing this pre -promotion program then competitively compete for a promotion as positions become available. Once promoted, they are sent to weeklong training at one of The Sherwin-Williams Company's SHW University training centers located at: 11350 Alameda Drive Strongsville, OH 44149 2810 W. Miller Road, Garland, TX 75041 2800 Century Parkway NE, Suite 950 Atlanta, GA 30345 1140 McDermott Drive, Suite 107 West Chester, PA 19380 There, the customer service training continues, paint chemistry and the Sherwin- Williams resources available to aid customers. fhe sales representative depends heavily on the local store manager and vice versa It is important to note, each representative and store manager is required to complete an annual new product certification at the beginning of the year. This insures they are not only familiar with new Sherwin-Williams products, but the reasons for the products development, which may be better performance, less environmental impact, or compliance with new regulations. These representatives report to a local sales manager who is available in the event of the representative's absence. This individual has also completed both the store manager and sales representative training as well as additional training in store, human resources, and business management. Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 31 Describe your ability and willingness to The Sherwin-Williams Company has the ability to service all participating members provide your products and services to within the United States through the 5,000+ locations. Sourcewell participating entities in the United States. The Sherwin-Williams Company as mentioned above has the depth of knowledge and network to service any/all multi-state/agency contracts. Additionally, The Sherwin- Williams Company has strict protocols that have been developed over the past 150+ years to successfully service any contract or member need. 32 Describe your ability and willingness to The Sherwin-Williams Company currently operates in Canada and is excited about provide your products and services to the growth of cooperative purchasing through agencies countrywide. The Sherwin- Sourcewell participating entities in Canada. Williams Company operates close to 230+ stores nationwide and will only continue to growth. The introduction to Canoe last year was great and has been advantageous for all parties. 33 Identify any geographic areas of the United The Sherwin-Williams Company is a nationwide entity with the agility to react to all States or Canada that you will NOT be needs of agencies nationwide/including Canada, especially in times of need. fully serving through the proposed contract. Therefore, no geographic areas can currently be identified that The Sherwin-Williams Company can't service. 34 Identify any Sourcewell participating entity The Sherwin-Williams Company is a nationwide entity with the agility to react to all sectors (i.e., government, education, not -for- needs of agencies nationwide/including Canada. Therefore, The Sherwin-Williams profit) that you will NOT be fully serving Company will be able to service all participating entities. through the proposed contract. Explain in detail. For example, does your company have only a regional presence, or do other cooperative purchasing contracts limit your ability to promote another contract? 35 Define any specific contract requirements The Sherwin-Williams Company is a nationwide entity, able to service all participating or restrictions that would apply to our entity locations as long as their is a store location present (which there is). participating entities in Hawaii and Alaska and in US Territories. Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Table 7: Marketing Plan Line Item Question Response * 36 Describe your marketing strategy for The Sherwin-Williams Company would approach promotion from two sides: promoting this contract opportunity. Upload representative samples of your External Promotion - Email blast, industry conferences, public sector conferences, as well marketing materials (if applicable) in as trade shows. the document upload section of your response. Internal Promotions - Notify all employees in a target market that the Contract is available, coupled with agency lead list, as well as selling tools. Also, The Sherwin-Williams Company provides training seminars to all sales representatives/stores nationwide. 37 Describe your use of technology and The Sherwin-Williams Company utilizes various outside Data Analytics agencies to help digital data (e.g., social media, with mining information. This information is then used to help determine key metrics within metadata usage) to enhance an area we can access/approach. marketing effectiveness. The Sherwin-Williams Company would promote this contract through the professional social media setting up Linkedln, with a formal announcement and a "ask us how to use" section. The Sherwin-Williams Company's Linkedln profile has just surpassed 500,000 followers. The Sherwin-Williams Company is very aware of the sensitivity of information shared online, as well as gathered information. The below link outlines corporate policies as they relate to privacy. https://privacy.sherwin-williams.com/privacy-policy 38 In your view, what is Sourcewell's role The Sherwin-Williams Company considers Sourcewell as a strategic and important partner in promoting contracts arising out of in the SLED market. We encourage representatives of Sourcewell to provide training this RFP? How will you integrate a opportunities for The Sherwin-Williams Company in person or virtually. These opportunities Sourcewell-awarded contract into your will provide The Sherwin-Williams Company team with the knowledge and confidence to sales process? speak to participating members about the benefits of the contract. In addition, The Sherwin-Williams Company attends events such NIGP and other statewide conferences which enables promotion of the contract and penetration into markets where Sourcewell does not have a strong presence. Internally, The Sherwin-Williams Company provides comprehensive training and education to District Management and the entire sales teams. This is done in person and virtually across the United States and Canada. The Sherwin-Williams Company also works with its dedicated marketing team(s) to create customized sell sheets (approved by Sourcewell) to distribute to The Sherwin-Williams Company sales team and participating Sourcewell members. 39 Are your products or services The Sherwin-Williams Company offers both an Integrated Punch -out System and a Direct available through an e -procurement Punch -out System. Orders placed by internet, unless specified for a particular store, are ordering process? If so, describe your geocoded by delivery location and sent to the nearest store for processing. These orders e -procurement system and how are sent to the store immediately and the store begins fulfilling the order as soon as it is governmental and educational received from central processing. customers have used it. The e -Catalogs developed by The Sherwin-Williams Company have the following features 1) The ability to search using multiple methods to narrow options to specific needs 2) Sherwin-Williams Pro+ Program allows end -user to view pricing, pay account balances, order online through their account. 3) E -catalogs display contract pricing 4) E -Catalog workflow management controls are under development for The Sherwin- Williams Company catalogs. 5) On-line ordering capabilities are available on "punch -out catalogs" 6) Order status and order tracking capabilities are available 7) Order/account history is available 8) Online help is available during normal business hours 9) Technical Data Sheets, Product Data Sheets and Safety Data Sheets are available on the e -catalog 10) The Sherwin-Williams Company accepts Master Card, Discover, American Express and Visa 11) Web -based catalogs are available. 12) Contract pricing is available on line. 13) Order status tracking is available 14) Order history is available 15) Environmentally preferred products are noted and noted with the certification and third party agency detailing them as EPP. 16) Notations are made as to greener alternatives Table 8: Value -Added Attributes Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Line Item Question Response * 40 Describe any product, equipment, The Sherwin-Williams Company offers free training on new products and technologies maintenance, or operator training nationwide. programs that you offer to Sourcewell participating entities. The Sherwin-Williams Company also conducts public training on application techniques at Include details, such as whether many of its annual district pro shows. These events are open to the public and various training is standard or optional, experts on concrete and masonry, wood finishes, stains, HVLP and airless spraying are who provides training, and any available for questions and hands on training. costs that apply. 41 Describe any technological The Sherwin-Williams Company recently introduced Superpaint Sanitizing that kills six advances that your proposed different pathogens on contact. This helps prevent infections not only in hospitals and clinics products or services offer. but in areas where various abrasion may be present such as locker rooms and gymnasiums Thanks to innovative technology and a zero VOC formula, SuperPaint® with Air Purifying Technology* contributes to better indoor air quality by reducing VOC levels from potential sources like carpet, cabinets and fabrics. It also helps rooms stay fresher, longer, with odor eliminating technology that breaks down unwanted household odors Scuff TuffTM Interior Waterbased Enamel. Its advanced scuff resistance maintains an attractive finish in high -traffic areas and resists burnishing, even after frequent washing. Scuff Tuff TM is the easy choice for areas exposed to hard treatment. The below link outlines a comprehensive and categorized view of the technologies that The Sherwin-Williams Company will offer through this contract: https://www.sherwin-wiIlia ms.com/pa i nti ng-contractors/business-bu i Iders/pai nt-technology-a nd- application 42 Describe any "green" initiatives The Sherwin-Williams Company has sought to limit its environmental impact. Expanded that relate to your company or to details can be found at: your products or services, and include a list of the certifying https://corporate.sherwin-wiIliams.com/sustainability/focus-areas/environmental-footprint.htmI agency for each. Also, see attached Sustainability Report. The Sherwin-Williams ambitious and meaningful goals address global issues of critical importance, including doing our part to address climate change by reducing our greenhouse gas emissions, increasing energy efficiency and use of renewable energy, minimizing our waste, and accelerating development of "sustainably advantaged products." 2030 Environmental Footprint Reduction Goals -Reduce absolute Scope 1 and Scope 2 greenhouse gas emissions by 30% -Increase renewable energy to 50% of total electricity usage -Increase operational energy efficiency by 20% -Reduce waste disposal intensity by 25% Product Blueprint Philosophy - Implemented Sustainability by Design program across the enterprise, serving as our proactive, foundational process to aid the growth of our "sustainably advantaged products" portfolio - Established a baseline for "sustainably advantaged products" and developed a plan for expanding this product portfolio in the future Developed a structured process for measuring and assessing Scope 3 emissions Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 43 Identify any third -party issued eco- Many of The Sherwin-Williams Company's architectural products fit the criteria labels, ratings or certifications that for "sustainably advantaged products" because they meet or exceed sustainability-related your company has received for conditions set by leading third -party organizations, programs, standards and codes such as: the equipment or products included in your Proposal related -American Society of Heating, Refrigerating and Air -Conditioning Engineers (ASHRAE) to energy efficiency or -Collaborative for High Performance Schools® (CHPS) conservation, life -cycle design -Cradle to Cradle Products Innovation Institute (cradle -to -cradle), or other -EU Ecolabel green/sustainability factors. -Forest Stewardship Council® (FSC®) -Green Globes® -GREENGUARD Environmental Institute (GEI) and UL GREENGUARD -International Green Construction Code® -Leadership in Energy and Environmental DesignTM (LEED®) -Nordic Swan Ecolabel -The Master Painters Institute® -USDA BioPreferred® Program -WELL Building Standard® For more information related to certifications and regulatory obligations for architectural products, see the specification resources at: https://www.sherwin-williams.com/arch itects-specifiers-designers/specifications. 44 Describe how your products The Sherwin-Williams Company three ESG pillars — Environmental Footprint, Product contribute to or promote the Blueprint and Social Imprint — encompass the commitments, areas of focus, and goals and health, quality of life and wellbeing metrics that are most important to The Sherwin-Williams Company. These pillars are of our members and others. centered on a foundation of Governance and Ethics, designed to ensure broad engagement and appropriate oversight for sustainability and ESG initiatives throughout the Company. -Environmental Footprint Doing Our Part for the Planet We apply a continuous improvement approach to reducing our carbon emissions, energy consumption and waste generation while expanding our renewable energy use and decreasing the amount of waste generated by our operations -Product Blueprint Driving Sustainability Through Innovation We remain focused on enriching our Product Blueprint. Our Sustainability by Design program is a signature effort to intentionally consider sustainability attributes and life cycle thinking in our product innovation and development processes. This program enables us to evolve our products and processes to deliver and grow our "sustainably advantaged products" offering -Social Imprint Elevating a Culture of Safety, Inclusion and Community We are committed to advancing a culture of excellence that values people, inclusion and community. Our commitment is reflected in our unwavering efforts to promote the safety, health and well- being of our people; foster a culture of inclusion, diversity and equity where individual differences are celebrated; and support those in the communities where we live and work 45 Describe how your organization The Sherwin-Williams Company's approach to corporate social responsibility and other incorporates sustainability into the Environmental, Social, and Governance (ESG) risks and opportunities is grounded in the manufacture, installation and commitment to creating and maximizing long-term value for shareholders, employees, recycling of your products. customers, communities in which we live and work, and other stakeholders. This commitment is also reflected in The Sherwin-Williams Company Corporate Purpose and is deeply embedded in the company culture and business practices. From manufacturing plants to our company -operated stores and other places where products are sold, The Sherwin- Williams Company invests in sustainability and other ESG initiatives to help grow business with care, differentiate us in the marketplace, and make a positive impact on the world around us. The Sherwin-Williams Company previously conducted a robust materiality assessment and identified the following top -tier focus areas that have been incorporated into our ESG framework — Climate and Carbon; Product Stewardship; Life Cycle Assessment; Occupational Health and Safety; and Talent Acquisition and Employee Engagement. The Sherwin-Williams Company refreshes the materiality assessment on a periodic basis as part of an ongoing work to drive alignment between sustainability efforts and the expectations of both internal and external stakeholders. Learn more at https://corporate.sherwin- williams.com/content/sherwin/corp/corp-aem-sherwi n/us/en/sustaina bi l ity. htm 1. 46 Describe the extent to which your Please see attached LEED® v4.1 MR Credit: Recycled Content products contain recycled content or are recyclable. Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1 DF1 -4DEC-A42C-6607E72DAE65 47 Describe any Women or Minority Business Entity (WMBE), Small Business Entity (SBE), or veteran owned business certifications that your company or hub partners have obtained. Upload documentation of certification (as applicable) in the document upload section of your response. The Sherwin-Williams Company is a global leader in the manufacture, development, distribution and sale of paint, coatings, and related products to professional, industrial, commercial, and retail customers. Additionally, majority of the products used by agencies on a day-to-day basis, such as paint and related products, are manufactured, distributed, and sold by one of our local Sherwin-Williams retail locations, distribution centers, and plants. Due to this scale, we partner with MBE, WBE, and other businesses on a national level. The Sherwin-Williams Company is committed to advancing a culture of inclusion where differences are welcomed, appreciated, and celebrated to positively impact our people and our business. This commitment extends to all parts of business — especially the suppliers. A brief review of the ID&E program is included.. Recently, The Sherwin-Williams Company announced five firms that have been selected for the minority construction management role for the Building Our Future project, which includes the new global headquarters in downtown Cleveland and the new R&D center in Brecksville. Additional firms are expected to be added for multiple roles as the project progresses, including design and landscape architects. Sherwin-Williams plans to invest a minimum of $600 million to build both the headquarters and R&D facilities. The new global headquarters will be approximately 1,000,000 -square -feet in size. The new R&D center in Brecksville will be approximately 600,000 -square -feet in size. You may click here to learn more. While the opportunity does not exist to partner on the distribution or manufacturing of our products, The Sherwin-Williams Company is focused on advancing inclusion, diversity and equity within our workforce, culture, and supply chain. You may click here to view a recent workshop hosted in partnership with the Urban League of Greater Cleveland focused on How to Do Business with Sherwin-Williams targeted to increase diversity within our suppler chain. To attract underrepresented racial/ethnic groups to Sherwin-Williams, we have been very intentional about developing a diverse pipeline by working with 44 colleges in the Hispanic Association of Colleges and Universities, partnering with 16 Historically Black Colleges and Universities, and over 100 events with student organizations and professional associations specifically targeted for underrepresented groups. Our goal for talent progression is to increase women and underrepresented racial/ethnic groups in leadership roles. In 2020, 58% of newly appointed Vice Presidents were women and 21% were underrepresented racial/ethnic groups. The Sherwin-Williams Company is also focused on engaging underrepresented groups while educating our leaders and workforce. We are proud of the 100+ chapters of our 6 employee resource groups including the African American Network, Global Women's Networks and our efforts focused on LGBTQ+, MilitaryNeterans, Hispanic/Latinx, Multicultural networks. These ERGs are crucial to developing our talent and increasing feelings of belonging for our workforce while contributing to the communities we serve. For example, one of our African American Network chapters organized a "Supply Drive for the Homeless," gathering toiletries donations at each of the region's 109 local stores. The Sherwin-Williams Women's Club raised $70,000 through a virtual run, which had 800 global participants. Funds from the event were donated to Youth Challenge, an organization dedicated to helping young people with physical disabilities. We also drive ID&E through the communities we serve through donations to PCs for People and support of minority - owned businesses. Although The Sherwin-Williams Company has more to do, we have been recognized for our efforts by taking meaningful steps to attract, progress, engage diverse talent while fostering a culture of inclusion. Since 2018, we have been recognized by Forbes' as a Best Employer for Diversity, Best Employer for Women, and Best Employer for New Grads. Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 48 What unique attributes does your In addition to many of the previously mentioned value-added products and services, The company, your products, or your Sherwin-Williams Company would like to highlight the following: services offer to Sourcewell participating entities? What makes - Trademark Service: The Sherwin-Williams Company's award -winning customer service, your proposed solutions unique in including a staff required to pass 20 different customer services -based exams in their first your industry as it applies to six months of employment, and store customer service appraisals reviewed annual of more Sourcewell participating entities? if necessary. -Custodian: a Sherwin-Williams maintained history of the sheen and color based on customer provided identification information. Customers can review their product history to remove guess work from repaints. -Free Delivery: The Sherwin-Williams Company maintains the largest fleet of delivery vans and trucks in the paint industry. These vehicles are available for fast free delivery to all customers throughout the country. -Color Consultants: The Company maintains a staff of color and design experts who can help with designer and decorating questions. -Architectural Account Executives: The Company maintains a staff of Architectural Account executives whose job it is to work with architects and specifiers to make sure the correct products are used in each job. -Industrial Maintenance Specialists: The Sherwin-Williams Company has a battery of NACE- certified representatives who can review and advise on the toughest jobs. With NACE training and The Sherwin-Williams Company's line of high-performance products, an agency's paint needs will be covered. The Sherwin-Williams Company offers all these services free of charge to their customers, which have been utilized by participating Sourcewell members. Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Table 9: Warranty Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure. You may upload representative samples of your warranty materials (if applicable) in the document upload section of your response in addition to responding to the questions below. Line Item Question Response " 49 Do your warranties cover all products, parts, and The Sherwin-Williams Company will warrant products outlined with the below labor? Terms and Conditions, however labor is not included as this is for supplies only. https://www.sherwin-wi ll is ms.com/terms-and-conditions#standard-tc Seller warrants to Buyer that as of the date of shipment: (a) the goods manufactured by Seller shall conform to Seller's then -current quality control specifications for manufacturing such goods; (b) the goods shall be subject to any label warranty affixed to the container or packaging of such goods; (c) Seller has good title to such goods; and (d) such goods are free and clear of all liens and encumbrances created by Seller. The above warranties extend only to Buyer. Except for an express written limited warranty signed by an authorized representative of Seller, no other statement or warranty, written or oral, including statements in any marketing brochure or promotional literature, shall be binding upon Seller. SELLER SPECIFICALLY DISCLAIMS ALL OTHER EXPRESS OR IMPLIED WARRANTIES, WHETHER ARISING BY OPERATION OF LAW OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. 50 Do your warranties impose usage restrictions or Products will not be warranted if used outside of its originally intended use. other limitations that adversely affect coverage? 51 Do your warranties cover the expense of Yes technicians' travel time and mileage to perform warranty repairs? 52 Are there any geographic regions of the United No States or Canada (as applicable) for which you cannot provide a certified technician to perform warranty repairs? How will Sourcewell participating entities in these regions be provided service for warranty repair? 53 Will you cover warranty service for items made by The Sherwin-Williams Company requests all original manufacturers to offer a other manufacturers that are part of your proposal, comprehensive warranty plan. or are these warranties issues typically passed on to the original equipment manufacturer? All vendors doing business The Sherwin-Williams Company must go through a strict approval process and accept all Terms and Conditions of The Sherwin-Williams Company. This allows the very best vendor products offered to customers nationwide. These manufacturers regularly go through line reviews with leadership to ensure the best prices are offered and the core business values align with The Sherwin-Williams Company. 54 What are your proposed exchange and return In no case are goods to be returned to Seller for credit without prior written programs and policies? authorization by Seller in accordance with Seller's standard return policy. Policy - The Sherwin-Williams Company accepts all returns, as long as product is in resalable condition, meaning not tinted or opened. Special orders are subject to the manufacturers return policy, which will be disclosed if requested. 55 Describe any service contract options for the The Sherwin-Williams Company extends all warranties and services offered items included in your proposal. by its various vendors. Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Table 10: Payment Terms and Financing Options Line Item Question Response 56 Describe your payment terms and accepted payment net 30 methods. We accept EFT, P -Card, all major credit cards, cash 57 Describe any leasing or financing options available for use The Sherwin-Williams Company does offer financing options for by educational or governmental entities. power equipment sold through the store location(s). 58 Describe any standard transaction documents that you When requested, The Sherwin-Williams Company sales propose to use in connection with an awarded contract representative will produce a quote for the participating agency with (order forms, terms and conditions, service level the Sourcewell contract number notated at the top. agreements, etc.). Upload a sample of each (as applicable) in the document upload section of your All particpating members can request this document at any time response. during the sale process. 59 Do you accept the P -card procurement and payment The Sherwin-Williams Company accepts P -Cards at no additional process? If so, is there any additional cost to Sourcewell cost to the participating member. P -Cards will be used at the participating entities for using this process? discretion of the participating member. Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Table 11: Pricing and Delivery Provide detailed pricing information in the questions that follow below. Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as described in the RFP, the template Contract, and the Sourcewell Price and Product Change Request Form. Line Question Item Response * 60 Describe your pricing model (e.g., line -item discounts or The Sherwin-Williams Company is offering: product -category discounts). Provide detailed pricing data - Minimum of 30% off list price for paint/paint supplies (including standard or list pricing and the Sourcewell - Minimum of 12% off list price for equipment discounted price) on all of the items that you want Sourcewell to consider as part of your RFP response. If The Sherwin-Williams Company sales representatives and stores applicable, provide a SKU for each item in your proposal. have the ability to generate greater discounts as they see fit within Upload your pricing materials (if applicable) in the their market(s). document upload section of your response. 61 Quantify the pricing discount represented by the pricing The Sherwin-Williams Company is offering: proposal in this response. For example, if the pricing in - Minimum of 30% off list price for paint/paint supplies your response represents a percentage discount from - Minimum of 12% off list price for equipment MSRP or list, state the percentage or percentage range. 62 Describe any quantity or volume discounts or rebate programs that you offer. 63 Propose a method of facilitating "sourced" products or related services, which may be referred to as "open market" items or "nonstandard options". For example, you may supply such items "at cost" or "at cost plus a percentage," or you may supply a quote for each such request. The Sherwin-Williams Company offers the minimum discounts to all participating members, nationwide. However, if local sales representatives wants to offer a greater discount, they have the autonomy to do so, which allows for more flexibility at the local level and in certain situations (such as: disaster relief, competitive edge, etc.) The Sherwin-Williams Company maintains satisfactory inventory levels on majority of its core items (offered through this contract) to service participating member needs. If a participating member requests a specialty product, the local store or sales representative will provide a formal quote, outlining cost, timeline, and all contact information. 64 Identify any element of the total cost of acquisition that is Recycling collection fees exist in various states throughout the NOT included in the pricing submitted with your response. United States and require a separate line item when invoicing. If a This includes all additional charges associated with a participating member is utilizing the contract within one of these purchase that are not directly identified as freight or States, then that fee will be identified as an additional charge. shipping charges. For example, list costs for items like pre - delivery inspection, installation, set up, mandatory training, Additionally, special order products tend to carry a delivery charge, or initial inspection. Identify any parties that impose such which would be passed onto the participating member, notated as a costs and their relationship to the Proposer. separate invoice line. 65 If freight, delivery, or shipping is an additional cost to the Sourcewell participating entity, describe in detail the complete freight, shipping, and delivery program. 66 Specifically describe freight, shipping, and delivery terms or programs available for Alaska, Hawaii, Canada, or any offshore delivery. All products are FOB destination, other than special order products at which time freight charges would apply per the manufactures terms and conditions. The Sherwin-Williams Company includes freight charges for all standard items within Alaska, Hawaii, and Canada, unless a special order product. Offshore deliveries would be subject to freight charges. 67 Describe any unique distribution and/or delivery methods or The Sherwin-Williams Company owns and operates a fleet of options offered in your proposal. delivery vehicles, including vans, box trucks and tractor trailers. These vehicles, under The Sherwin-Williams Company's HUB system, have the ability to deliver paint/paint related material within 48 hours of the purchase order being received HUB System Highlights: -Integrated reservation based system -Automated dispatching with continue dispatcher oversight -Text and/ or email customer when deliver is approximately 30 minutes away -Drivers routed by handheld 4G devices -Device has google maps with real time traffic for navigation -The devices ties into eCommerce delivery orders -Accurate assigning of vehicles based on order requirements Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Table 12: Pricing Offered Line Item The Pricing Offered in this Proposal is: Comments 68 b. the same as the Proposer typically offers to GPOs, cooperative procurement organizations, or state purchasing departments. Table 13: Audit and Administrative Fee Line Question Item 69 Specifically describe any self -audit process or program that you plan to employ to verify compliance with your proposed Contract with Sourcewell. This process includes ensuring that Sourcewell participating entities obtain the proper pricing, that the Vendor reports all sales under the Contract each quarter, and that the Vendor remits the proper administrative fee to Sourcewell. Provide sufficient detail to support your ability to report quarterly sales to Sourcewell as described in the Contract template. Response * The Sherwin-Williams Company has a mechanism in place, which ensures contract pricing is administered at the retail level to approved participating members. Agencies who wish to utilize the contract will be vetted through agency look up tool or signing them up with the Sourcewell program. Only approved participating members can utilize the Sourcewell Contract. Approved participating members will be reported on quarterly to ensure compliance. The Sherwin-Williams Company sets up a centrally controlled parent account and attaches any current or future participating members accounts to the parent, which drives agreed upon contract pricing. Only the Contract Manager or the National Sales Manager can adjust discounts/pricing. All new participating members, will have to be approved by the Contract Manager or National Sales Manager to ensure contract compliance. AdHoc reports are regularly ran at the National and Local level to review contract compliance and governing correctly. The parent mechanism allows The Sherwin-Williams Company to hyper focus on each individual master 70 If you are awarded a contract, provide a few examples of internal As mentioned above in item 69, The Sherwin-Williams metrics that will be tracked to measure whether you are having Company would create a parent (overarching) account success with the contract. mechanism. for the Contract This mechanism allows The Sherwin-Williams Company to track all sales and activity down to the micro level. Micro level would be store location, date, time, employee, product, amount, price, agency name, agency authorized representative, payment method, etc. 71 Identify a proposed administrative fee that you will pay to Sourcewell for facilitating, managing, and promoting the Sourcewell Contract in the event that you are awarded a Contract. This fee is typically calculated as a percentage of Vendor's sales under the Contract or as a per -unit fee; it is not a line -item addition to the Member's cost of goods. (See the RFP and template Contract for additional details.) The Sherwin-Williams Company strongly believes this parent tracking maintains compliance during the full term of the contract. All 5,000+ stores and 2,500+ sales representatives have access to account information via The Sherwin-Williams Company Client Management System. This system warehouses all account information, specifically contractual information, such as terms, roll out instructions, sell sheets, payment terms, etc. The system can be accessed through computer, mobile, or tablet 24/7 365. All of the information in the Client Management System is maintained by the Contract Manager or Account Manager. The Sherwin-Williams Company would like to propose a 1.75% administrative fee. This fee will be calculated quarterly by our commissions and reporting team on the total sales flowing through the contract at the parent level. Meaning all sales under the parent during the quarter will be reported on and sent in the Sourcewell approved template. Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Table 14A: Depth and Breadth of Offered Equipment Products and Services Line Item Question Response 72 Provide a detailed description of the The Sherwin-Williams Company offers the latest coating innovations and the equipment, products, and services that you broadest offering of tools and supplies that deliver professional results and save are offering in your proposal. time and money. Interior and Exterior Paint & Coatings Interior Paint Exterior Paint Primers Wood Stains, Sealers, and Clear Topcoats Commercial High Performance Coatings Concrete and Masonry Coatings Aerosols Floor Coatings Deck Stains Siding Stains Roof Coatings Pavement and Turf Coatings Safety Equipment Painters Wear Spray Equipment Wallpaper Tools and Paste Brushes Roller Covers, Frames, and Accessories Ladders, Scaffolds, and Climbing Equipment Tape and Masking Sandpaper and Abrasives Drop Cloths and Plastic Caulks, Sealants, and Caulking Tools Patching and Repair Painters Tools Drywall Compounds and Tools Solvents and Removers Cleaning Supplies 73 Within this RFP category there may be Subcategories: subcategories of solutions. List subcategory titles that best describe your products and - Masonry coatings services. - Roof coatings Janitorial supplies Cleaning Supplies Paint applicators Table 14B: Depth and Breadth of Offered Equipment Products and Services Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal. Provide additional corn meits in the text box provided, as necessary. Line Item Category or Type Offered * Comments 74 Interior and exterior paint, coatings, primers, G. Yes The Sherwin-Williams Company is stains, sealers, and faux finishes for any structural prepared to offer its full catalog of surfaces !' No products sold through its 5,000+ locations 75 Related supplies and equipment complementary to Yes The Sherwin-Williams Company is 74 above, such as brushes, roller frames, roller prepared to offer its full catalog of covers, tape, sandpaper, and abrasives, plastic r No products sold through its 5,000+ sheeting, caulks, caulking tools, sealants, etc. locations Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Table 15: Exceptions to Terms, Conditions, or Specifications Form Line Item 76. NOTICE: To identify any exception, or to request any modification, to Sourcewell standard Contract terms, conditions, or specifications, a Proposer must submit the proposed exception(s) or requested modification(s) via redline in the Contract Template provided in the "Bid Documents" section. Proposer must upload the redline in the "Requested Exceptions" upload field. All exceptions and/or proposed modifications are subject to review and approval by Sourcewell and will not automatically be included in the Contract. Do you have exceptions or Acknowledgement modifications to propose? ('Yes No Documents Ensure your submission document(s) conforms to the following: 1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided. 2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell. 3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell. 4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan." • Pricing - The Sherwin-Williams Company Price List - 2023.xlsx - Tuesday September 12, 2023 10:49:37 • Financial Strength and Stability - Financial Strength and Stability.zip - Monday September 11, 2023 14:12:25 • Marketing Plan/Samples -2023- Sherwin-Williams Marketing Plan.pptx - Tuesday September 12, 2023 11:37:57 • WMBE/MBE/SBE or Related Certificates - MBE-WBE Information.zip - Monday September 11, 2023 14:13:09 • Warranty Information - Terms and Conditions of Sale - Sherwin-Williams.pdf - Tuesday September 12, 2023 10:54:36 • Standard Transaction Document Samples (optional) • Upload Additional Document - Sustainability and Certifications.zip - Monday September 11, 2023 14:13:29 • Requested Exceptions (optional) Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 Addenda, Terms and Conditions PROPOSER AFFIDAVIT AND ASSURANCE OF COMPLIANCE I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the Proposer to this Affidavit and Assurance of Compliance: 1. The Proposer is submitting this Proposal under its full and complete legal name, and the Proposer legally exists in good standing in the jurisdiction of its residence. 2. The Proposer warrants that the information provided in this Proposal is true, correct, and reliable for purposes of evaluation for contract award. 3. The Proposer, including any person assisting with the creation of this Proposal, has arrived at this Proposal independently and the Proposal has been created without colluding with any other person, company, or parties that have or will submit a proposal under this solicitation; and the Proposal has in all respects been created fairly without any fraud or dishonesty. The Proposer has not directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of this solicitation or operations of a resulting contract; and the Proposer has not taken any action in restraint of free trade or competitiveness in connection with this solicitation. Additionally, if Proposer has worked with a consultant on the Proposal, the consultant (an individual or a company) has not assisted any other entity that has submitted or will submit a proposal for this solicitation. 4. To the best of its knowledge and belief, and except as otherwise disclosed in the Proposal, there are no relevant facts or circumstances which could give rise to an organizational conflict of interest. An organizational conflict of interest exists when a vendor has an unfair competitive advantage or the vendor's objectivity in performing the contract is, or might be, impaired. 5. The contents of the Proposal have not been com m uiicated by the Proposer or its employees or agents to any person not an employee or legally authorized agent of the Proposer and will not be communicated to any such persons prior to Due Date of this solicitation. 6. If awarded a contract, the Proposer will provide to Sourcewell Participating Entities the equipment, products, and services in accordance with the terms, conditions, and scope of a resulting contract. 7. The Proposer possesses, or will possess before delivering any equipment, products, or services, all applicable licenses or certifications necessary to deliver such equipment, products, or services under any resulting contract. 8. The Proposer agrees to deliver equipment, products, and services through valid contracts, purchase orders, or means that are acceptable to Sourcewell Members. Unless otherwise agreed to, the Proposer must provide only new and first -quality products and related services to Sourcewell Members under an awarded Contract. 9. The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders. 10. The Proposer understands that Sourcewell will reject RFP proposals that are marked "confidential" (or "nonpublic," etc.), either substantially or in their entirety. Under Minnesota Statutes Section 13.591, subdivision 4, all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded. At that point, proposals become public data. Minnesota Statutes Section 13.37 permits only certain narrowly defined data to be considered a "trade secret," and thus nonpublic data under Minnesota's Data Practices Act. 11. Proposer its employees, agents, and subcontractors are not: 1. Included on the "Specially Designated Nationals and Blocked Persons" list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury found at: https://www.treasury.gov/ofac/downloads/sdnlist.pdf; 2. Included on the government -wide exclusions lists in the United States System for Award Management found at: https://sam.gov/SAM/; or 3. Presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company DocuSign Envelope ID: D7CE6D28-1DF1-4DEC-A42C-6607E72DAE65 by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this solicitation. r By checking this box I acknowledge that I am bound by the terms of the Proposer's Affidavit, have the legal authority to submit this Proposal on behalf of the Proposer, and that this electronic acknowledgment has the same legal effect, validity, and enforceability as if I had hand signed the Proposal. This signature will not be denied such legal effect, validity, or enforceability solely because an electronic signature or electronic record was used in its formation. - Kevin McCoy, National Sales Manager - SLED, The Sherwin-Williams Company The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission, and/or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid. r Yes No The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document. Check the box in the column "I have reviewed this addendum" below to acknowledge each of the addenda. I have reviewed the File Name below addendum and Pages attachments (if applicable) Addendum_4_Paint_RFP 091323 Thu August 31 2023 04:12 PM Addendum_3_Paint_RFP 091323 Fri August 25 2023 01:47 PM Addendum_2_Paint_RFP 091323 r Tue August 1 2023 10:43 AM Addendum_1_Paint_RFP 091323 r Thu July 27 2023 09:30 AM Bid Number: RFP 091323 Vendor Name: The Sherwin-Williams Company Exhibit C - Conflict of Interest Questionnaire CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. The Sherwin Williams Co 2 ❑ check this box it you are tiling an update to a previously tiled questionnaire. ( I he law requires that you tile an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information is being disclosed. N/A Name of Officer 4 Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer. Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income, from the vendor? Yes No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? Yes x� No 5J Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership interest of one percent or more. 6 Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts u as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1). 7 Z7 District Financial Mgr 3/31/2026 Signature of vendor doing business with the governmental entity Date Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity A complete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.legis.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form. Local Government Code § 176.001(1-a): "Business relationship" means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Local Government Code § 176.003(a)(2)(A) and (B): (a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12 -month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than $100 in the 12 -month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code § 176.006(a) and (a-1) (a) A vendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity, or a family member of the officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any gift described by Section 176.003(a-1); or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity; or (B) submits to the local governmental entity an application, response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity; or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer, described by Subsection (a); (B) that the vendor has given one or more gifts described by Subsection (a); or (C) of a family relationship with a local government officer. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021 General I Discussion Certifications Attachments Authors & Reviewers Routing Summary (This is a read only summary view of the M&C) City of Fort Worth, Texas Mayor and Council Communication DATE: 05/12/26 LOG NAME: 13P BLANKET COOPERATIVE AUTHORIZATION FLEET ACQUISITIONS CAH CONSENT: Consent SUBJECT (ALL) Authorize Execution of Non -Exclusive Agreements with Multiple Vendors for the Purchase of Fleet Vehicles and Off -Road and Other Motorized Equipment Up to the Amount of Available Funding Capital Projects Across Multiple Funds Citywide Using Cooperative Contracts and Interlocal Agreements for One Year for the Financial Management Services Department RECOMMENDATION: It is recommended that the City Council authorize execution of non-exclusive agreements with multiple vendors for the purchase of fleet vehicles, off -road and other motorized equipment up to the amount of available funding in capital projects across multiple funds citywide using cooperative contracts and interlocal agreements for one year for the Financial Management Services Department. DISCUSSION: The purpose of this Mayor & Council Communication (M&C) is to authorize a one-year blanket approval to execute non-exclusive cooperative purchasing agreements and interlocal agreements with multiple vendors. The City routinely receives a high volume of vehicle and equipment purchase requests within tight timeframes, often compounded by limited vendor availability. Absent a blanket authorization, these concurrent demands can create procurement bottlenecks and result in delays of acquiring critical vehicles and equipment. Establishing a blanket M&C enables the Financial Management Services Department to respond more efficiently to departmental needs, secure available inventory in a timely manner, and mitigate the risk of a new backlog that could disrupt daily operations across City departments. Approval of this M&C will enable the Fleet Stirke Force (FSF) to continue supporting the daily needs of the City while ensuring the timely acquisition of essential vehicles and equipment needed to support operations. The following vendors and cooperative purchasing agencies are actively utilized to procure vehicles and equipment. These partnerships have been instrumental in advancing procurement efforts and sustaining critical operations across the City. VENDOR I COOPERATIVE AGENCY Martin Emergency Group, LLC IBuyBoard, Houston -Galveston Area Council RDO Equipment Lake Country Chevrolet The Interlocal Purchasing System (TIPS) North Texas Trailers, LLC BuyBoard Ford IThe Interlocal Purchasing System (TIPS) Associated Supply Company (ASCO) BuyBoard Zimmerer Kubota Sourcewell Interstate Trailers, LLC BuyBoard American Golf Cars BuyBoard Professional Turf Products BuyBoard Silsbee Toyota The Interlocal Purchasing System (TIPS) Kirby Smith Machinery BuyBoard Ditch Witch Sourcewell Munson Boats General Services Administration (GSA) Industrial Power, LLC Houston -Galveston Area Council (HGAC) Sam Packs Five Star Ford, LTD BuyBoard Core and Main, LP dba Green Equipment Co. Sourcewell Donalson CDJR The Interlocal Purchasing System (TIPS) MHC Kenworth Sourcewell ERATIVE PURCHASE - State law provides that local government purchasing an item under a cooperative purchasing agreement �s state laws requiring that the local government seek competitive bids for purchase of the item. )MINISTRATIVE CHANGE ORDERS - An administrative change order or increase may be made by the City Manager or his designee up the amount allowed by relevant Law and the Fort Worth City Code and does not require specific City Council approval as long as fficient funds have been appropriated. kLL BUSINESS - A Small Business goal has not been assigned to this contract because a waiver has been approved by the Property agement Department's Assistant City Manager, on behalf of the Financial Management Services Department, in accordance with the s Small Business Ordinance. NDING - Currently, there is $41,568,886.00 in the City's budget in capital projects across multiple funds citywide for the purpose of ding fleet acquisitions. Prior to each purchase agreement or contract being executed, staff will confirm that funding is available for that chase and is appropriated for that purpose. All existing contracts shall be amended or terminated to release encumbered funds to sure that the City is able to make purchases with the vendors that have needed items available for purchase on a rolling basis. No irantee has been or will be made to any vendor regarding minimum purchases. agreement will serve ALL COUNCIL DISTRICTS. e Director of Finance certifies that funds are available in the current capital budgets, as previously appropriated, in the Vehicle and uip Replacement Fund, W&S Capital Projects Fund, Stormwater Capital Projects Fund, Municipal Airport Capital Proj Fund, Solid Waste pital Projects Fund, CCPD Capital Projects Fund, Fleet Capital Projects Fund, Environmental Prot Cap Proj Fund, Tax Notes Series 23 Fund, Tax Notes Series 2024 Fund, Justice Asset Forfeitu Capital Fund, Certificate of Obligation 2023 Fund and Tax Notes 2025B nd for various projects to support the approval of the above recommendation for the purchase of vehicles and equipment. Prior to any Denditures being incurred, the Financial Management Services Department has the responsibility to validate the availability of funds. Submitted for City Managers Office by: Reginald Zeno 8517 Valerie Washington 6192 FORT WORTH, City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Sherwin Williams Co. Subject of the Agreement: Provide paint striping machines and related equipment for City fleet. M&C Approved by the Council? * Yes fl"No ❑ If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No El' If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No Q' If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No a If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: Upon CFO's signature Expiration Date: If different from the approval date. May 12, 2027 If applicable. Is a 1295 Form required? * Yes El'No ❑ *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. n/a *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes C'No O Contracts need to be routed for CSO processing in the following order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler)