Anaheim City Council
September 22, 2026

RFP-MRO-UCSystemWide-Jan312018 University of California provides both customer-managed (CMI) and Grainger-managed (GMI) inventory options, including Vending. Solutions
Inventory management is not a “one size fits all” solution. Grainger takes a customer-centric approach, offering solutions aligned with specific needs. That is why Grainger offers a variety of options customized to work the way you need it to. By working together, we can help identify your inventory challenges, determine where and how your inventory is used, and develop a solution that best fits your needs
KeepStock® OnsiteSM provides valuable inventory management services right inside your facility—helping you save time and money.

You keep control of your overall inventory needs but this solution offers inventory support from a dedicated Grainger Onsite Support Representative who will:
• Identify Inventory Needing Replenishment
• Cross-reference Grainger items from your approved purchase requisitions and orders
• Coordinate Grainger resources to identify the best product solutions.
• Place Orders for You
• Scan managed items and place spot buy orders for you, as needed
• Handle invoice inquiries, process product returns, and expedite orders
• Source hard-to-find products
• Organize inventory and restock products in proper location • Understand Your Inventory Needs to provide valuable inventory insight KeepStock® Secure Solutions
Grainger offers a variety of KeepStock® dispensing machines. Each machine is customized and configured for your needs.

KeepStock® SecureSM is the best answer when you need 24/7 access to products at point-of-use.

This is also an ideal solution for controlled access to consumable inventory, as well as durable items that can be used and returned. This is a valuable option in order to help ensure correct item usage, and reduce over-use or shrinkage.

Please visit http://keepstocksecuredemo.com/ for a demonstration of the KeepStock program.

Knowledgeable Grainger
professionals will visit your
branch locations to ensure your
inventory is effectively
managed.

UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California There are no delivery, installation, maintenance, rental or usage fees, as long as you maintain a minimum annual purchase level (“MAPL”) of Grainger goods through each individual machine.

2.10.2 All other additional related products and services which contain a pricing structure available by Supplier are to be attached to RFx event and named “Related Products and Services Pricing”. Supplier is to provide detailed line item of all services and specific pricing for those services available.

Grainger leads the way with cutting edge initiatives, which include our expanded catalog and sourced offering of MRO related services and customized value added solutions. Grainger remains focused on providing CHESS / National IPA unsurpassed support. Please see Attachment VA-38 Fee Services, for the following list of value added fee based MRO related solutions and services. • Managed MRO Solutions
• KeepStock Organize
o KeepStock Layout
o KeepStock Cleanup
o KeepStock Content
• Safety Services - Fee Based
o Training, Assessments and Solutions
o Shoemobile
o Eyewear Solution
o Online Safety Manager
• Energy Services
• Environmentally Preferred Products (EPP) Services and Solutions Managed MRO Solutions
Grainger’s Managed MRO Solution provides customers with daily, onsite, expert support services to help maximize the value of their entire MRO inventory investment. Managed MRO is a fee-based service where our Inventory Specialists work at your facility to manage all of your indirect materials—both Grainger and non-Grainger product
Benefits
• Rapid access to missing expertise and skills
• Avoidance of hiring / de-hiring costs
• Reclaim time of skilled trade employees and reallocate to higher value tasks • Transparency of costs given simple fee structure
• Maintain control of procurement (i.e., supplier selection, price negotiation, contracting) We can do this by working with your existing processes and systems or implementing our own; either way you always maintain full control of all procurement and purchasing decisions. Our focus is on MRO material management and finding ways to reduce your product expense, better leverage your inventory investment, or increase the productivity of your technicians.

UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California KeepStock Organize
As part of the KeepStock® portfolio, Grainger offers KeepStock® Organize. This service is a comprehensive offering focused on inventory organization that includes storeroom layout, organization, fixture construction, and content development for existing and new tool cribs. KeepStock® Organize consists of three (3) fee-based parts or phases which can be deployed together or independently.

KeepStock® Layout: Comprehensive inventory management planning, virtual layout configuration, and project planning. (There is a flat fee for this service. The fee is waived if racking and shelving is purchased from Grainger).

KeepStock Organize/ Layout
KeepStock® Cleanup: execution of the project plan including labor for teardown of current storage fixtures, repositioning of retained fixtures, build of new fixtures, product movement and product positioning. (Quotes for this service depend on the KeepStock® Layout assessment.) UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California KeepStock® Content: capture current inventory items, their attribute elements, providing the ability to upload the data into a computerized materials management system. This may also include ongoing item database management. (Quotes for this service are dependent on a defined scope-of-work.)
Safety Services - Fee Based
For years Grainger has been helping customers in all industries with their safety programs.

Grainger team members know they are part of something bigger than just their jobs. Every day, they serve those who keep facilities running and the people in those facilities safe. Team members are motivated to bring their whole self – including their own ideas, experiences and differences – to work every day and, in turn Grainger is dedicated to ensuring team member safety and wellbeing. Grainger continues to invest in its team members by fostering an environment of empowerment, inclusion and professional development, while keeping workplace safety paramount.

As a full line distributor of safety products, Grainger carries more than 130,000 safety products from 600 industry-leading safety manufacturers; however, in addition to our broad breadth of products, Grainger offers strategic safety services and resources.

Training, Assessments and Solutions
Grainger’s network of health and safety service providers is committed to providing you with quality, cost-effective on-site and online services. Consisting of a highly trained network of Certified Industrial Hygienists (CIH) and Certified Safety Professionals (CSP), as well as other safety and health professionals—Grainger possesses the expertise and resources to provide training, on-site testing and auditing, and web-based tools designed to aid in your occupational safety and health programs on a national scale.

GRAINGER ONLINE SERVICES Fee-Based
• Grainger Online SafetyManager® System†
• Online Safety Training Library with Tracking
• Authorized Online OSHA 10- & 30-Hour Outreach Training • Online NFPA 70E Electrical Safety Training
• SDS Management
• Safety Prescription Eyewear Services
• LOTO Procedure Services/ Training
√
FOOTWEAR OFFERING Fee-Based
• Customized Online Website
• Grainger Footwear Center
• Grainger Shoemobile (additional details presented in the following section) √
FALL PROTECTION — FROM HEIGHTS Fee-Based
Fall Protection Training (Competent Person) Covers the OSHA Fall Protection standards 29 CFR 1910 Subpart D and 29 CFR 1926 Subpart M for both General Industry and Construction. Special attention will be given to personal fall arrest systems. Participants evaluate hazards and develop practical resolutions within the general industry and construction environments. This training will give participants the skills necessary to fulfill the role of “competent person” as defined by OSHA for their company. √
Flexi-guard™ Engineered Service Custom engineered Flexi-guard™ systems create unique fall protection and access solutions that meet the requirements of your specific application. Also includes on-site assembly and user training services. √
HAZARD COMMUNICATION/GHS Fee-Based
Haz-Comm/GHS Production Workshop This workshop combines regulatory training and Globally Harmonized System (GHS) label creation to help your business or institution meet OSHA GHS implementation requirements and sustain in-house compliance. √
UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California Hazardous Communication Training Focusing on the specific requirements of OSHA 29 CFR 1910.1200 Subpart Z, this course offers an overview of hazard communication standards, requirements and responsibilities; training requirements; how to make a hazard determination; hazard chemical characteristics; container labeling and other hazard warnings; safety data sheets; employee training requirements; hazard prevention; minimization; preparedness; and exposure monitoring plans. √
ERGONOMICS Fee-Based
Ergonomic Assessment* A comprehensive on-site ergonomic job assessment which reviews potential hazardous areas. Assessment includes a review of any job hazard analysis (JHAs) for the jobs, a review of employees performing jobs at workstations, measurements of workstations and tasks, and an outline of all findings and recommendations with an action list for each job reviewed. √
FALL PREVENTION — FROM SLIPS & TRIPS Fee-Based
Floor Coating Installation Service Includes an on-site professional survey, quote and installation of Rust-Oleum® floor coatings. √
HEARING PROTECTION Fee-Based
Audiometric Testing On-site audiometric testing employs state-of-the-art technology in a clean, comfortable setting. Designed to help you comply with OSHA’s Hearing Conservation standard 29 CFR 1910.95.
√
ELECTRICAL SAFETY Fee-Based
Arc Flash Hazard Assessment Designed to assist your facility in complying with the NFPA 70E standard. Includes identification, data collection, analysis and labeling of all electrical arc flash hazards in your facilities. Includes regulatory compliance training of qualified persons in safe workplace practices.
√
Arc Flash Training Safety seminar for anyone working on or near electricity. Topics include flash protection boundaries, PPE, hazard/risk category classifications, shock/electrocution, arc flash calculations, related regulations, and safe work practices and procedures. This training is required for electrical maintenance personnel, operators, troubleshooters, electricians, linemen, engineers, supervisors, site safety personnel or anyone exposed to energized equipment of 50 volts or more. √
Shoemobile
Grainger offers more than 40 years of
experience in the protective toe footwear
industry, with expertise consisting of
members of the ASTM F13 committee
that develops standards for industrial
footwear. Grainger’s Shoemobile fleet is
unsurpassed in the industry. We operate
a growing fleet of 45' tractor-trailers and
26' trucks. These Shoemobiles display
and stock a variety of safety footwear
options to help meet your needs.

As a leading distributor of protective toe footwear, Grainger carries more than 500 styles and has over 100,000 pairs in stock for same-day shipping. Up to 2,000 pairs of shoes can be inventoried on our large Shoemobile for a visit. With over 40 brand names and comfort technologies and one of the largest selections of women’s protective toe styles in the industry, we will find the right fit for your employees.

During scheduled visits, trained professionals measure your employees to help ensure a proper fit.

Grainger will maintain and provide a selection of footwear styles on the Shoemobile that comply with your safety footwear program’s guidelines. Shoes are given to your employee during the Shoemobile visit, as Grainger meets an average 96% fulfillment rate for Shoemobile visits. If a particular shoe is not inventoried in your employee’s size, it will be mailed directly to them for no additional charge.

UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California Point of Sale and Benefit Management System (BMS): We are leaders in Shoemobile Automation Technology. We process transactions in seconds using computer-generated sales tickets and barcode technology, leaving more time for proper fitting and style selection. Our BMS program can help reduce your administrative time by managing subsidy eligibility, payroll deduction, style restrictions and reporting. We even offer an electronic payroll deduction file interface system.

Customized Summary Invoicing (Event or Monthly) puts all footwear program sales (Shoemobile, Safety Footwear Center, Online, On-site Store) on one invoice.

Sales Reports Summarizes:
• Pairs sold
• Sends sold
• Tickets
• $ Sales
• Monies Collected
• Company Contribution
• Payroll Deduction
Grainger’s Shoemobile is a convenient way for CHESS entities employees to find safety footwear. With more than 500 styles, we will find the right shoe for each employee UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California Eyewear Solution
Hoya's SRx Made Easy provides a simple process for customer's to purchase prescription safety eyewear through a national network of independent eye care professionals. • Program works for any size customer or location
• Simplified SKU Process - Only 4 Price Packages & SKU's • Each SKU is a complete pair of glasses and includes professional optician fitting services (regular eye exam is not included)
• Access to Hoya's nationwide network of eye care provider Four (4) Packages

1. Basic Clear Lens Package / 29XL93 (any plastic frame)

2. Enhanced Clear Lens Package / 29XL95 (any frame including metal)

3. Basic Sunglasses Package / 29XL94 (any plastic frame plus transition or polarized lens)

4. Enhanced Sunglasses Package / 45ET93 (any frame including metal, plus transition or polarized lens)
UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California How It Works
Grainger Online SafetyManager®:

Grainger’s Online SafetyManager system makes it easier than ever to manage critical workplace safety programs right from your location. This online solution gives you instant access to a set of comprehensive safety management tools and resources.
• Save time, money and create a safer workplace!
• Reduce injuries, accidents and exposure to fines
• Manage compliance, documents and SDSs from your PC
• Share assign and track training and documentation
• Ensure compliance and drive standardization
• Support your transition to GHS (Globally Harmonized System) Grainger Online SafetyManager includes a set of comprehensive safety management tools and resources for one administrator (plus document sharing and tracking of training for of up to 250 employees, with more Employee Seats available as a cost option). Online training courses covering more than 100 different safety topics are also available for purchase via “tokens.” One token is required per participant, per training course. Or, an Unlimited Training Option, a 12-month subscription allowing unlimited individual access to all online training courses, is available.

Customer visits
G.com and
request glasses
Grainger CS
receives &
processes
request
Customer is
sent unique
order form
Employee
visits ECP to
order glasses
Hoya makes
glasses & ships
to ECP
Grainger bills
customer
Employee picks
up glasses
from ECP
UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California The above-described program is linked to a unique Grainger item number and is purchased as a 12-month subscription period. If you have more than one location, you may want to purchase an individual administrative subscription for each location.

Energy Services
The Grainger Energy Services team serves as your resource to help identify and implement a wide range of efficient solutions for your agency through its network of qualified, insured and licensed service providers. Working closely with you, our service providers can help identify and facilitate the installation of energy-saving and water conservation measures with minimal disruption to your agency. Our service can help Members secure applicable incentives and rebates for energy and water-saving projects.

Potential Benefits:
• Improved use of energy and water
• Reduced operating costs
• Upgraded infrastructure
• Warranties on new equipment
• Lowered operational risk
• Avoided maintenance expenses
• Reduced facility carbon footprint
Comprehensive Services*:
• Multiple energy- and water-saving solutions
• Audit and financial analysis
• Material, contractor and project management
• Installation by qualified, insured and licensed service partners • Administration of utility rebates
• Disposal and recycling
* Provided by third party service providers and subject to Member eligibility.

Grainger’s Energy Services
Lighting Projects – Auditing, specifying, supplying, installing and commissioning/verifying energy-efficient retrofit lighting projects. Typical Products – Lighting fixtures, lamps, ballasts, controls and other lighting-related supplies.

HVAC Projects – Auditing, specifying, supplying, installing and commissioning/verifying energy-efficient retrofit HVAC projects. Typical Products – Motors, controls, pumps, fans, sensors, variable frequency drives, packaged terminal AC and heat pump units (PTAC/PTHP), filters and other HVAC-related supplies.

Motor and Pump Projects – Auditing, specifying, supplying, installing and commissioning/verifying energy-efficient retrofit motor and pump projects.

Typical Products – Motors, controls, pumps, fans, sensors, variable frequency drives and other motor-and-pump-related supplies.

Compressed Air System Studies and Upgrade Projects – Auditing, specifying, optimizing, supplying, installing and commissioning/verifying energy-efficient compressed air retrofit projects. Typical Products – Air compressors, vacuum pumps, controls, sensors, variable frequency drives, valves and other related supplies.

Dust Collection System Studies and Upgrade Projects – Auditing, specifying, optimizing, supplying, installing and commissioning/verifying energy-efficient dust collection system projects. Typical Products – Variable frequency drives, pneumatics, pumps, controls, sensors, duct and fitting pumps, and other UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California Grainger’s Energy Services
related supplies.

Electric Vehicle Charging Station Projects – Specifying, supplying, installing and commissioning electric vehicle charging stations and accessories. Typical Products – Electric vehicle chargers and other related supplies.

Steam Trap System Studies and Upgrade Projects – Auditing, specifying, optimizing, supplying, installing and commissioning/verifying energy-efficient steam trap retrofit projects. Typical Products – Steam traps and other related supplies.

Water Conservation Upgrade Projects – Auditing, specifying, optimizing, supplying, installing and commissioning/verifying energy-efficient plumbing solutions.

Typical Products – Toilets, faucets, shower heads, aerators and other related supplies.

Environmentally Preferred Product (EPP) Services, Training and Solutions Grainger offers the following fee-based services, training and solutions in collaboration with our key supplier partners:

SUPPLIER /

NAME OF

SERVICE
FEE
BASED

BRIEF DESCRIPTION
Cree /
SmartCast Wireless
Lighting & Controls
Commissioning

Cree’s SmartCast PoE embeds intelligence to make buildings more efficient and people more productive, while delivering far better light for less energy than ordinary LED lighting systems. Cree will provide onsite resources to support the commissioning of SmartCast enabled fixtures to optimize energy saving benefits.

Cree /
Engineering Site
Audit for Lighting &
Controls

For large sophisticated lighting and controls projects Cree offers an on-site walk-thru conducted by a Cree Engineer who will perform audit on applications and other services. Cree does the complete upfront engineering of the project, maximizing lighting performance, reducing maintenance and optimizing energy savings.

Cree /
SmartCast PoE
Energy Advisor

The Cree SmartCast Advisor™ is a powerful suite of applications that offers immediate and actionable business insights. It intelligently monitors your building with the SmartCast® PoE lighting network and provides tips on making your business more profitable with recommendations for energy efficiency, putting your spaces to better use, and much more. SmartCast Advisor™ is available for a monthly fee.

Cree /
Turnkey Project
Management

For customers seeking specialized expertise and support on large lighting & control opportunities - Cree offers a fee-based Turnkey Project Management service to manage lighting projects from engineering to installation to commissioning. Every aspect of the project is billed on one invoice.

Georgia-Pacific /
Harmon Recycling
Program

GP Harmon's Retail & Distribution Solutions recycling program diverts paper, plastic and metal from landfills in order to avoid waste and minimize the environmental impact of your business. Our recycling program is unique and custom-designed to help meet, and even exceed, your sustainability goals.

Georgia-Pacific /
Packaging System
Optimization

Collaborate with a team of engineers and packaging scientists to develop innovative packaging solutions that improve functionality and reduce waste.

GOJO / Dispenser
Disposal & Recovery 
GOJO will coordinate the removal, transport, and sustainable disposal of old hand soap and sanitizer dispenser materials when completing a GOJO managed dispenser installation project. This is a great option for large installation/conversion projects and a great way to support sustainability initiatives within your facilities.

UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California

SUPPLIER /

NAME OF

SERVICE
FEE
BASED

BRIEF DESCRIPTION
Henkel-LOCTITE /
Air Leak Survey 
The sooner any loss of air, steam or other pressurized gases is detected in equipment, the faster it can be returned to optimal efficiency. To reduce consumption and costs this service includes a site survey, documented findings, cost savings analysis and training.

Henkel-LOCTITE /
Terracycle Program 
For customers utilizing LOCTITE Anerobics or Light Cure Technologies Henkel has a solution to help you meet recycling goals and recycle items that were previously non-recyclable. Through an innovative partnership with TerraCycle® boxes are provided to enable convenient return shipping.

2.10.3 Emergency Response Capabilities - In the event of a disaster, UC must continue its mission of teaching, research, public service, and patient care. UC is seeking information from suppliers who can provide equipment, supplies, resources, and/or services during emergency situations.

Please state your emergency response capabilities, name/title of the emergency contact, proximity of facilities/stores/resources to UC organization, and other relevant emergency information. Disasters vary and require different resources, but we are seeking common MRO items like gloves, masks, lighting, generators, chainsaws, portable restrooms, batteries, barricades, and cleaning supplies.

a) Define Supplier(s) Capabilities
b) UC priority of supplies
c) Experience
d) Ability to manage Emergency Response items for a Participating Entity.
(a) Capabilities: Grainger’s emergency management plan assures immediate response and delivery of goods/services to address emergencies, large and small. Our plan is drawn from many years of experience and supported by unmatched inventory and supply chain resources and team Member expertise. Our supplier relationships and supply chain capability assures that product is directed to where and when it is needed. In any emergency situation, all products are provided at the CHESS / National IPA contract pricing.

Grainger’s Crisis Management Team is the foundation of the effort to assist CHESS / National IPA emergency responders and their communities. The Crisis Response Team assists in planning and responding to weather events and other forecasted circumstances. It assesses needs to position supplies, personnel and other resources to locations prior to the incident so that distribution commences immediately. Much of the planning is drawn from Grainger participation in local first responder preparation exercises.

Grainger moves products from its 249 branch network and 13 regional Distribution Centers or directly from product suppliers. In the event of a damaged or destroyed branch, our expansive network allows us to continue to service customers under the most extreme conditions. Depending on the type of emergency, a tailored requirement and inventory assessment is pursued. If additional products are UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California required, a critical element in Grainger expeditious response is its breadth of inventory, capability to determine where inventory is located, and its transportation proficiency, personnel with expertise and experience and long term relationships with state, county local and federal agencies.

For specific Participating Entities emergency needs, the local Grainger field representative will engage the Participating Entity to address the circumstance within 60 minutes to understand the challenge and to commence response. Grainger provides emergency response services, whether the incident is small or large, at any time, to all CHESS Participating Entities. The Grainger Call Center provides 24/7 service at our 1-800-GRAINGER service line. Upon receiving a call, the Grainger representative contacts the Crisis Management Team leadership and/or communicates with the local Branch representative to open the nearest branch location.

Other Goods and Services Grainger Offers:
• Grainger’s Emergency Preparedness Landing Page highlights relevant product categories for a wide range of emergency situations.
• Additional Product Solutions obtained to respond to the specific emergency • Preparation of Product Needs and Requirements are provided and updated on our Emergency Landing Page
• Custom Kitting packaged in response to specific Participating Entity needs (b) CHESS & Participating Entity Priority of Supplies: Grainger is cognizant of the need to ensure the health and safety of the public. In severe emergency situations, product can be prioritized for First Responders/First Receivers and government organizations. A pre-determined product list, coordinated with local emergency response agencies from the planning, is used to move supplies to the affected area. Local leadership works with the Crisis Management Team and emergency management agencies, local law enforcement, first responders and first receivers, along with others to ensure appropriate and fair distribution to those prioritized entities. Grainger has demonstrated its capability to meet some of the most demanding needs in New York City during 9/11 and for the Gulf Coast region’s responders during Hurricanes Katrina and Rita.
(c) Experience: Summarized below are some recent examples of Grainger’s disaster support capabilities.

Hurricane Harvey - August 2017: Hurricane Harvey became the first major hurricane to make landfall in the US since 2005 when it made landfall as a category-4 hurricane near Rockport, Texas, in August.

As the storm tracked toward Texas, Grainger activated the Crisis Management Team for briefings every morning and afternoon. Supply chain teams quickly repositioned critical supplies within the Grainger distribution network of branches and regional distribution centers (DC). Grainger field representatives maintained a supporting presence within the State Emergency Operations Center (EOC) as well as the Harris County-City of Houston EOC and the Texas Department of Transportation EOC. Grainger’s Roanoke Distribution Center, located near Fort Worth, played a central role in the distribution of supplies throughout response and recovery operations. Grainger transportation managers expedited deliveries in coordination with State, County and Local emergency offices.

Grainger supplied ten truckloads of
MRE's and several truckloads of
bottled water to City of Houston and
Harris County facilities to support
evacuation shelters.

Grainger supported evacuation shelter
operations in Dallas, Austin, San
Antonio and other jurisdictions
throughout Texas. Thousands of cots,
blankets, sheets, sanitary and other
supplies were delivered. Grainger also
supplied several incident command
centers with cones, barriers, canopies
and other products. Working with the
Texas Department of Public Safety and the Department of Emergency Management, Grainger UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California delivered water rescue suits, hard hats, gloves, respirator masks. Grainger supplied the Texas Department of Transportation items including waders, rain boots, insect repellent, nets, respirators, and rain suits. Other items prioritized for first-responders and first-receivers included thousands of generators, electric cords, fuses, emergency lighting solutions and personal protective equipment.

Northern and Southern California Wildfires - 2017: The Northern California wildfires, in October 2017, stretched across Napa, Sonoma, Lake, Mendocino, Butte and Solano counties. The December 2017 Southern California wildfires covered Ventura, Los Angeles, San Bernardino, Riverside and San Diego counties. Engaging protocols established by the California Department of General Services (DGS), Office of Emergency Services (OES) Cal Fire, City and County Fire and Emergency Medical departments and the Federal Emergency Management Agency, agencies were assigned a Grainger team member as a single point of contact to coordinate. Each team member coordinated product requirements, transportation and delivery to facilities, staging areas and other mobile locations for various agencies. Team members were also assigned to area hospitals and schools to support as needed. Team members worked and were on call 24/7 during the height of each of these emergencies.

The Grainger Crisis Management Team from Lake Forest, Field Sales, local branches, DCs and other units coordinated assistance and prioritization through twice-daily calls. Most items were same-day shipped from Grainger’s Patterson, California DC and delivered to Fire Crews, supporting agencies such as Cal Trans, the shelters established for citizen fleeing the fires, and area hospitals. Items included carbon filters, air purifiers, N95 masks, gloves, cots, tents, and cleaning and sanitary products.

Effort was also made to push product from other Grainger DCs and branch facilities to the emergency areas.

Hurricane Irma – September 2017: While ongoing support from Hurricane Harvey continued in Texas, Grainger responded with product and resources to support emergency response for Hurricane Irma in Florida. Hurricane Irma first made landfall as a category-4 hurricane with maximum sustained winds at 130mph. In preparation for Hurricane Irma, Governor Rick Scott declared a state of emergency for Florida. Grainger deployed field representatives to the Emergency Operations Center (EOC) in Tallahassee as well as local EOC's across the state to maintain support to prepare, respond, and recover from the hurricane. Grainger leveraged its supply chain and DC in Jacksonville, FL to provide products such as sandbags, batteries, generators, and tarps.

Grainger played a central role in working with the EOC's to support First Responders throughout the state by providing supplies, equipment, and personal protective equipment. While Florida had the largest evacuation in the state's history, many people remained and needed recovery from dangerous situations. The hurricane left over 70% of the state without power putting generators in high demand.

Working directly with the EOC's Grainger was able to provide truckloads of generators, electrical cords, and batteries to state agencies as well as local cities and counties. Many generators were provided to the Department of Transportation (DOT) to keep traffic signals operational.

Grainger also provided chain saws, cones, barriers, signs, and other various supplies to DOC and the Department of Public Safety Shelters were established throughout the state and Grainger worked directly with the Department of Health EOC and local cities / county’s EOCs to supply medical equipment, lighting solutions, MRE's, water, paper products, tents, wheelchairs, sanitary products, cots, etc.

Grainger aligned directly with the Department of Health to help prevent the spread of disease (Zika) which was a major
concern after the hurricane. Grainger provided insect repellant, netting, mosquito dunks, and personal protective equipment.

Zika Virus - April 2016: A Zika Virus core team was established to identify supply requirements and to assess product availability based upon the Centers for Disease Control and Prevention (CDC) guidance. Grainger quickly added additional product solutions to our product portfolio and distribution network. The Grainger Technical Product Services team prepared and published the Zika Virus Quick UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California Tip Bulletin to the Grainger.com Info Library. A Mosquito-Borne Virus page was added to the Grainger.com/emergency landing page highlighting the wide range of solutions offered to help customers mitigate the risk posed by this new threat.

Ebola - July 2014: During the Ebola emergency, the Crisis Management team and Grainger technical product support team gained an understanding of the CDC Guidance for personal protection to respond to government and healthcare customer inquiries. Working with suppliers, additional product was obtained to meet healthcare and emergency management agency needs. Product prioritization procedures were activated to ensure that critical supplies were distributed to first responders and first receivers – especially regional treatment centers identified by the federal Department of Health and Human Services.
(d) Ability to manage Emergency Response items for a Participating Entity: Grainger has proven capability to manage Emergency Response items for Participating Entities. As a first measure to ensure a Participating Entity has specific product availability during an emergency, Grainger’s branches and DCs can tailor their inventory to specific Participating Entity location preferences and actual product demand.

This provides a higher concentration of critical material needs closer to the Participating Entity during a crisis. Grainger transportation managers also expedite deliveries from within our distribution network in coordination with customer’s key contacts to support emergencies such as Grainger did in Hurricane Irma to provide truckloads of generators, electrical cords, and batteries to state and local agencies. The Grainger Crisis Management Team from Lake Forest, Field Sales, local branches, DCs and other units bring their experience and knowledge as the corner stone to our response plan. The Crisis Management Team provides assistance in communication, product prioritization and command center status updates through scheduled drum-beat calls. Grainger’s team aligns and communicates directly with the local, state and regional emergency management teams to ensure product availability for all types of emergencies and circumstances.

2.11 SUPPLIER- MANAGEDINVENTORY :

Describe your firm’s ability to provide this service and your capabilities in the Value Add section of the questions. Please refer to Attachment L – Campus Matrix for the list of locations who currently have a Supplier-Managed Inventory program in place and vending machines. If Supplier(s) is capable to provide these services, please include how these locations would be transitioned in the Value Add section of the questions. Supplier(s) who submit to be MRO Primary Distributor MUST have a solution for these locations outlined.

Grainger currently supports and maintains Supplier-Managed Inventory for UC and the locations listed in Attachment L.

2.12 SALES REPORTING:

EXHIBIT 5 – QUARTERLY REPORT is provided as a template for future quarterly reporting requirements. Describe your firm’s reporting capabilities in the CAPABILITIES section of the question. Provide all line item details and alternative options that may have not been used in the example provided.

Grainger can provide the majority of the data points listed in the Quarterly Report. Some information, manufacturer name, delivery date, and cash discount, are not available.

2.13 BRAND NAMES:

In some cases, brand names have been listed in order to define the desired quality and are not intended to be restrictive or to limit competition. Materials substantially equivalent to those designated shall qualify for consideration. Ability to partner with manufacturer for enhanced pricing through Master Agreement is of interested to CHESS.

2.13.1 Substitutions: UC encourages Supplier(s) to offer substitute or alternate items, brands or generic items to end users when the offer adds value to the procurement of goods and services.

No substitutions of alternate items for products ordered will be permitted except with the express approval from authorized UC personnel or Participating Public Entities. Supplier shall UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California not substitute and/or interchange a different brand or generic product of package size, other than the specific product ordered, without authorization from UC or Participating Public Entity. Any such authorization is granted on a per order basis and is not to be considered as justification for a Product substitution on any future orders or shipments.

2.14 DELIVERY,FREIGHT REQUIREMENTS:

2.14.1 All domestic ground shipments shall be FOB Destination, Freight Prepaid and Included.

Any handling fees shall also be included in the pricing.

2.14.2 Should a Participating Public Entity determine that rush shipping or other alternate shipping is required, it shall notify the Supplier. The Supplier shall determine any additional costs associated with such delivery terms and communicate that cost to the Participating Public Entity.

2.14.3 The Supplier shall retain control for carrier selection and payment of freight charges of all goods until received by the requesting Participating Public Entity and the contract coverage completed. The Supplier shall also file all claims for visible or concealed damage.

The Participating Public Entity will notify the Supplier of any damaged goods and shall assist the Supplier in arranging for inspection of the goods.

2.14.4 Any requests for local delivery of orders placed at local stores shall be subject to local delivery fees, if applicable.

2.14.5 Shipping and handling fees are allowable to destinations outside the continental U.S.

2.14.6 A packing list or other suitable shipping document shall accompany each shipment and shall include the following:
a) Contract Serial number
b) Supplier’s name and address
c) Participating Public Entity’s name and address
d) Participating Public Entity’s purchase order number
e) A description of product(s) shipped, including item number(s), quantity (ies), number of containers and package number(s), as applicable
Grainger confirms our packing list will contain all required information listed above.

UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California

2.15 LAST MILE DELIVERY MODEL INCENTIVE:

In this delivery model the Supplier(s) has the ability to provide an incentive to Participating Entity for a Centralized Delivery model. The Participating Entity will provide Last Mile Delivery at their location. Individual Participating Entities will work with Supplier based upon their individual location needs to determine the most appropriate delivery model and financial terms for their situation. If a location elects to change business models during the Term of this Agreement or any Extensions to the Agreement, the Supplier will provide an Incentive to that location consistent with the Incentives offered to the Participating Entities. Proposed incentive and all program details in the Value Add section of the Questions.

2.15.1 Program Requirements: Participating Entity must have one consolidated drop off and pickup for the entire campus/health system. One delivery/pick-up point will be designated by Participating Entity Staff that is accessible to Supplier. The Supplier and the Participating Entity must agree that the designated location meet program requirements before the Last Mile Delivery Program will be implemented. Once approved, the Participating Entity will be required to provide a report to substantiate the daily delivery volume to one location and the one consolidated pickup to Supplier which will be used by Supplier to verify payment amounts to the Participating Entity locations. Payment will be made to each Participating Entity designated contact, 30 days from Supplier receipt of the quarterly report.

3.0 PROCUREMENT REQUIREMENTS:

3.1 SHIPPING TERMS:

Bid price(s) and terms shall be F.O.B. Destination.

3.2 MINIMUM ORDER:

Product description
Item Number
Quantity Shipped
Quantity
Contract Number
PO Number
Grainger’s
Address
Participating
Entity’
UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California There shall be no minimum order requirement during the term of this Agreement and any extension(s) of such term.

3.3 ONLINE CATALOG:

Online/ecommerce capability to access catalog reflecting contract pricing of all products.

3.4 OPERATING MANUALS (Ifrequired):

Upon delivery, Contractor shall provide comprehensive operational manuals, service manuals and schematic diagrams, if required by the Participating Entity.

3.5 ACCEPTANCE: (Ifrequired):

Upon delivery and successful installation, the material(s) shall be deemed accepted and the warranty period shall begin. All documentation shall be completed prior to final acceptance.

3.6 TRAINING:

Supplier(s) to provide detailed list of training that is offered under proposal and all additional training. Provide any details that are available if training can be conducted from manufacture direct, with the support of Supplier/Distributor.

Grainger provides a robust offering of free and fee based (catalog or sourced) training for CHESS customers including but not limited to the following beginning with contract and eProcurement training:

Contract & eProcurement: Grainger’s contract management provides contract and eProcurement training at no additional charge to CHESS customers.

New Product Training: Grainger introduces new products continually which may be viewed by UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California CHESS customers at: NEW PRODUCTS .

Training for use and/or utilization of any of these products can be coordinated through Grainger’s local Government Sales Representatives, local branch personnel and / or General Catalog manufacturers and suppliers. Grainger will work with CHESS customers to schedule training on new products for which they identify a need.

Manufacturer & Supplier Training: Grainger will assist via our local Government Sales Representative, CHESS customers in working with manufacturers, suppliers and third party installers for equipment and operation manufacturer-certified set up and training, postinstallation services and maintenance as needed.

CHESS Customers will have opportunity for a variety of additional training at no charge.

Through our relationship with industry leading manufacturers and suppliers, Grainger offers a variety of product training topics. While most of these training seminars are conducted at CHESS customer locations, other options are available. These programs include:
• Proto Tools Hand tool safety seminar and film – Training includes a demonstration of the correct method of tool usage through a presentation by Proto and Grainger representatives. A certificate is issued upon completion of class. • DeWalt Power Tools – Training and customer safety presentations includes demonstrations of safe operating practices for power tools. Presented jointly by Grainger and DeWalt representatives.
• Fire-Resistant Workwear Training - Evaluation and training of hazards to help determine proper product selection and use, and identifying cost savings. • Fall Protection Training - Specific courses designed to train for safety at heights, equipment inspection, rescue planning and tower climbing. Customized training courses are also available.
• Hearing Protection & Conservation Training – Training includes instruction on the importance of proper use of hearing protection devices and is designed to assist your business in becoming compliant with OSHA standard 29 CFR 1910.95. • Gas Detection Equipment Training - Instruction on
how to use gas detection products, including
calibrating the equipment.
• Arc Flash Awareness Seminar - Designed to bring
awareness to the National Fire Protection Agency.

Topics include methods of assessment, Personal
Protective Equipment (PPE), proper electrical tools,
test instruments and labeling of hazards.
• Fuses & Power Distribution Training - Seminars
are tailored to site safety requirements in proper
application of fuses to help protect electrical
equipment and power distribution systems.
• Spill Containment Training - Employees are trained to use correct products and procedures for specific spill control and absorbent applications. Assessment involves detailing current spill maintenance procedures, identification of new and enhanced procedures and suggested improvements.
• Climbing Pro Ladder Training - Includes training literature and video on safe and proper ladder use, how to select the correct ladders for the job and ladder inspection.

Grainger Online Training: CHESS customers will have free access to various Grainger resources such as our “On the Job Webinar Series” that relate to work environment topics.

Grainger’s “On the Job Webinar Series” addresses work environment issues such as:

UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California • Safety
• OSHA Regulations
• Productivity
• Procurement & Inventory
Management
• Green Solutions
• Emergency Preparedness
At Grainger’s On the Job website, (https://www.grainger.com/content/webinars) you will be able to register and attend FREE online Webinars, all at the convenience from your desk. If a CHESS customer is unable to attend the scheduled live Webinar date, recordings of previous Webinars are readily available online.

Grainger has video tutorials available for our customers such as “Getting Started and Account Administration that are available on Grainger.com, allowing customers to view these tutorials at their convenience. Frequently asked questions❶ are available in addition to a Grainger.com customer guide. ❷
Safety Training and Assessments: Through our strategic suppliers, the following solutions are offered to CHESS Customers:

Assessment Description
Job Hazard Assessment
Program
Designed to assist with workplace hazard assessments, qualifying the specific product solution. Samples may be provided to check proper fabric, fit and application.
❶ ❷
UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California Assessment Description
Safety Eyewear Assessment Designed to assist agencies and institutions with workplace eye protection assessments, qualifying the specific product solution.

Hand Protection & Glove
Program Assessment
Evaluates glove programs to determine proper selection and use, and identify cost savings. Samples are provided, allowing users to ensure proper fit and application.

Head Protection Assessment Designed to assist workplace head protection assessments, qualifying the specific product solution
Ergonomic Matting
Assessment
Evaluates your facility to recommend anti-fatigue matting to help reduce back and lower leg fatigue for employees who stand while working.

Identifies the proper mat for use in areas with oils or chemicals and provides 12" samples to stand on or test against chemicals.

First Aid Assessment Designed to assist agencies or institutions with establishing a first aid program, understanding regulations and meeting ANSI fill requirements.

Confined Space Analysis Site audit to determine potential confined space hazards.

STUD-E Safety Check
Program
Site Assessment evaluates concerns associated with storage, transfer, use and disposal of hazardous liquids. Product suggestions promote using the right equipment for the right job. Provides assistance with regulatory code compliance to OSHA and EPA standards.

Hazardous Liquid Handling &
Storage Assessment
On-site audit of hazardous/flammable storage, use and handling.

Process Safety Management
Includes the assembling of required process hazard information, which included field tracing piping and developing Piping & Instrumentation Diagrams (P&IDs); reviewing and commenting on operating procedures (startup, shutdown and emergency shutdown); and health, safety, emergency response procedures and preventive maintenance practices.

Lockout Program Needs
Survey
On-site survey to assess current lockout/tagout practices and provide suggestions to improve current LOTO program.

Safety Paint Assessment Conducts an on-site survey to determine the condition and location of safety markings and recommend the proper safety coatings.

Slips, Trips & Falls
Assessment
Floor Coating & Anti-Slip
Assessment
Provides a pedestrian safety site assessment that takes in facility observations and gives back recommended products and solutions to help Member’s facility become safer for employees and guests.

3.7 USAGE REPORT:

The Supplier(s) shall furnish UC a usage report upon request delineating the acquisition activity governed by the Master Agreement. The format of the report shall be approved by UC and shall disclose the quantity and dollar value of each contract item by individual unit. Exhibit 5 – Quarterly Report is to be used for quarterly reporting. Any changes requested to be made to Exhibit 5 are to be negotiated prior to acceptance of award.

3.8 BACKGROUND CHECK:

Outline your current business practices for employment and background check.

Every new hire who has accepted an offer of employment with Grainger is required to pass a background check. Any rehire being hired back to Grainger is required to pass a background check if their break in service is over 60 days.

3.9 INVOICES AND PAYMENTS:

UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California

3.9.1 Invoices are required to contain the following information:
• California sales tax as a separate line item
• Shipping costs as a separate line item
• UC or each respective Participating Entity’s Purchase Order, Release Number, or Agreement Number
• Description, quantity, catalog number and manufacturer number of the item ordered • Pricing per unit of purchase
• Extended price
• Total Amount Due
• Any pay/earned/dynamic discount
• Reference to original order number for all credit memos issued

3.9.2 Settlement Method and Terms are outlined in Attachment I.

3.9.3 Problems regarding billing or invoicing shall be directed to the Participating Entity as listed on the Purchase Order.

3.9.4 Provide available payment terms.

Grainger’s standard payment terms are NET 30.

3.9.5 Modification of Terms: Participating Agencies commonly require a modification to a term of the Master Agreement (e.g. governing law). The awarded Supplier and Participating Entity may agree to modify terms on any specific purchase by a Participating Entity without being in conflict with the Master Agreement.

3.10 SERVICE METRICS:

During the term of this Master Agreement and any extension(s) of such term, Supplier agrees to the following Service Metrics details and specifications. UC service standards provide guarantees that Supplier shall consistently adhere to the standards for all Participating Locations.

3.10.1 Stock Item Delivery: Orders placed before 5:00 p.m. local time will ship the same day for next day delivery.

Same-day shipping is achieved for 99% of in-stock items within the continental U.S. when your order is received by 5 p.m. local time at the shipping facility. Through the use of commercial carriers such as UPS, customers receive most shipments the following business day. Additionally, Grainger uses local delivery sources, such as messenger services or common carriers, which can guarantee emergency deliveries.

Please note: delivery of Vendor Managed Inventory for KeepStock Inventory Management programs will be ordered and delivered according to min/max inventory level requirements. Grainger’s Onsite Service Representative will put inventory away in its proper vending machine or inventory shelf/bin.

3.10.2 Non Stock Item Delivery: Contractor shall place the order on the same day it receives the order from a Location. Contractor shall then deliver the Product the next day after Contractor's receipt of the item unless the item is shipped direct to the ordering Location from the Manufacturer.

Grainger will place the order for a non-stock item the same day it receives the order (if before 5pm local time) from a location. Delivery of a non-stock item is typically direct from a supplier to the customer and will be delivered on the arrival date provided at the time of order. In the case where a non-stock item is delivered to Grainger, it will be immediately shipped from our distribution center to the end user.

3.10.3 Fill Rate: 98% order fill rate; 98% line fill rate

3.10.4 Returns: Full credit guaranteed on any return regardless of reason if within thirty (30) days of receipt with receipt, invoice, packing slip or similar documentation.

UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California Returns for Grainger products must be made within one (1) year from the date of purchase, unless otherwise indicated. Returned product must be in original packaging, unused, undamaged and in saleable condition. Proof of purchase is required. Grainger will either replace the product or issue a credit for the purchase price. Returns of nonGeneral Catalog items may be subject to a restocking charge (credited for less than full purchase price) up to 35% or more of the sale price.

Custom orders and sourcing orders may be subject to “Final Sale” basis. This will be identified on the Quote prior to purchase.

3.10.5 Return Pick-up: Pick-up will occur within five (5) days from request. Return time frame begins as of date of request for pick-up.

For assistance with returns, call Grainger Customer Care at 1-800-GRAINGER (472-4643) Steps for a Standard Return originally shipped to a customer for the following reasons:
• Wrong item shipped from Grainger
• Item damaged when received
• Faulty defective item that has warranties

1. Call Grainger Customer Care at 1-800-GRAINGER (472-4643)

2. Indicate whether you would like a replacement product or a credit

3. Grainger takes responsibility for the return and will send a return label to the customer

4. At their convenience, the customer carefully packages the item(s) and includes the packing slip

5. Pre-paid shipping label is placed on return package

6. Customer notifies carrier to pick up the return.

7. New product is sent to the customer or their account is credited Steps for a Standard Return originally shipped to a customer for the following reasons:
• Incorrect item ordered
• Ordered too many items
• No longer need or want
If the customer needs to return an item it can be shipped back to Grainger or drop off the product to any of our Grainger branch locations.

If customer is shipping the product:

1. Call Grainger Customer Care at 1-800-GRAINGER (472-4643)

2. Grainger takes responsibility for the return and will send a return label to the customer

3. Carefully package the item(s) and include the packing slip

4. Write the reason for returning the product on your packing slip; if the packing slip is not available, please provide the purchase date, the original invoice number and the item number for the product

5. Indicate whether you would like a replacement product or a credit

6. Ship the package to the nearest Grainger branch location

3.10.6 Credits: Full credit issued in same form as payment and referencing the original purchase order number.

Grainger confirms statement 3.10.6

3.10.7 Report Requests: Standard reports will be generated at the CHESS and Location or Participating Entity level quarterly or as necessary to track compliance.

Any reports currently being provided to CHESS will continue to be provided.

Reports will be provided within 30 days after the end of the previous month.

Reports provided for admin fee or rebates will be provided within 45 days after the end of the previous quarter.

Standard reports for Participating Entities can be provided on a monthly or quarterly basis.

UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California

3.10.8 Delivery Accuracy: 98% calculated based on percent of entire order fulfilled accurately.

Grainger will continue to provide delivery accuracy of 98%

3.10.9 On-Time Delivery: 98% calculated based upon the percent of the entire order arriving at the customer's required time.

Grainger’s carriers make every attempt to deliver orders by the arrival date given at the time of order. Due to circumstances beyond our control such as weather or delivery is attempted but customer is not available to receive the order, some deliveries may miss the original arrival date.

3.10.10 Invoice/Billing Accuracy: 99%
Grainger makes best effort to have correct invoices and billing for customers. For any billing questions, customers may call the 800 number located on their invoice or reach out to their local Account Manager.

3.10.11 Customer Service Satisfaction: Average score of 3.75 or better on a 5 point scale.

Grainger will work with CHESS / National IPA to develop a customer satisfaction survey.

Results can be viewed during Business Review Meetings. Action Plans can be put in place for any scores that fall below 3.75.

3.10.12 Quote Turnaround: 24 hours
Grainger’s average Sourcing quote turnaround time is 1-2 days from time of request.

3.10.13 Response Time: Emergency Calls 1 hour; Non-Emergency Calls 4 business hours; Emergency Resolution Time Best efforts until issue is resolved Grainger’s after hours emergency service provides product fulfillment after standard Grainger branch business hours through a toll-free number (1-800-CALL-WWG).

Service is available in most branches throughout the US, but varies by market. Calls are routed to one of our US based Grainger Call Centers. A Call Center employee then contacts a local Grainger branch employee, via phone, and relays the customer information. Grainger’s branch employees are committed to contacting the customer within 60 minutes of the initial customer call to make arrangements to meet the customer at the local Grainger branch to fulfill the emergency order.

3.11 SURVEYS
Supplier will, at Participating Entity request, conduct customer surveys. The content of these surveys will be approved by Participating Entity. Participating Entity will be responsible for the tabulation of these surveys.

3.12 PROGRAM MANAGEMENT:

Supplier will provide the necessary staff and resources to support CHESS program management function as outlined in the RFP and Supplier’s Response including, but not limited to:
• Marketing Program to increase sales activity;
• Coordinating Program implementation;
• Providing superior customer service;
• Promoting alternate Services to reduce cost and to meet CHESS sustainability objectives; • Demonstrating new Services;
• Managing the continuous improvement process;
• Providing on-going contract monitoring and maintenance; • Offering Services cost reduction and process improvement opportunities to CHESS; • Conducting monthly account review meetings.

Please see Attachment Grainger’s National Government Sales Force Organizational Chart UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California

3.13 PROJECT MANAGER:

Supplier will assign a project management team to coordinate Participating Entity implementation of the Agreement.

3.14 POST AWARD MEETING:

The Supplier may be required to attend a post-award meeting with UC to discuss the terms and conditions of this Master Agreement. This meeting will be coordinated by Lead Agency Procurement Officer.

4.0 CONTRACTUAL AND SPECIAL TERMS &
CONDITIONS:

4.1 DRAFT CONTRACT SEE EXHIBIT 2
UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California

5.0 INSTRUCTIONS TO SUPPLIERS:

Bidders and Suppliers are solely responsible for submitting bids, proposals, and any modifications or withdrawals, to be received at the time and designated location required by the solicitation (ITN, RFP, ROQ, or any other solicitation notice).

Any bid, proposal, modification, or withdrawal received after the designated time is deemed “late” and will be rejected and not evaluated.

5.1 SCHEDULE OF EVENTS:

Request for Proposals Issued: JANUARY 31, 2018
Vendor Conference: FEBRUARY 05, 2018
Deadline for Questions MARCH 02, 2018
All technical/system questions shall be e-mailed to [email protected]. All questions are to be submitted in GEP system and shall be posted for others to view.

Deadline for submission of proposals is 3:00 P.M., Pacific Time, on March 17 , 2018. All proposals must be received before 3:00 P.M., Pacific Time, on the above date in the GEP System.

Proposed Respondent presentations: (if required)
MARCH 2018
Proposed selection and negotiation:

APRIL 2018
Proposed award of Contract:

MAY 2018
All responses to this Request for Proposal become the property of CHESS and (other than pricing) will be held confidential, to the extent permissible by law. CHESS will not be held accountable if material from proposal responses is obtained without the written consent of the Respondent by parties other than CHESS.

5.2 VENDOR CONFERENCE

5.2.1 Vendor Conference will be held related to
solicitation# RFP-MRO-UCSystemWideJan312018.

5.2.2 Conference will be conducted using ZOOM web conference services. Audio and Video will be recorded and attached to GEP System, to document any questions or topics covered.
• Registration Required prior to participation
• Link for Audio/Video attendance: https://UCOP.zoom.us/j/380679787 • Dial In option US: +1 669 900 6833 Meeting ID: 380 679 787

5.2.3 Purpose of the Vendor
Conference is to:
• Explain the RFP process and expectations
• Provide additional information to the attached documents • Answer any questions Supplier(s) may have related to the RFP or the process

5.3 INQUIRIES ANDNOTICES:

All inquiries concerning information herein shall be addressed in the GEP system. All inquiries will be posted and answered within the system for viewing purposes.

UC - Maintenance Repair and Operations (MRO) and Related Services RFx

RFP-MRO-UCSystemWide-Jan312018 University of California

5.4 GENERAL CONTENT:

5.4.1 The Proposal should be specific and complete in every detail. It should be practical and provide a straightforward, concise delineation of capabilities to satisfactorily perform the contract being sought.

5.4.2 The Respondent should not necessarily limit the proposal to the performance of the services in accordance with this Request for Proposal but should outline any additional services and their costs if the Respondent deems them necessary to accomplish the program.

5.4.3 Include a detailed response to Attachment C, Exhibit A, and National IPA Response for National Cooperative Contract. Responses should highlight experience, demonstrate a strong national presence, describe how offeror will educate its national sales force about the Master Agreement, describe how products and services will be distributed nationwide, include a plan for marketing products and services nationwide and describe how volume will be tracked and reported to National IPA. The successful offeror will be required to sign Attachment C, Exhibit B, and National IPA Administration Agreement. Offerors should have any reviews required to sign the document prior to submitting a response. Offeror’s response should include any proposed exceptions to the National IPA Administration Agreement.

5.5 EVALUATION OF PROPOSAL – SELECTION FACTORS:

An Evaluation Committee shall be appointed, chaired by CHESS to evaluate each Proposal. At UC option, Supplier may be invited to make presentations to the Evaluation Committee. Best and Final Offers and/or Negotiations may be conducted, as needed, with the highest rated Respondent(s). UC reserves the right to make additional investigations as it deems necessary to establish the competence and financial stability of any offeror submitting a proposal. Proposals will be evaluated on the following criteria which are listed below: Evaluation Category (Points Available / Percentage Weight) Total points available is 20,000.

5.5.1 Company Profile (800 / 4%)

5.5.2 Capabilities (4000 / 20%)

5.5.3 Marketing / Sales (1000 / 5%)

5.5.4 Administration (1000 / 5%)

5.5.5 Sustainability (1200 / 6%)

5.5.6 Value Add (2000 / 10%)

5.6.7 Cost (10000 / 50%)
Supplier can achieve more points than the minimum criteria by proposing additional services and/or differentiating themselves from other submittals. The Team will determine the Total Score for each category in a Bidder’s Final Bid by aggregating categories in the table above, Scores will be rounded to the two (2) decimal place.

NOTE: SUPPLIERS ARE REQUIRED TO USE ATTACHED DOCUMENTS IN GEP TO SUBMIT THEIR PRICING/DISCOUNT PROPOSAL.

ATTACHMENT A - PRICING RFP-MRO-UCSystemWide-Jan312018
Company Name:

1.0 Base Discount:

2.0 *DISCOUNT(%)
1 3
2 3
3 35
4 10
5 11
6 3
7 5
8 10
9 17
10 4
11 10
12 5
13 3
14 9
15 3
16 5
17 11
18 11
19 3
20 11
21 10
22 10
23 15
24 3
25 3
26 3
27 3
28 3
29 3
30 3
31 3
Office Supplies
Hardware
Welding and Soldering
Public Safety
Appliances
Paint, Equipment and Supplies
Cleaning and Maintenance
Pneumatics Tools
Power Tools and Accessories
Safety
Security
Lubrication
Machining
Power Transmission
Test Instruments
Hydraulics
Please provide the percetange off list pricing for any of the categories you want to propose in the table below. The proposed discount percentages must not exceed 2 digits (i.e. 10.37% is acceptable while 10.37862% is not) Lighting, Lamps, Ballast, Fixtures
Material Handling Repairs
Motors
Outdoor Equipment
Fleet and Vehicle Maintenance
Note:
*This Pricing discount structure (%) must comply with pricing proposed in ATTACHMENT A-1 PRICING ANALYSIS WORKBOOK.

W.W. Grainger, Inc.

CATEGORY
Adhesives, Sealants and Tape
Air Filters
(%) Minimum discount to be applied on all categories not defined below.

Plumbing
Batteries
Electrical
Fasteners
Hand Tools
HVAC and Refrigeration
Lab Supplies
3%
Furniture, Hospitality and Food Service
As part of Grainger’s 2017 strategic pricing initiative, Grainger introduced Contract Reference Prices (“CRP”) as the new basis for its contract customer pricing. Grainger’s CRP prices are market-based and lower than Grainger’s historic List Prices.

Because CRP prices are lower than Grainger’s prior List Prices, contract category discounts are also lower. As a result, a larger category discount percentage offered by a competitor may not yield a lower product price.

University of California RFP-MRO-UCSystemWide-Jan312018 ATTACHMENT A-1 PRICING ANALYSIS WORKBOOK
I. Instructions
A Supplier(s) are required to complete all tabs with exact match (SKU and UOM), excluding private label items, that are able to be distributed or sourced.

B Supplier(s) are required to respond in the Substitute, if Supplier(s) is unable to source exact match or if item listed is private label.

C If a private label SKU is listed, Supplier(s) is required to provide BEST MATCH SUBSTITUTE in order to meet minimum category requirements.

D All responses MUST match Unit of Measure (UM) defined in SKUs. If you are unable to match SKU and UOM, it is REQUIRED that you provide details in the SUBSTITUTE section. Defined in Substitute UOM QTY.

E Preference will be given to those items completed under EXACT MATCH. (excluding private label items) F Non-Standard category is required to be completed for those Supplier(s) interested in being MRO Primary Distributor.

II. Supplier Response Requirement
A MRO Primary Distributor is required to complete 14 of 19 categories outlined in Price Sheet(s). One of the required categories of the 14 is “Non-Standard”.

Individual Category: Suppliers interested in only individual categories have an option to submit a response for evaluation.

Responses for individual categories must meet a minimum of 70% of items listed in that category with either exact match or equivalent Substitute. Suppliers submitting for individual categories will be evaluated amongst all other equivalent category B responses.

III. RFP Categories.

A There are nineteen (19) categories in this RFP workbook, and about1,500 SKUs that need price submissions.

B Each category is listed separately in an individual Price Sheet within GEP system.

IV. Workbook Headers

HEADER HEADER DESCRIPTION
Manufacture Part Number Manufacturer part number associated with the product Manufacture Name Manufacture name associated with product Description Product description
UOM Qty UOM per quantity
Unit of Measure Unit of Measure
Proposed Price (USD)
Bidder's proposed price for specific product with EXACT match manufacture # and manufacture name
Total Proposed Price Proposed price x 12 Month Usage
Substitute Catalog # Substitute catalog number meeting similar specs to EXACT match Substitute Manufacture Substitute Manufacture Name proposed Substitute Product
Description Substitute Product Description proposed
Substitute OUM QTY Substitute unit of measure quantity at EACH. Example 1 Box = 10 EACH. Enter 10.

Substitute OUM Substitute unit of measure (SOLD) Example: EA, BX, CA, PK Substitute Price (USD) Substitute Price for UOM proposed if no EXACT match possible Substitute Total Price Substitute Price * UOM QTY

WORKBOOK ATTACHED WITHIN GEP SYSTEM
UC - Maintenance Repair and Operations (MRO) and Related Services RFx

University of California RFP-MRO-UCSystemWide-Jan312018

ATTACHMENT B - RETAIL STORES AND WAREHOUSE LOCATIONS
Please see Grainger’s Attachment B in the Supplier Attachment section UC - Maintenance Repair and Operations (MRO) and Related Services RFx

Requirements for National Cooperative Contract

ATTACHMENT C - NATIONAL IPA INFORMATION AND REQUIREMENTS Attachment C
Requirements for National Cooperative Contract
To be Administered by
National Intergovernmental Purchasing Alliance Company
The following documents are used in evaluating and administering national cooperative contracts and are included for Supplier’s review and response.

National IPA Exhibit A – NATIONAL IPA RESPONSE FOR NATIONAL COOPERATIVE

CONTRACT
National IPA Exhibit B – NATIONAL IPA ADMINISTRATION AGREEMENT, EXAMPLE National IPA Exhibit C – NATIONAL IPA MASTER INTERGOVERNMENTAL

COOPERATIVE PURCHASING AGREEMENT, EXAMPLE
National IPA Exhibit D – NATIONAL IPA PRINCIPAL PROCUREMENT AGENCY

CERTIFICATE, EXAMPLE
National IPA Exhibit E – NATIONAL IPA CONTRACT SALES REPORTING TEMPLATE National IPA Exhibit F – NATIONAL IPA ADVERTISING COMPLIANCE REQUIREMENT Requirements for National Cooperative Contract

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS

EXHIBIT A- RESPONSE FOR NATIONAL COOPERATIVE CONTRACT

1.0 Scope of National Cooperative Contract

1.1 Requirement
University of California (UC) (hereinafter defined and referred to as “Principal Procurement Agency”), on behalf of itself and the National Intergovernmental Purchasing Alliance Company (“National IPA”), is requesting proposals for Maintenance Repair and Operations (MRO) Supplies and Related Services. The intent of this Request for Proposal is that any contract between Principal Procurement Agency and Supplier resulting from this Request for Proposal (hereinafter defined and referred to as the “Master Agreement”) be made available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (“Public Agencies”), through National IPA’s cooperative purchasing program. The Principal Procurement Agency has executed a Principal Procurement Agency Certificate with National IPA (an example of which is included as Exhibit D) and has agreed to pursue the Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with National IPA as a Participating Public Agency in National IPA’s cooperative purchasing program. Registration with National IPA as a Participating Public Agency is accomplished by Public Agencies entering into a Master Intergovernmental Cooperative Purchasing Agreement, an example of which is attached as Exhibit C. The terms and pricing established in the resulting Master Agreement between the Supplier and the Principal Procurement Agency will be the same as that available to Participating Public Agencies through National IPA.

All transactions, purchase orders, invoices, payments etc., will occur directly between the Supplier and each Participating Public Agency individually, and neither National IPA, any Principal Procurement Agency nor any Participating Public Agency, including their respective agents, directors, employees or representatives, shall be liable to Supplier for any acts, liabilities, damages, etc., incurred by any other Participating Public Agency.

This Exhibit A defines the expectations for qualifying Suppliers based on National IPA’s requirements to market the resulting Master Agreement nationally to Public Agencies.

Each section in this Exhibit A refers to the capabilities, requirements, obligations, and prohibitions of competing Suppliers on a national level in order to serve Participating Public Agencies through National IPA.

These requirements are incorporated into and are considered an integral part of this RFP.

National IPA reserves the right to determine whether or not to make the Master Agreement awarded by the Principal Procurement Agency available to Participating Public Agencies.

1.2 Marketing, Sales and Administrative Support
During the term of the Master Agreement National IPA intends to provide marketing, sales and administrative support for Supplier pursuant to this section 1.2 that directly promotes the Supplier’s products and services to Participating Public Agencies through multiple channels, each designed to promote specific products and services to Public Agencies on a national basis.

Requirements for National Cooperative Contract

The National IPA marketing team will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through:

A. Marketing collateral (print, electronic, email, presentations) B. Website development and support
C. Trade shows/conferences/meetings
D. Advertising
E. Social Media
F. Sales Team Support
The National IPA sales teams will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through:

A. Individual sales calls
B. Joint sales calls
C. Communications/customer service
D. Training sessions for Public Agency teams
E. Training sessions for Supplier teams
The National IPA contracting teams will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies prospective Public Agencies through:

A. Serving as the subject matter expert for questions regarding joint powers authority and state statutes and regulations for cooperative purchasing B. Training sessions for Public Agency teams
C. Training sessions for Supplier teams
D. Regular business reviews to monitor program success
E. General contract administration
Suppliers are required to pay an administrative fee of 3% of the greater of the Contract Sales under the Master Agreement and Guaranteed Contract Sales under this Request for Proposal. Supplier will be required to execute the National IPA Administration Agreement (refer to Exhibit B).

Capitalized terms not otherwise defined herein shall have the meanings given to them in the Master Agreement or in the National Intergovernmental Purchasing Alliance Company Administration Agreement between Supplier and National IPA (the "National IPA Administration Agreement")

1.3 Estimated Volume
The dollar volume purchased under the Master Agreement is estimated to be approximately $500 million annually. While no minimum volume is guaranteed to Supplier, the estimated annual volume is projected based on the current annual volumes among the Principal Procurement Agency, other Participating Public Agencies that are anticipated to utilize the resulting Master Agreement to be made available to them through National IPA, and volume growth into other Public Agencies through a coordinated marketing approach between Supplier and National IPA.

1.4 Award Basis
Requirements for National Cooperative Contract

The basis of any contract award resulting from this RFP made by Principal Procurement Agency will be the basis of award on a national level through National IPA. If multiple suppliers are awarded by Principal Procurement Agency under the Master Agreement, those same suppliers will be required to extend the Master Agreement to Participating Public Agencies through National IPA. Utilization of the Master Agreement by Participating Public Agencies will be at the discretion of the individual Participating Public Agency.

Certain terms of the Master Agreement specifically applicable to the Principal Procurement Agency are subject to modification for each Participating Public Agency as Supplier, such Participating Public Agency and National IPA shall agree. Participating Agencies may request to enter into a separate supplemental agreement to further define the level of service requirements over and above the minimum defined in the Master Agreement (i.e. invoice requirements, order requirements, specialized delivery, diversity requirements such as minority and woman owned businesses, historically underutilized business, governing law, etc.). Any supplemental agreement developed as a result of the Master Agreement is exclusively between the Participating Agency and the Supplier (Contract Sales are reported to National IPA).

1.5 Objectives of Cooperative Program
This RFP is intended to achieve the following objectives regarding availability through National IPA’s cooperative program:

A. Provide a comprehensive competitively solicited and awarded national agreement offering the Products covered by this solicitation to Participating Public Agencies; B. Establish the Master Agreement as the Supplier’s primary go to market strategy to Public Agencies nationwide;
C. Achieve cost savings for Supplier and Public Agencies through a single solicitation process that will reduce the Supplier’s need to respond to multiple solicitations and Public Agencies need to conduct their own solicitation process; D. Combine the aggregate purchasing volumes of Participating Public Agencies to achieve cost effective pricing.

2.0 REPRESENTATIONS AND COVENANTS
As a condition to Supplier entering into the Master Agreement, which would be available to all Public Agencies, Supplier must make certain representations, warranties and covenants to both the Principal Procurement Agency and National IPA designed to ensure the success of the Master Agreement for all Participating Public Agencies as well as the Supplier

2.1 Corporate Commitment
Supplier commits that (1) the Master Agreement has received all necessary corporate authorizations and support of the Supplier’s executive management, (2) the Master Agreement is Supplier's primary “go to market” strategy for Public Agencies, (3) the Master Agreement will be promoted to all Public Agencies, including any existing customers, and Supplier will transition existing customers, upon their request, to the Master Agreement, and (4) that the Supplier has read and agrees to the terms and conditions of the Administration Agreement with National IPA and will execute such agreement concurrent with and as a condition of its execution of the Master Agreement with the Principal Procurement Agency. Supplier will identify an executive corporate sponsor and a separate national account manager within the RFP response that will be responsible for the overall management of the Master Agreement.

2.2 Pricing Commitment
Requirements for National Cooperative Contract

Supplier commits the not-to-exceed pricing provided under the Master Agreement pricing is its lowest available (net to buyer) to Public Agencies nationwide and further commits that if a Participating Public Agency is eligible for lower pricing through a national, state, regional or local or cooperative contract, that the Supplier will match such lower pricing to that Participating Public Agency under the Master Agreement.

2.3 Sales Commitment
Supplier commits to aggressively market the Master Agreement as its go to market strategy in this defined sector and that its sales force will be trained, engaged and committed to offering the Master Agreement to Public Agencies through National IPA nationwide. Supplier commits that all Master Agreement sales will be accurately and timely reported to National IPA in accordance with the National IPA Administration Agreement. Supplier also commits that its sales force will be compensated, including sales incentives, for sales to Public Agencies under the Master Agreement in a consistent or better manner compared to sales to Public Agencies if the Supplier were not awarded the Master Agreement.

3.1 SUPPLIER QUALIFICATIONS
Supplier must supply the following information in order for the Principal Procurement Agency to determine Supplier’s qualifications to extend the resulting Master Agreement to Participating Public Agencies through National IPA.

3.2 Company
A. Brief history and description of your
company.

Grainger was founded in 1927 and incorporated in the State of Illinois in 1928, as W.W. Grainger, Inc. Grainger is a publicly held Fortune 500 company with shares traded on the New York Stock Exchange (NYSE). With 2016 sales of over $10 billion, Grainger is the leading North American provider of maintenance, repair, and operating (MRO) supplies. Grainger’s capabilities include:
• A strategic US distribution network of 249 branches and 13 distribution centers. • An extensive product line, now more than 1.6 million products and repair parts and over $1.3 billion of on-hand inventory that meets every agency’s requirements. • 95% of customers receive next day product delivery; 99.6% of in-stock orders are shipped within 24 hours.
• Proven experience in negotiating and implementing multi-state, complex, nationwide contracts.

Grainger’s continued investment in exceptional service, value-added programs, eProcurement solutions, KeepStock inventory management solutions and physical presence has enabled 38 states, hundreds of political subdivisions, and thousands of end-users across the US to benefit from Grainger’s solutions. We are proud to work with CHESS to provide a contract of scope and scale meeting every MRO requirement at a competitive overall value.

B. Total number and location of sales persons employed by your company.

Grainger has approximately 6,000 sales persons located throughout the US strategically positioned to support our customers. 500 of Grainger’s sellers are dedicated to Government customers.

C. Number and location of support centers (if
applicable).

Grainger has 249 branch locations and 13 distribution centers in the US and three Requirements for National Cooperative Contract

Customer Support Centers. Grainger’s headquarters located in Lake Forest, IL, maintains support services for our online eCommerce and eProcurement solutions, inventory management solutions, administrative support such as Accounts Receivable and other services. Please see Attachment Grainger’s Branch and DC Network Grainger US Branch & DC Locations for all address locations and key contact information.

D. Annual sales for the three previous fiscal
years.
2017: $10,424,858,000
2016: $10,137,204,000
2015: $9,973,384,000
E. Submit your FEIN and Dunn & Bradstreet
report.

DUNN#: 005-10-3494
FEIN: B36-1150280

3.3 Distribution, Logistics
A. Describe how your company proposes to distribute the products/service nationwide.

Grainger provides the best combination of product selection, local availability, speed of delivery and simplicity of ordering in the industry, and operates in all 50 states through a network of 249 branches and 13 distribution centers. Grainger's standard operations consist of methods to make inventory available to customers on a just-in-time basis. Through Grainger's logistic network, we carry over $1.25 billion in inventory on hand every day which is provided by over 5,100 Grainger suppliers and manufacturers.

Grainger’s branches and DCs can tailor their inventory to customer’s location preferences and actual product demand to mitigate potential stock outs. In-stock products can then be made available for immediate pick-up, same-day shipment, or same-day delivery.

Integrated Distribution Network: Grainger uses an electronic communications network which links together branches and distribution centers across the country. This results in almost instantaneous transmittal of product inventory and shipment information. When a Grainger Customer Service Associate (CSA) receives a customer inquiry, the CSA not only has computer access to the inventory records of the local branch, but also has access to the national inventory records for the product at each branch and distribution center across the nation.

This total asset visibility permits the representative to draw material from across the Grainger system to immediately satisfy the material needs of the customer. Standard stock product can be stored at the local branch, based on customer needs, on a case-by-case basis.

Grainger ships in-stock orders received by 4:00 pm local time on the day the order is received.

Through the use of commercial carriers such as UPS, customers receive most shipments the following business day. Additionally, Grainger uses local delivery sources, such as messenger services or common carriers, which can guarantee emergency deliveries.

Requirements for National Cooperative Contract

Grainger’s US Branch & Distribution Center Network
Grainger’s US 249 branch network and 13 Distribution Centers (DCs) maintain over $1.25 billion inventory which is immediately available to send to customers. Grainger provides 95% of our customers with next day service.

Unlike our competitors, the majority of our orders ship complete, which means our customers have what they need to get their jobs done in one shipment without the hassle of multiple shipments and POs.

B. Identify all other companies that will be involved in processing, handling or shipping the products/service to the end user.

Grainger uses commercial carriers such as UPS and local delivery sources such as common carriers to delivery products to our customers.

C. Provide the number, size and location of your company’s distribution facilities, warehouses and retail network as applicable.

Grainger’s distribution network consists of 249 branches and 13 distribution centers.

Each of our 249 domestic branches carries on average $1 million in inventory within 23,000 square feet and is managed by an average of 13 employees processing 160 transactions per day. Please see Attachment Grainger Branch and DC Network for Grainger branch locations.

Requirements for National Cooperative Contract

Our DCs are more than 300,000 square feet in size on average, and stock more than 100,000 of Grainger’s fastest selling items. Automated equipment and processes in the DCs allow them to handle most of the customer shipping and also replenish branch inventories. The DCs ship orders, including Internet orders, directly to customers for all branches located in their service areas.

Grainger US Distribution Centers
Location
Approximate
Number of SKU’s
Approximate
Square Footage
Approximate
Inventory Value
Number of
Employees
Southaven, MS 111,000 230,000 $32,800,000 144
Cleveland, OH 134,000 395,000 $44,600,000 218
Dallas, TX 150,000 560,000 $66,400,000 322
Greenville, SC 305,000 1,100,000 $113,400,000 492
Jacksonville, FL 119,000 230,000 $35,800,000 144
Kansas City, MO 131,000 1,300,000 $50,100,000 265
Minooka, IL 464,000 1,100,000 $174,100,000 632
Mira Loma, CA 133,000 345,000 $46,400,000 181
Patterson, CA 269,000 820,000 $91,100,000 358
Bordentown, NJ 283,000 1,300,000 $115,400,000 574
Denver, CO 73,000 45,000 $6,700,000 30
Plymouth, MN 89,000 35,000 $8,000,000 34
Seattle, WA 88,000 56,000 $10,400,000 46
Requirements for National Cooperative Contract

D. State any return and restocking policy and fees, if applicable, associated with returns.

Grainger’s standard return policy reads as follows: Returns for Grainger products must be made within one (1) year from the date of purchase, unless otherwise indicated. Returned product must be in original packaging, unused, undamaged and in saleable condition. Proof of purchase is required.

Grainger will either replace the product or issue a credit for the purchase price. Returns of non-General Catalog items may be subject to a restocking charge (credited for less than full purchase price) up to 35% or more of the sale price.

E. Describe the full line of products and services offered by your company.

Grainger is a broad line, business-to-business distributor of maintenance, repair and operating (MRO) supplies and other related products and services. Over the years, Grainger's product line has expanded to more than 1.6 million products and repair parts provided by over 5,000 suppliers and manufacturers and covering 31 broad MRO categories.

A screen shot of Grainger’s online ordering solution, Grainger.com, presenting all product categories where customer may select to search products.

For products not found in the Grainger general catalog, Grainger’s sourcing team procures those MRO Materials. Grainger’s sourcing team leverages Grainger’s buying power for miscellaneous related products and provides customers with a total cost solution for acquiring infrequently ordered items.

Through this channel, Grainger provides quick access to an additional 6,500 suppliers and more than five million products beyond the Grainger catalog offering. Additionally, this channel provides access to line extensions (non-Grainger General Catalog product from Grainger General Catalog suppliers) and some discontinued product catalog lines.

In addition to products, Grainger’s robust
offering of services helps our customers save
time, money and space while being
environmentally conscious:
• Inventory Management Services
o Vending
o Customer Managed Solutions
o Vendor Managed Solutions
o Managed MRO Services
o KeepStock Organize
Requirements for National Cooperative Contract

• Consulting Services
• Technical Support & Training
• Safety Services
o Surveys, Assessments & Training
o Shoemobile
o Eyewear Program
• eCommerce Solutions
• eProcurement Integration
• Energy Services
• Lighting Services
• Janitorial Services
• Implementation
• Training
• Environmentally Preferred Product Assessments
o Green Reporting
o Supplier Assessments
• Cross Referencing Services
• Sourcing Services
• Export Services
• Account Management
• Hazardous Recycling Services

3.4 Marketing and Sales
A. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to immediately implement the Master Agreement as your company’s primary go to market strategy for Public Agencies to your teams nationwide, to include, but not limited to:

Grainger has a proven track record of successfully implementing our current National IPA contract to over 1,000 customers over the eight years, meeting the needs of both our customers and National IPA. Immediately upon award, Grainger will meet with National IPA to build a comprehensive 30/60/90 day plan that will meet the objectives of all parties involved. It is Grainger’s goal to continue to execute on all of the initiatives and strategies that have proven successful under our current contract and to enhance those initiatives and strategies where all parties agree. The following are draft plans and can be further customized to meet the needs of our organizations as we continue our successful partnership.

Please see Attachment CHESS and National IPA Project Schedule for further details.

Grainger believes that the unique offering that this contract provides will meet or exceed the needs of CHESS and Education customers. This offering is based on actual purchase histories of the buyers under the existing UC Systems Agreement with a focus on their buying patterns and product demand to create an offer that is specifically targeted to address their education needs. The benefits of this contract will be presented as an option to any qualified Participating Public Agency buyers.
i. Executive leadership endorsement and sponsorship of the award as the public sector go-to-market strategy within first 10 days Upon notice of award, Grainger Executive Leadership will circulate e-mail notifications, voice messages and company intranet messages to all involved Grainger team members announcing the new Master Agreement. These messages will endorse the new Master Agreement as a viable option for Participating Public Entities and will highlight the value and benefits of the new contract. Sellers, in particular, will be immediately equipped with information to position the new Master Agreement with our current customers and potential new customers to ensure the success of our relationship and contract.

Requirements for National Cooperative Contract

A specific call to action with additional details will also be developed and communicated to the Government regional leadership teams explaining implementation strategies and plans for the new Master Agreement. ii. Training and education of your national sales force with participation from the executive leadership of your company, along with the National IPA team within first 90 days.

In addition to our Project Schedule, (see Attachment CHESS and National IPA Project Schedule), Grainger will train and educate our national government sales force and the National IPA team on the features and benefits of our new CHESS Master Agreement. The training plan includes two main phases, as detailed here:

Weeks 1-12
Phase 1: Grainger will work with CHESS and the National IPA team to develop training materials to incorporate the benefits, products and services provided under the new Master Agreement. Online training materials will be developed to allow for delivery through a Web-Ex format which will then be presented on a regional basis to the national audience. The training materials will provide a complete overview of the new Master Agreement and how the Grainger team members can continue to deliver great service and solutions.

Training Materials include:

1. Detailed marketing brochure

2. Co-branded one page customer-facing marketing flyer

3. Internal Contract Overview PPT Deck for Grainger training

4. Update National IPA Landing Page with CHESS award details to educate potential customers
Phase 2: Training will be rolled out regionally, with endorsement from Grainger and National IPA executive leadership, to all Grainger and National IPA customer-facing employees and phone associates. Our eCommerce customer service representatives will also go through the training to ensure consistency of experience in delivering the e-Commerce solutions. Other teams that will be trained include: Customer Service (Call Centers and Branches), Inventory Management, Emerging Small Business, Minority Business Enterprise, Women Business Enterprise, And Disabled Veteran Owned Business (ESB/MBE/WBE/DV & DBE) Team and others necessary for a seamless contract launch
All training will be tracked to ensure that all national sales employees have successfully completed the training and have a full understanding of how to bring the new program under the Master Agreement to market for our mutual customers.

B. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to market the Master Agreement to current Participating Public Agencies, existing Pubic Agency customers of Supplier, as well as to prospective Public Agencies nationwide immediately upon award, to include, but not limited to:

Grainger will leverage proven processes and practices to ensure seamless transitions to the contract for CHESS and National IPA Members and application of an efficient and effective onboarding for new participating Members. Our objective is to make it easier for more CHESS and National IPA Members to adopt the new contract through a three phase Requirements for National Cooperative Contract

implementation approach:

Phase I: Execute Affiliation Document & Marketing
Timeline: First 30 Days
Goal: Promote and leverage the value of the CHESS / National IPA contract, obtain and sign Affiliation documents and activate contract terms.

Through Grainger’s dedicated government sales force, digital marketing and trade publications, Grainger will target current CHESS and National IPA entities and explain the benefits of the new master agreement so each entity can realize the new contract’s value. First, Grainger’s Government Sales Manager’s will prioritize Grainger’s current CHESS and National IPA Entities. Second, Grainer will pursue the remaining entities that currently do not participate under the CHESS or National IPA contract.

Day 1 – 30: CHESS and National IPA Implementation Kick-off Grainger Resources: Grainger Leadership Team, Government Sales Managers, Account Managers; Account Relationship Managers, Customer Service, Corporate Communications Team, Marketing Team Grainger Actions
• Conduct national conference calls internally with Grainger Executives providing the details of the CHESS / National IPA agreement and implementation plan. The agenda includes an overview of the products and services that Grainger will provide Members, a list of key Member leaders, and specific assignments for the Grainger Executive team to promote the new contract • Conduct national conference calls internally with Grainger Government Sales Force Training will be rolled out regionally, with endorsement from Grainger and National IPA executive leadership, to all Grainger and National IPA customer-facing employees and phone associates.

Our eCommerce customer service representatives will also go through the training to ensure consistency of experience in delivering the e-Commerce solutions. Other teams that will be trained include: Customer Service (Call Centers and Branches), Inventory Management, Emerging Small Business, Minority Business Enterprise, Women Business Enterprise, And Disabled Veteran Owned Business (ESB/MBE/WBE/DV & DBE) Team and others necessary for a seamless contract launch
• Execute Co-branded Marketing Plan to educate customers on the benefits of the new Master Agreement through digital marketing and trade publications.  Activate CHESS and National IPA dedicated online portal as a tool to educate customers on the benefits of the contract and tools and resources to assist in the Affiliation process.

CHESS and National IPA Existing and New Participating Members  Grainger will leverage its 500+ strong Government sales force to promote and launch the contract through email and face to face meetings with CHESS customers.  Continue to engage and market to unaffiliated customers to highlight and explain the benefits of the new CHESS and National IPA.
 Co-brand marketing material created and delivered through social media, Grainger website (www.Grainger.com), and other media channels.
 Lead regional calls between Grainger and National IPA to review affiliation progress, new targets and customer satisfaction.

• Work in coordination with CHESS and National IPA to identify trade shows, conferences or publications to market the new agreement.
• Activate pricing for affiliated customers within 48 hours of affiliation to new contract.

Requirements for National Cooperative Contract

Phase II: Identify and Execute Cost Savings Solutions
Timeline: 30 - 90 DAYS
Goal: Understand customer’s goals and initiatives to allow Grainger to leverage the full value of the contract to our customers.
• Grainger will leverage its 500+ strong Government sales force to understand customer goals and initiatives to align the appropriate resources to implement cost saving and valued add solutions. • Leverage sales tools, resources and reporting capabilities to ensure Grainger sales force is touching all potential contacts within each customer to explain the benefits of the Master Agreement. • Begin conducting Quarterly Business Reviews to measure progress, review cost savings and check and adjust to meet objectives.

Phase III: Check & Adjust with CHESS and National IPA
Timeline: 90 and above
Goal: Ensure progress towards mutually agreed upon goals and continuous improvement. • Continue program marketing and participation in trade shows, conferences and other events to promote the contract.
• Facilitate monthly regional calls between Grainger and National IPA field sales to review affiliations, new targets and opportunities for improvement.
• Development marketing plan between Grainger and National IPA to target key unaffiliated customers. i. Creation and distribution of a co-branded press release to trade publications Grainger will continue to work with and support CHESS and National IPA to develop and distribute a new co-branded press release within the first 10 days (Phase I) after a contract award. Grainger, CHESS and National IPA will identify a targeted list of publications for the press release and other related communications. ii. Announcement, contract details and contact information published on the Supplier company website within first 90 days
Upon award, Grainger will publish an announcement to our employees on our dedicated internal corporate website highlighting the features and benefits of the new Master Agreement. (Phase I) In conjunction, Grainger will also update the dedicated National IPA page on our internal corporate website to assist in the training of our Sales team on the new features and benefits of the Master Agreement. iii. Design, publication and distribution of co-branded marketing materials within first 90 days
Grainger will work with CHESS and National IPA marketing team to update the dedicated National IPA landing page within the first 30 days of award. (Phase I) This dedicated landing page will provide customers with the features, benefits, products and services offered through the Master Agreement. This portal will allow customers an easy access through the affiliation process.

Grainger will collaborate with the National IPA to continue and enhance a Go-To-Market plan that will include multiple marketing channels such as collateral materials, e-mail II
III
Requirements for National Cooperative Contract

communications and web content to ensure a keen awareness of the new program and usage of the new agreement. (Phase I)
iv. Commitment to attendance and participation with National IPA at national (i.e.

NIGP Annual Forum, NPI Conference, etc.), regional (i.e. Regional NIGP Chapter Meetings, etc.) and supplier-specific trade shows, conferences and meetings throughout the term of the Master Agreement
Grainger will continue to exhibit and staff a booth at the NIGP Annual Forum as well as other national and regional trade shows. Grainger will also continue to assist and develop a strategy with CHESS / National IPA by providing the same level or greater assistance to the overall promotion and marketing effort with regard to mutually agreed-upon national and regional trade shows.
v. Commitment to attend, exhibit and participate at the NIGP Annual Forum in an area reserved by National IPA for partner suppliers. Booth space will be purchased and staffed by your company. In addition, you commit to provide reasonable assistance to the overall promotion and marketing efforts for the NIGP Annual Forum, as directed by National IPA.

Grainger will continue to assist National IPA in the overall promotion of the NIGP Annual Forum by providing the same or greater assistance to the overall promotion and marketing effort as mutually agreed-upon by the parties. Grainger will exhibit and staff a booth at the NIGP Annual Forum. Additionally, Grainger will continue to work with National IPA to participate in additional trade shows that are mutually beneficial. vi. Design and publication of national and regional advertising in trade publications throughout the term of the Master Agreement A new joint advertising plan will be developed in collaboration with CHESS and National IPA and implemented upon contract award, including, but not limited to, the design and publication of national and regional advertising in trade publications as mutually agreedupon by the parties. (Phase I) vii. Ongoing marketing and promotion of the Master Agreement throughout its term (case studies, collateral pieces, presentations, promotions, etc.) Grainger will continue to work in conjunction with National IPA on the successful marketing and promotional efforts that have been implemented over the term of our current contract. Grainger is also committed to working on developing new co-branded material that would benefit all parties including Participating Public Agencies. Such efforts may consist of case studies, collateral pieces and presentations. (Phase III) viii. Dedicated National IPA internet web-based homepage on Supplier website with:
• National IPA standard logo;
• Copy of original Request for Proposal;
• Copy of contract and amendments between Principal Procurement Agency and Supplier;
• Summary of Products and pricing;
• Marketing Materials
• Electronic link to National IPA’s website including the online registration page;
• A dedicated toll free number and email address for National IPA Grainger will continue to house and develop enhancements to the existing National IPA landing page which can be accessed via the following link: www.grainger.com/nationalipa Requirements for National Cooperative Contract

This landing page features the National IPA standard logo, a summary of products and pricing, marketing material, an electronic link to National IPA’s online registration page, new products, a contract overview and live links to solutions to assist National IPA and Participating Public Agencies to reduce facilities costs (i.e. Inventory Solutions, Site Audits). (Phase I)
The dedicated landing page on Grainger.com for the National IPA contract helps market the contract and provides Participating Entities or potential Participating Entities helpful information regarding the contract.

The landing page information may be used to communicate and create awareness of the contract benefits to National IPA and Participating Public Agency customers, including information regarding products and services available through the new Master Agreement. The homepage will also include the following dedicated email address for National IPA: [email protected]
Grainger’s dedicated customer service toll free number (800-GRAINGER) will be included and available on the National IPA landing page.

The CHESS / National IPA contract will be highlighted and marketed along with the other National IPA contracts for potential customer affiliates. Affiliation information will be provided in the HOW TO PARTICIPATE section of the landing page, . (Please see the following graphic)
CHESS contract
information will
be added to the
National IPA
Grainger landing
page.

Requirements for National Cooperative Contract

The landing page presents ❶ General contract information, ❷ Value-added services, and ❸ How to affiliate to one of the National IPA contracts – The CHESS / National IPA information will be added here.

C. Describe how your company will transition any existing Public Agency customers’ accounts to the Master Agreement available nationally through National IPA. Include a list of current cooperative contracts (regional and national) your company holds and describe how the Master Agreement will be positioned among the other cooperative agreements.

Upon award, existing Grainger customers that are purchasing products under the existing UC Systems contract will transition over to the new Master Agreement from the first day the terms and conditions of this contract take effect. All new public entity customers that would like to use the CHESS and National IPA Master agreement and its terms will execute an affiliation document. Affiliation declaration can be done electronically through:

1. Dedicated National IPA landing page

2. Grainger.com

3. Hard copy.

Grainger will support all customers who choose to access our broad product line through the CHESS / National IPA MRO Supplies contract. Grainger holds contracts with other national cooperatives, such as NASPO, E&I, NJPA and TCPN. However, as stated above, Grainger will support the National IPA cooperative contract in all noted market segments based on the customer’s decision to utilize the National IPA Master Agreement.

D. Acknowledge that your company agrees to provide its company/corporate logo(s) to National IPA and agrees to provide permission for reproduction of such logo in marketing communications and promotions. Acknowledge that use of National IPA logo will require permission for reproduction, as well. ❶
❷
❸
Requirements for National Cooperative Contract

Upon contract award, Grainger will provide National IPA with Grainger’s corporate logo and updated use requirements.

E. Supplier is responsible for proactive direct sales of Supplier’s goods and services to Public Agencies nationwide and the timely follow up to leads established by National IPA. All sales materials are to use the National IPA logo. At a minimum, the Supplier’s sales initiatives should communicate:

Grainger will continue to educate its sale force on the key features and benefits of the CHESS and National IPA contracting process as well as the benefits of National IPA membership.

Grainger requires that the Public Sector sales team members have knowledge, at a minimum, of each of the following:
i. Master Agreement was competitively solicited and publicly awarded by a Principal Procurement Agency
ii. Best government pricing
Competitive Market pricing – Grainger’s prices for items sold to Buyer will not exceed the price for the same or similar items sold to other government customers for the same of similar quantities of product in a similar product mix, under the same or similar terms and conditions. Buyer acknowledges, however, that due to the vast number of items sold by Grainger and Grainger’s extensive customer base, as well as the different ways customers structure requests for proposals and bids, Grainger cannot assure any buyer that items sold to other customers for products will not be sold at a better price or discount. Even within the Master Agreement, since Grainger will provide Customized Market Baskets as noted above, NIPA Participating Agencies will receive different pricing and discounts on products. This is also true for other customers. iii. No cost to participate
No cost to participate
iv. Non-exclusive contract
Non-exclusive contract - Grainger will conduct and lead monthly calls with each National IPA Regional Sales team regarding business topics such as leads, targets and membership needs pertaining to the Master Agreement. It is Grainger’s expectation that both Grainger’s Sales team and the National IPA Sales teams continue to participate actively during these calls to move our mutual business forward.

F. Supplier is responsible for the training of its national sales force on the Master Agreement. At a minimum, sales training should include:
i. Key features of Master Agreement
ii. Working knowledge of the solicitation process
iii. Awareness of the range of Public Agencies that can utilize the Master Agreement through National IPA
iv. Knowledge of benefits of the use of cooperative contracts Grainger has developed a team of Contract Enablement Managers (CEMs) to assist in facilitating contract Implementations. One of the goals of this team is to educate our sales team members on the contract requirements for the CHESS and National IPA Master Agreement, including key features, and administer a working knowledge of the solicitation process, awareness of the range of Public Agencies that can utilize the CHESS and National IPA Master Agreement and the benefits that cooperative contracts offer our customers.

A national kick off call will be held by the CEM to develop and present the sales force training plan. Grainger’s national sales force will be trained through scheduled local, regional and national webinar sessions where all aspects of the new CHESS / National Requirements for National Cooperative Contract

IPA Master Agreement will be reviewed. Specific regions, such as California, will hold in-person kick off meetings coordinated with the Grainger CHESS primary Government Sales Account Manager. (Phase I)
Once implementation training is completed, regularly scheduled team status meetings will be held on an ongoing basis throughout the life of the contract in support of the CHESS / National IPA Master Agreement. New Grainger team members will be brought up to speed on the Master Agreement during these meetings. (Phase II) G. Provide contact information for the person(s), who will be responsible for:
i. Marketing
ii. Sales
iii. Sales Support
iv. Financial Reporting
v. Contracts
Grainger will continue to support our successful partnership with both UC Systems and National IPA in the joint CHESS and National IPA Master Agreement, with one point of contact that will coordinate all sales support efforts including, but not limited to, marketing, sales, sales support, financial reporting and contracts.

Primary POC – National IPA
Pankil Desai
Sr. Government Sales Manager
Email: [email protected]
Phone: 847-309-4722
Pankil Desai will coordinate all Grainger resources to support the various requirements of the CHESS / National IPA Master Agreement.

Secondary POC – Backup
Denise Childress
Government Sales Manager
Email: [email protected]
Phone: 520-205-2023
H. Describe in detail how your
company’s national sales force is
structured, including contact
information for the highest-level
executive in charge of the sales
team.

Grainger has a dedicated sales
organization focused on Government,
Healthcare and Education-based
customers. The sales personnel under
this organization are trained on the
specific requirements of this segment
including procurement integrity, ethics
and contract compliance.

Grainger’s Government Sales
Organization is divided into 3 regions –
West, South Central and Northeast to
ensure service to CHESS Participating
Entities. We have coverage in all time
zones including 24/7 online, phone and
email support.

Grainger’s Government Regional Sales Coverage
Requirements for National Cooperative Contract

Government-dedicated Grainger sellers manage and service the contract through an experienced team of over 500 government sellers, throughout all 50 states, Washington D.C. and US Territories. Grainger provides full geographic coverage to all state, local, and education government Members.

In the rare event that an Account Manager cannot be reached, the local Market Manager and the branch staff are available for assistance. If a situation arises outside of normal business hours, CHESS / National IPA and participating Public Agencies will have access to the Grainger emergency line, 1-800-CALLWWG. This line is answered live 24/7 and a local branch manager will be contacted to immediately take care of your emergent need.

Grainger’s Customer Service Representatives will be available 24/7 via a toll free number; fax and email in each time zone for CHESS Participating Entities.

For CHESS Participating Entities with KeepStock® Inventory Management solutions, Grainger’s Onsite Service Representatives are available during normal business hours at member specific locations to help customers manage their inventory, place orders and provide other assistance as needed.

Please see Attachment Grainger’s National Government Sales Force for Grainger’s Government Sales Organization Chart.

The contact information for the highest level executive responsible for Government sales is:

Ben Nichols
VP Government
847-535-1222
[email protected]
I. Explain in detail how the sales teams will work with the National IPA team t o implement, grow and service the national program.

1. Grainger’s primary Sr. Government Sales Manager will conduct regularly scheduled meetings with CHESS and National IPA team and our account team to ensure open communication and effective deployment of the strategy and related plans.

2. Facilitate monthly regional calls between Grainger and National IPA field sales to review affiliations, new targets and opportunities for improvement.

3. Grainger will also participate in mutually agreed-upon Business Reviews with CHESS and National IPA Participating Entities to review reports and align objectives.

4. Continue to enhance joint-marketing plan between Grainger and National IPA to target key unaffiliated customers.

5. Continue program marketing and participation in trade shows, conferences and other events to promote the contract.

6. Continue to collaborate and educate National IPA team members about all Grainger resources, solutions, and capabilities.

J. Explain in detail how your organization will manage the overall national program throughout the term of the Master Agreement, including ongoing coordination of marketing and sales efforts, timely new Participating Public Agency account set-up, etc.

Grainger will continue to support our successful partnership with one point of contact who will manage the overall national program and all marketing and sales efforts for the entire term of Requirements for National Cooperative Contract

the Master Agreement. This will also include coordinating any and all other resources that could or will contribute to the success of our new agreement.

Grainger will continue to collaborate with National IPA and Participating Public Agencies on a comprehensive marketing communication plan, including objectives and target goals. The marketing communication plan will ensure high awareness and usage of the Master Agreement by Participating Public Agencies by continuing to include multiple channels such as collateral materials, e-mail communications, participation in trade shows and web content.

Grainger has an established framework to support all Participating Entities who affiliate to the CHESS master contract. The Participating Entity-aligned Grainger seller will engage with the entity and also engage any necessary resources to address customer inquiries or solutions.

The following chart explains all Government- aligned Grainger team members and their responsibilities:

Grainger’s Government Teams
Dedicated Government Resource Role/Responsibility VP
VP, Government
Sales (1)
Responsible for all aspects of Grainger’s business with our Government customers and for creating and fostering partnerships with our Government customers and understanding their MRO needs. Also ensures Government account representatives are properly trained and understand their customer’s procurement processes and ethics rules.

SUPPORT
Regional
VP, Government
Sales (RSVP) (3)
Responsible for all aspects of Grainger’s Government within their particular region (Northeast, South Central, and West). RSVPs facilitate and guide their sellers to ensure that the Members’ and other customers’ needs are met. Assist sellers with critical processes such as contract implementation, and new program deployment.

REGIONAL
Directors,
Government Sales (4)
Responsible for Grainger’s Government contracts in their aligned region (Northeast, South Central, and West and inside sales). Manage Government Sales Managers aligned to all of the states and engage with government procurement directors and other key procurement leaders to ensure that Grainger is meeting Members’ needs.

Govt. Sales Mgr.
(GSM) & Sr. Manager,
Govt. Sales (41)
100% dedicated to CHESS and have the lead for ensuring the success of our contract working directly with CHESS leadership.

Govt. District Sales
Mgrs. (DSM) (38)
Responsible for managing the Government dedicated front line sales force. Help promote the NAPSO ValuePoint contract and coach and guide their aligned sellers to grow the CHESS business in their aligned geography.

Govt. Account Mgr.
(GAM) (353)
Grainger’s sale’s team members working face to face with CHESS Participating Entities and are dedicated to serving and addressing customer’s MRO needs.

Govt. Account
Relationship Mgr.
(GARM) (69)
Grainger’s sale’s team members working virtually, generally on the phone with customers, and are dedicated to serving and addressing customer’s MRO needs and growing the CHESS contract by demonstrating its and Grainger’s value as their partner of choice.

Govt. Site
Relationship
Mgrs.(GSRM), Field
Sales Reps (FSR) &
Govt. Sales Account
Reps (GSAR) (9)
Partner with Government Account Managers to help support Members, particularly at large Member locations. They perform the same sales and service activities as a Government Account Manager, but focus more on those Members and buyers at a specific location.

Sr. Government
Program Manager (1) Manages the Public Safety Program and also supports all Government sellers.

Govt. Program
Managers –Safety
(GPM) (6)
Responsible for executing our safety strategy.

Govt. Contract
Enablement Mgrs.

CEM) (6)
Responsible for assisting the SR. GSM (CHESS) with contract implementation. Activities include cross functional project management, development of implementation plan, stakeholder’s management and progress reporting to ensure all Members within a state can readily and quickly access the benefits of the CHESS contract.

Government
Sourcing Manager (2)
Responsible for managing the Government Sourcing Specialists to ensure that those Members seeking Grainger’s sourcing service.

Government
Sourcing Specialist
Respond to all requests for product not available in Grainger’s catalog. Activities include researching product requests and ensuring products meet Members’ requirements.

Requirements for National Cooperative Contract

Primary Contract Management
Responsibility to Manage the CHESS Contract
Title Name Geography Email / Phone / Phone
Sr.

Government
Sales Manager
Pankil Desai National
[email protected]
(847) 309-4722
26 Years’ Experience with Grainger
• Sr. Government Sales Manager
• District Sales Manager
• Government Sales Manager
• Government Account Manager
Government
Sales Manager
Denise Childress California
[email protected]
(520) 205-2023
36 Years’ Experience with Grainger
• Government Sales Manager
• Experienced in Higher Ed with current alignment to Higher Ed • Experienced in large multi-site account management
• Branch Manager
K. State the amount of your company’s Public Agency sales for the previous fiscal year.

Provide a list of your top 10 Public Agency customers, the total purchases for each for the previous fiscal year along with a key contact for each.

Grainger’s Government and Public Agency business in 2017 totaled $1.9 billion. Grainger has contracts with 50 States, numerous Local government entities, as well as the Federal government. Grainger’s Public Sector sales organization, supported by approximately 500 professional Government Account Managers, is solely dedicated to servicing government customers.

The Government sales organization has been in place since 2005 and has allowed Grainger to focus on the unique needs of the government customer while gaining insight into, and expertise in, government procurement. Grainger’s Government team members receive annual compliance training to ensure that they know and understand our customers’ requirements and can meet our customers’ ethical standards. Grainger takes seriously its commitment to its customers and the dedicated Government sales organization ensures government customers can count on Grainger to meet those promises.

Grainger will provide names and addresses of our top Government, Healthcare and Education customers upon contract award and after permission is received from such customers to release this information.

L. Describe your company’s information systems capabilities and limitations regarding (28)
Dedicated
Government
Customer Service
Representatives
(CSR) (60)
Responsible for addressing customers’ inbound inquiries (Phone, Email, Fax and Chat). Customer inquiries may include but not limited to product identification, order management, account management, product returns and assistance on Grainger.com, among others.

Sr. Managers,
Government Strategy
(4)
Responsible to develop the programs to assist the sales team and Members in meeting their MRO needs. This team researches the needs and challenges of different public sector sub-segments including State, Local, Federal, K/12 and Higher Education and develops programs to help them better meet their MRO needs.

Customer Life Cycle
Managers and
Commitment
Management (5)
Responsible for supporting the Government sales team with bid and contract development.

CLPM activities include but are not limited to cross functional project management, risk assessment that includes operational and financial viability and proposal development.

Requirements for National Cooperative Contract

order management through receipt of payment, including description of multiple platforms that may be used for any of these functions.

Grainger is well positioned to support today's e-commerce market and to continue to be an innovator in the MRO market. With its eCommerce capabilities and its distribution support, customers may choose to call, fax, walk-in, order over the Internet through Grainger.com, place an EDI order or order through a procurement solution such as Ariba, SAP or Oracle and be confident they are receiving the customer service Grainger has built its business on for 90 years.

Grainger.com - At the heart of Grainger’s eCommerce solutions is Grainger.com. Our online ordering solution allows users to find the products they need, compare like items, and purchase products efficiently. Users can also access real time availability and track purchase history. This solution is available on a desktop computer as well as on mobile devices Advanced Features of Grainger.com include order approval, workflow, spend limits and reporting features. All features are provided for no additional cost. Improve control over spend and increase contract compliance with these features.

Grainger Mobile App - Grainger has as an app for iPhone and Android devices as well as a mobile site, optimized for use on any smartphone.

Your employees now have access to an optimized Grainger.com no matter the location: job site, truck, plant floor, and garage or maintenance shop. Using the new mobile website or app, employees can log into their account, view pricing, confirm local product availability, approve pending orders, and check out – with the product ready for pickup at a Grainger branch or shipped directly to their office or job site. eProcurement - Grainger offers the ability to integrate its General Catalog and buying process with customers’ purchasing and ERP systems. Grainger connects to customers through electronic marketplaces, exchanges or enterprise purchasing software systems using universal technology standards such as EDI and cXML.

Grainger.com Benefits: Some of the benefits that Grainger.com provides are listed below. • Access to over 1,600,000 products for each of your US sites • Your specific Grainger Agreement pricing
• Ordering 24 hours per day – Online customers can send orders anytime. Orders are processed during normal Grainger branch hours. This allows for quick and easy ordering when convenient for each of your locations, during or after standard business hours, or during busy Grainger branch times.
• Up-to-date pricing - Any customer who accesses Grainger.com and logs in can see their specific pricing and sale pricing, if they apply, which are in effect at the time. This stops your locations from having to call any Grainger branch or sales person to check prices.
• Item Comparison - Customers placing orders through Grainger.com may take advantage of our website’s Item Comparison function. Products and their attributes, including price, are arranged in an easy-to-read chart for fast comparison and selection.

Use of your Grainger account number while navigating our website ensures an accurate comparison of your discounted pricing for each item.
• Product Availability – Real-time Availability allows you to make informed purchasing decisions during checkout on Grainger. When any of your locations completes an online order, the system will show whether the complete order is or is not available at the selected Grainger branch or branch link cluster. This also assists in eliminating your Requirements for National Cooperative Contract

locations from having to call a Grainger branch or sales person to check product availability.
• Easy and Secure Ordering - Open account or credit card, order confirmation, saved order form – Your locations can pay for their online orders through their already established open account with Grainger or credit card. They will receive an email order confirmation and their online order form is saved for up to 24 hours. This will provide your locations with the payment options they need and the service levels they expect from Grainger. Grainger’s encryption technology ensures secure online ordering and payment processing by encrypting customers critical financial information before transmission. So, even if someone were able to intercept a transmission, they would not be able to use it.

A screen shot of Grainger.com. Products are easy to find, easy to search and quickly ordered.

The Search feature is located right at the top of the page for quick assistance. • Order Status – Grainger.com customers can check the status of online orders by date, Purchase Order number, online reference number or item number. By using your PO number you can check the status of orders you placed by phone, fax or at a branch. One click transfers your order information to UPS for instant shipping information. • Order Confirmation and Shipment Notification Emails – Grainger provides an email notification for every order placed online. The Order Confirmation notification includes the Order Number, Order Details, Item Availability and Shipping Location. The Shipment Confirmation contains the updated status of each line on the order as well as the Tracking number for the shipment(s)
• Order History - You have easy access to your Order History from any page on the site.

Simply log in and click on the Order History link in the "Your Profile" box. Search for orders containing a particular item number; sort by any column; add previously purchased items to an order or a personal list; or view item details, which now include a product image. The Order History page displays a list of all your online orders within the past 2 years. (Order History will not reflect orders placed over the phone or at your local branch.)
• Click to Call/Chat – Our new “Click to Call/Chat” feature layers Requirements for National Cooperative Contract

the great service provided to you on the phone and in the branches into Grainger.com. If any of your employees have a question when shopping on the site – about products, technical specifications, or account information – a knowledgeable representative is just a click away. Employees can chat instantly online with a Grainger representative, or enter a phone number for immediate dial back for a live conversation. • Auto Reorder - Auto-Reorder is a feature that helps you make sure you don’t run out of the products you need by allowing you to set up recurring orders. You decide exactly how much you need and how often you need it, and we'll take care of the rest. You'll always receive email notifications before your order is automatically replaced, and you can adjust or cancel orders at any time.
• Product Reviews and Ask & Answer - Product Reviews on Grainger.com mean you can get honest feedback from other people who have used our products. Now you have access to information that will help you make more informed buying decisions and provide feedback that will help us serve you better. With Ask & Answer, you now have the expertise of fellow customers, Grainger staff and other contributors to help guide you through all of your toughest product-related questions. • eQuotes – Lets you view your actively quoted items and easily add those items to an order on Grainger.com or your procurement system. You can also leverage the Grainger.com Order Management System to electronically route orders with quoted items for internal approval.
• Product technical support – Any of your locations can email a product question directly to Grainger online. The questions are forwarded by email, to the appropriate subject matter expert, who in turn responds. This type of email product support saves you time and money.
• Product search capabilities and Matchmaker selection guidelines – Grainger.com’s unique advanced Search feature allows each participating location to search by keywords, brand, product category, or Grainger catalog page number. This feature allows you to view the full Grainger catalog page. Other search features allow the search by Grainger item number or manufacturer model number. Enhanced features help you find items within certain product categories based on specifications needed. This helps you save significant time by not having to page through a catalog or an index, or having to call for help to find one of these products.
• Grainger branch locator – Any of your locations can enter their zip code, area code, or state, and they will obtain information on the nearest Grainger branch along with the address, telephone and fax numbers, and a map to that location. • Supplier Diversity Products –
Grainger.com offers easy access to a wide
range of quality products from small, disabled, minority, and women-owned businesses that participate in Grainger's Supplier Diversity Program. You simply enter the words “supplier diversity” in the grainger.com search bar to see the full assortment of products available from our diversity manufacturers. These can be reported to you as Direct Tier 2 supplier diversity spend
• Custom Product Center – Allows you the ability to configure select products based on specific requirements by using a web interface to you from item attribute selection to order. Configurable products include Air Filters, Band Saw Blades, Hard/Safety Hats, Pipe Markers, Property Id Tags, Safety Signs, Traffic Signs and Valve/Key Tags. • Global Safety Data Sheets (GSDS) and Catalog requests – Each of your locations can view or print GSDS as well as request the Grainger General Catalog online. • Multiple users per customer account – When any of your locations registers online with Grainger, that person becomes the customer location “agent”. This can add one or more people as “users” to place orders under the same Grainger account number. This Requirements for National Cooperative Contract

allows for efficient ordering by only the properly authorized users within each of your locations.

Advanced Features of Grainger.com
In addition to all the great features above, Grainger.com offers enhanced features for greater purchasing control and a customized experience, through Grainger Procurement Solutions (GPS). GPS is a targeted eCommerce solution that provides companies with greater purchasing control. Through customizable spend management and order visibility functionality, GPS aims to help customers manage expenses more efficiently allowing you to create customizable order approval workflows and spend limits per user.

The features and benefits of GPS include:
• Order Management System -. Order Management System (OMS) on Grainger.com allows you to manage spend through spend limits and order approvals. Grainger has a support team in place to help in the creation of users as well as building the approval workflows. We have experience creating simple 1-to-1 user-to-approver workflows, to complex multi-user to a single approver, multiple approvers or even a reviewer.

There are multiple ways to the Order Management system: from allowing Full Rights Users the ability to create users and approvers directly on the site, to Walk-up options that allow users self-register via an account number or we can upload users through an Excel template that you can populate. Grainger works with you during the implementation phase to determine the best way to create the user ids, approvers and workflow that meet your needs.

Grainger Order Management System Helps You:
√ Manage one sign-in system for both your online and KeepStock® solution orders
√ Create up to 4 levels of order approvals
√ View your order history for all your Grainger orders
√ Set spend limits for multiple users
√ Track the status of your order
√ Change delivery information for standard shipping orders √ Set order approval controls
√ Receive order confirmations
Requirements for National Cooperative Contract

• Personal & Shared Lists – Grainger.com offers customers the opportunity to create personalized lists of frequently purchased items and share those with others on the account for simplicity of repeat ordering.
• Custom Catalog – Custom catalogs direct users to the best value items or to restrict items that should not be ordered. Users can choose to view only Your Products. • Customized Account Settings - Set up your OMS with the line item details you choose, such as GL, Cost Centers, COPS and more.
• Multi-User Management and Approval
• Custom Home Page and landing pages – Grainger can customize the user experience by enabling customer specific content on the home page of Grainger.com. Grainger can also set certain pages as the default landing page for the Grainger.com experience. • Reporting (Order History Download) Easy access to detailed order history information such as Order, Shipping, Payment, Product, Price/Qty, Account Defaults, etc. • Mass Registration – For customers with large numbers of users, Grainger can complete a mass registration of those users for quicker start up.

Mobile Application
Get access to over
1,000,000 products with
the smartphone app from
Grainger. Now it’s even
easier to quickly find and
order products, view your
account pricing and
check product availability
from anywhere.
• Pending Orders -
View pending Order
Management
System orders that
require your attention and quickly approve them regardless of your location.

Requirements for National Cooperative Contract

• Lists - Access the same personal and shared lists you already use on Grainger.com® to quickly reorder products.
• Order History - Access orders you have placed online within the past 18 months to check order status or reorder the same products.
• Live Chat with Photo - Have questions about a product? Engage in a chat, upload a photo and get answers from a Grainger Representative on the spot. • Barcode Scanning - Need to reorder a product from Grainger quickly? Scan the product barcode and drop it right into your cart.
• Real-Time Product Availability - View this feature from the product search results to get an expected ship arrival date or to find out the closest branch that has it in stock. • Find A Branch - Quickly find branches based on your location, zip code, area code or even state. No need to stop and ask for directions—you can access turn-by-turn directions from your current location.
• Integrated Cart - When you’re signed in to Grainger.com, what you do on your phone is also available on your desktop, and vice versa. You can add products to your cart before you hit the road. When you arrive at the job site to confirm they’re the one you need, open the app to access your cart and check out.

Available now for your iOS or Android mobile
device, download the Grainger mobile app today!
eProcurement
eProcurement solutions automate the purchase and invoicing of MRO purchases, eliminating many of the manual steps involved in processing transactions, and increasing data accuracy.

With eProcurement, companies are able to control spend more effectively, increase the amount of spend being managed, reduce purchasing agent overhead and improve requisitionto-order cost and cycle time. Grainger offers the following eProcurement solutions and services:

Electronic marketplaces: Grainger connects to customers through electronic marketplaces, exchanges or enterprise purchasing software systems using universal technology standards such as cXML. Customers can “Punch-Out” to Grainger’s online catalog, create a requisition and return the shopping cart back to the marketplace for review and approval.

Direct connections to customers’ Enterprise Resource Planning (ERP) systems:

Grainger offers the ability to integrate its General Catalog and buying process with customers’ purchasing and ERP systems. Customers who wish to “Punch-Out” directly from their ERP can access Grainger’s online catalog and return the shopping cart back to their purchasing system to manage the order workflow.

Grainger can provide Oracle R12, and a scoping call with our e-business integration team to determine specific need and customization will ensure proper integration. Our experience with over 125 customer platforms (including those in the graphic below) gives us an end-to-end integration capability to drive streamlined processes resulting in cost savings through productivity enhancements and reduction of direct ordering cost. We have a dedicated team of experts that will assist with customization and implementation.

These are some of Grainger’s supported ERP and Supply Chain/Procurement Networks (A complete list is available upon request):

Requirements for National Cooperative Contract

Supported eProcurement Transactions: Grainger also supports custom non-standard transactions on a per request basis, in addition to the following standard transaction sets:
• Invoice - 810 ANSIx12, cXML , xCBL
• Payment (CTX Format ONLY) - 820 ANSIx12
• Remittance Advice - 824 ANSIx12
• Purchase Order - 850 ANSIx12, cXML, xCBL
• Purchase Order Acknowledgement - 855 ANSIx12, cXML, xCBL • Ship/Bill Notice - 856 ANSIx12
• Functional Acknowledgement - 997 ANSIx12
Grainger can currently support up to an ANSI X12 version 5050.

Grainger can currently support most versions of cXML.

Grainger supports xCBL 3.5 version.

Technology Standards Electronic Catalog Formats
cXML OCI UNSPSC CIF
EDI Transaction Sets:
810, 820, 824, 850, 855, 857, 860,
997
Punch-Out xCBL Delimited
M. Provide the Contract Sales (as defined in Section 10 of the National Intergovernmental Purchasing Alliance Company Administration Agreement) that your company will guarantee each year under the Master Agreement for the initial three years of the Master Agreement (“Guaranteed Contract Sales”).
$ .00 in year one
$ .00 in year two
$ .00 in year three
This RFP response has been specifically tailored for National IPA and Participating Public Agencies with a focus on city, county and education customers. Upon contract award, the Master Agreement will be offered as an option to National IPA’s Participating Public Agencies. Further, Grainger will work with the National IPA in marketing the contract with a goal of trending growth.
.

To the extent Supplier guarantees minimum Contract Sales, the administration fee shall be calculated based on the greater of the actual Contract Sales and the Guaranteed Contract Sales.

N. Even though it is anticipated that many Public Agencies will be able to utilize the Master Agreement without further formal solicitation, there may be circumstances where Public Agencies will issue their own solicitations. The following options are available when responding to a solicitation for Products covered under the Master Agreement.
i. Respond with Master Agreement pricing (Contract Sales reported to National IPA).

Requirements for National Cooperative Contract

If the customer solicitation allows for a cooperative response and Grainger and National IPA have identified this customer as a mutual target, Grainger will respond with the National IPA Master Agreement pricing. ii. If competitive conditions require pricing lower than the standard Master Agreement not-to-exceed pricing, Supplier may respond with lower pricing through the Master Agreement. If Supplier is awarded the contract, the sales are reported as Contract Sales to National IPA under the Master Agreement.

In addition to the response above, Grainger can respond with the CHESS / National IPA Master Agreement and incorporate a key feature of our CHESS response: the ability to customize a specific market basket for that customer to achieve lower pricing on a select number of products. iii. Respond with pricing higher than Master Agreement only in the unlikely event that the Public Agency refuses to utilize Master Agreement (Contract Sales are not reported to National IPA).

In the event a public agency’s formal solicitation for Maintenance Repair and Operating supplies will not entertain a cooperative response, Grainger will respond with a competitive offer that relates to the committed volume stated in the solicitation and is responsive to other requirements in the solicitation.
iv. If alternative or multiple proposals are permitted, respond with pricing higher than Master Agreement, and include Master Agreement as the alternate or additional proposal.

In the event a public agency’s formal solicitation for Maintenance Repair and Operating Supplies will entertain alternative or multiple proposals, Grainger will evaluate the solicitation and respond with its best offer based on committed volume and other requirements of the solicitation. Our response may be a combination of a stand-alone response and the CHESS/National IPA Master Agreement. In some cases, it may be in the best interest of Grainger and/or the customer to respond with only the CHESS/National IPA Master Agreement.

Detail your strategies under these options when responding to a solicitation.

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS

EXHIBIT B- NATIONAL IPA ADMINISTRATION AGREEMENT, EXAMPLE Requirements for National Cooperative Contract

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY

ADMINISTRATION AGREEMENT
THIS ADMINISTRATION AGREEMENT (this “Agreement”) is made this day of 20 , between National Intergovernmental Purchasing Alliance Company (“National IPA”), and (“Supplier”).

RECITALS
WHEREAS, the (the “Principal Procurement Agency”) has entered into a Master Agreement dated , Agreement No , by and between the Principal Procurement Agency and Supplier, (as may be amended from time to time in accordance with the terms thereof, the “Master Agreement”), as attached hereto as Exhibit A and incorporated herein by reference as though fully set forth herein, for the purchase of (the “Product”); WHEREAS, said Master Agreement provides that any or all public agencies, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (collectively, “Public Agencies”), that register (either via registration on the National IPA website or execution of a Master Intergovernmental Cooperative Purchasing Agreement, attached hereto as Exhibit B) (each, hereinafter referred to as a “Participating Public Agency”) may purchase Product at prices stated in the Master Agreement; WHEREAS, Participating Public Agencies may access the Master Agreement which is offered through National IPA to Public Agencies;
WHEREAS, National IPA serves as the contract administrator of the Master Agreement on behalf of Principal Procurement Agency;
WHEREAS, Principal Procurement Agency desires National IPA to proceed with administration of the Master Agreement; and
WHEREAS, National IPA and Supplier desire to enter into this Agreement to make available the Master Agreement to Participating Public Agencies and to set forth certain terms and conditions governing the relationship between National IPA and Supplier.

NOW, THEREFORE, in consideration of the payments to be made hereunder and the mutual covenants contained in this Agreement, National IPA and Supplier hereby agree as follows:

DEFINITIONS

1. Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings given to them in the Master Agreement.

TERMS AND CONDITIONS

2. The Master Agreement and the terms and conditions contained therein shall apply to this Agreement except as expressly changed or modified by this Agreement. Supplier acknowledges and agrees that the covenants and agreements of Supplier set forth in the solicitation and Supplier’s response thereto

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS

EXHIBIT B- NATIONAL IPA ADMINISTRATION AGREEMENT, EXAMPLE Requirements for National Cooperative Contract

resulting in the Master Agreement are incorporated herein and are an integral part hereof.

3. National IPA shall be afforded all of the rights, privileges and indemnifications afforded to Principal Procurement Agency by or from Supplier under the Master Agreement, and such rights, privileges and indemnifications shall accrue and apply with equal effect to National IPA, its agents, employees, directors, and representatives under this Agreement including, but not limited to, Supplier’s obligation to obtain appropriate insurance.

4. National IPA shall perform all of its duties, responsibilities and obligations as contract administrator of the Master Agreement on behalf of Principal Procurement Agency as set forth herein, and Supplier hereby acknowledges and agrees that all duties, responsibilities and obligations will be undertaken by National IPA solely in its capacity as the contract administrator under the Master Agreement.

5. With respect to any purchases by Principal Procurement Agency or any Participating Public Agency pursuant to the Master Agreement, National IPA shall not be: (i) construed as a dealer, re-marketer, representative, partner or agent of any type of the Supplier, Principal Procurement Agency or any Participating Public Agency; (ii) obligated, liable or responsible for any order for Product made by Principal Procurement Agency or any Participating Public Agency or any employee thereof under the Master Agreement or for any payment required to be made with respect to such order for Product; and (iii) obligated, liable or responsible for any failure by Principal Procurement Agency or any Participating Public Agency to comply with procedures or requirements of applicable law or the Master Agreement or to obtain the due authorization and approval necessary to purchase under the Master Agreement. National IPA makes no representation or guaranty with respect to any minimum purchases by Principal Procurement Agency or any Participating Public Agency or any employee thereof under this Agreement or the Master Agreement.

6. National IPA shall not be responsible for Supplier’s performance under the Master Agreement, and Supplier shall hold National IPA harmless from any liability that may arise from the acts or omissions of Supplier in connection with the Master Agreement.

7. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NATIONAL IPA EXPRESSLY DISCLAIMS ALL EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES REGARDING NATIONAL IPA’S PERFORMANCE AS A CONTRACT ADMINISTRATOR OF THE MASTER AGREEMENT. NATIONAL IPA SHALL NOT

BE LIABLE IN ANY WAY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR RELIANCE DAMAGES, EVEN IF NATIONAL IPA IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TERM OF AGREEMENT; TERMINATION

8. This Agreement shall be in effect so long as the Master Agreement remains in effect, provided, however, that the provisions of Sections 3 – 8 and 14 – 23, hereof and the indemnifications afforded by the Supplier to National IPA in the Master Agreement, to the extent such provisions survive any expiration or termination of the Master Agreement, shall survive the expiration or termination of this Agreement.

9. Supplier’s failure to maintain its covenants and commitments contained in this Agreement or any action of the Supplier which gives rise to a right by Principal Procurement Agency to terminate the Master Agreement shall constitute a material breach of this Agreement and if not cured within thirty (30) days of written notice to Supplier shall be deemed a cause for termination of this Agreement at National

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS

EXHIBIT B- NATIONAL IPA ADMINISTRATION AGREEMENT, EXAMPLE Requirements for National Cooperative Contract

IPA’s sole discretion. Notwithstanding anything contained herein to the contrary, this Agreement shall terminate on the date of the termination or expiration of the Master Agreement.

NATIONAL PROMOTION

10. National IPA and Supplier shall publicize and promote the availability of the Master Agreement’s products and services to Public Agencies and such agencies’ employees. Supplier shall require each Public Agency to register its participation in the National IPA program by either registering on the National IPA website, www.nationalipa.org, or executing a Master Intergovernmental Cooperative Purchasing Agreement prior to processing the Participating Public Agency’s first sales order. Upon request, Supplier shall make available to interested Public Agencies a copy of the Master Agreement and such price lists or quotes as may be necessary for such Public Agencies to evaluate potential purchases.

11. Supplier shall provide such marketing and administrative support as set forth in the solicitation resulting in the Master Agreement, including assisting in development of marketing materials as reasonably requested by Principal Procurement Agency and National IPA. Supplier shall be responsible for obtaining permission or license of use and payment of any license fees for all content and images Supplier provides to National IPA or posts on the National IPA website. Supplier shall indemnify, defend and hold harmless National IPA for use of all such content and images including copyright infringement claims.

Supplier and National IPA each hereby grant to the other party a limited, revocable, non-transferable, nonsublicensable right to use such party’s logo (each, the “Logo”) solely for use in marketing the Master Agreement. Each party shall provide the other party with the standard terms of use of such party’s Logo, and such party shall comply with such terms in all material respects. Both parties shall obtain approval from the other party prior to use of such party’s Logo. Notwithstanding the foregoing, the parties understand and agree that except as provided herein neither party shall have any right, title or interest in the other party’s Logo. Upon termination of this Agreement, each party shall immediately cease use of the other party’s Logo.

ADMINISTRATIVE FEE, REPORTING & PAYMENT

12. An “Administrative Fee” shall be defined and due to National IPA from Supplier in the amount of percent ( %) (“Administrative Fee Percentage”) multiplied by the total purchase amount paid to Supplier, less refunds, credits on returns, rebates and discounts, for the sale of products and/or services to Principal Procurement Agency and Participating Public Agencies pursuant to the Master Agreement (as amended from time to time and including any renewal thereof) (“Contract Sales”). From time to time the parties may mutually agree in writing to a lower Administrative Fee Percentage for a specifically identified Participating Public Agency’s Contract Sales.

13. Supplier shall provide National IPA with an electronic accounting report monthly, in the format prescribed by National IPA, summarizing all Contract Sales for each calendar month. The Contract Sales reporting format is provided as Exhibit C (“Contract Sales Report”), attached hereto and incorporated herein by reference. Contract Sales Reports for each calendar month shall be provided by Supplier to National IPA by the 10th day of the following month. Failure to provide a Contract Sales Report within the time and manner specified herein shall constitute a material breach of this Agreement and if not cured within thirty (30) days of written notice to Supplier shall be deemed a cause for termination of the Master Agreement, at Principal Procurement Agency’s sole discretion, and/or this Agreement, at National IPA’s sole discretion.

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS

EXHIBIT B- NATIONAL IPA ADMINISTRATION AGREEMENT, EXAMPLE Requirements for National Cooperative Contract

14. Administrative Fee payments are to be paid by Supplier to National IPA at the frequency and on the due date stated in Section 13, above, for Supplier’s submission of corresponding Contract Sales Reports.

Administrative Fee payments are to be made via Automated Clearing House (ACH) to the National IPA designated financial institution identified in Exhibit D. Failure to provide a payment of the Administrative Fee within the time and manner specified herein shall constitute a material breach of this Agreement and if not cured within thirty (30) days of written notice to Supplier shall be deemed a cause for termination of the Master Agreement, at Principal Procurement Agency’s sole discretion, and/or this Agreement, at National IPA’s sole discretion. All Administrative Fees not paid when due shall bear interest at a rate equal to the lesser of one and one-half percent (1 1/2%) per month or the maximum rate permitted by law until paid in full.

15. Supplier shall maintain an accounting of all purchases made by Participating Public Agencies under the Master Agreement. National IPA, or its designee, in National IPA’s sole discretion, reserves the right to compare Participating Public Agency records with Contract Sales Reports submitted by Supplier for a period of four (4) years from the date National IPA receives such report. In addition, National IPA may engage a third party to conduct an independent audit of Supplier’s monthly reports. In the event of such an audit, Supplier shall provide all materials reasonably requested relating to such audit by National IPA at the location designated by National IPA. In the event an underreporting of Contract Sales and a resulting underpayment of Administrative Fees is revealed, National IPA will notify the Supplier in writing.

Supplier will have thirty (30) days from the date of such notice to resolve the discrepancy to National IPA’s reasonable satisfaction, including payment of any Administrative Fees due and owing, together with interest thereon in accordance with Section 13, and reimbursement of National IPA’s costs and expenses related to such audit.

GENERAL PROVISIONS

16. This Agreement, the Master Agreement and the exhibits referenced herein supersede any and all other agreements, either oral or in writing, between the parties hereto with respect to the subject matter hereto and no other agreement, statement, or promise relating to the subject matter of this Agreement which is not contained or incorporated herein shall be valid or binding. In the event of any conflict between the provisions of this Agreement and the Master Agreement, as between National IPA and Supplier, the provisions of this Agreement shall prevail.

17. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement or to recover any Administrative Fee and accrued interest, the prevailing party shall be entitled to reasonable attorney’s fees and costs in addition to any other relief to which it may be entitled.

18. This Agreement and National IPA’s rights and obligations hereunder may be assigned at National IPA’s sole discretion to an affiliate of National IPA, any purchaser of any or all or substantially all of the assets of National IPA, or the successor entity as a result of a merger, reorganization, consolidation, conversion or change of control, whether by operation of law or otherwise. Supplier may not assign its obligations hereunder without the prior written consent of National IPA.

19. All written communications given hereunder shall be delivered by first-class mail, postage prepaid, or overnight delivery on receipt to the addresses as set forth below.

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS

EXHIBIT B- NATIONAL IPA ADMINISTRATION AGREEMENT, EXAMPLE Requirements for National Cooperative Contract

A. National Intergovernmental Purchasing Alliance Company National IPA
Attn: President
2555 Meridian Blvd
Suite 300
Franklin, TN 37067
B. Supplier

20. If any provision of this Agreement shall be deemed to be, or shall in fact be, illegal, inoperative or unenforceable, the same shall not affect any other provision or provisions herein contained or render the same invalid, inoperative or unenforceable to any extent whatever, and this Agreement will be construed by limiting or invalidating such provision to the minimum extent necessary to make such provision valid, legal and enforceable.

21. This Agreement may not be amended, changed, modified, or altered without the prior written consent of the parties hereto, and no provision of this Agreement may be discharged or waived, except by a writing signed by the parties. A waiver of any particular provision will not be deemed a waiver of any other provision, nor will a waiver given on one occasion be deemed to apply to any other occasion.

22. This Agreement shall inure to the benefit of and shall be binding upon National IPA, the Supplier and any respective successor and assign thereto; subject, however, to the limitations contained herein.
shall
will
used

23. This Agreement will be construed under and governed by the laws of the State of Delaware, excluding its conflicts of law provisions and any action arising out of or related to this Agreement be commenced solely and exclusively in the state or federal courts in Williamson County Tennessee.

24. This Agreement may be executed in counterparts, each of which is an original but all of which, together, shall constitute but one and the same instrument. The exchange of copies of this Agreement and of signature pages by facsimile, or by .pdf or similar electronic transmission, constitute effective execution and delivery of this Agreement as to the parties and may be in lieu of the original Agreement for all purposes. Signatures of the parties transmitted by facsimile, or by .pdf or similar electronic transmission, will be deemed to be their original signatures for any purpose whatsoever.

Authorized Signature, Supplier NATIONAL INTERGOVERNMENTAL PURCHASING

ALLIANCE COMPANY
Signature Signature

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS

EXHIBIT B- NATIONAL IPA ADMINISTRATION AGREEMENT, EXAMPLE Requirements for National Cooperative Contract

Ward H. Brown
Name Name
Chief Operating Officer
Title Title
Date Date
Requirements for National Cooperative Contract

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT C – NATIONAL IPA MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENT, EXAMPLE

MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENT This Master Intergovernmental Cooperative Purchasing Agreement (this “Agreement”) is entered into by and between those certain government agencies that execute a Principal Procurement Agency Certificate (“Principal Procurement Agencies”) with National Intergovernmental Purchasing Alliance Company (“National IPA”) to be appended and made a part hereof and such other public agencies (“Participating Public Agencies”) who register to participate in the cooperative purchasing programs administered by National IPA and its affiliates and subsidiaries (collectively, the “National IPA Parties”) by either registering on a National IPA Party website (such as www.nationalipa.org), or by executing a copy of this Agreement.

RECITALS
WHEREAS, after a competitive solicitation and selection process by Principal Procurement Agencies, a number of suppliers have entered into “Master Agreements” (herein so called) to provide a variety of goods, products and services (“Products”) to the applicable Principal Procurement Agency and the Participating Public Agencies;
WHEREAS, Master Agreements are made available by Principal Procurement Agencies through the National IPA Parties and provide that Participating Public Agencies may purchase Products on the same terms, conditions and pricing as the Principal Procurement Agency, subject to any applicable federal and/or local purchasing ordinances and the laws of the State of purchase; and WHEREAS, in addition to Master Agreements, the National IPA Parties may from time to time offer Participating Public Agencies the opportunity to acquire Products through other group purchasing agreements.

NOW, THEREFORE, in consideration of the mutual promises contained in this Agreement, and of the mutual benefits to result, the parties hereby agree as follows:

1. Each party will facilitate the cooperative procurement of Products.

2. The Participating Public Agencies shall procure Products in accordance with and subject to the relevant federal, state and local statutes, ordinances, rules and regulations that govern Participating Public Agency’s procurement practices. The Participating Public Agencies hereby acknowledge and agree that it is the intent of the parties that all provisions of this Agreement and that Principal Procurement Agencies’ participation in the program described herein comply with all applicable laws, including but not limited to the requirements of 42 C.F.R. § 1001.952(h), as may be amended from time to time. The Participating Public Agencies further acknowledge and agree that they are solely responsible for their compliance with all applicable “safe harbor” regulations, including but not limited to any and all obligations to fully and accurately report discounts and incentives.

3. The Participating Public Agency represents and warrants that the Participating Public Requirements for National Cooperative Contract

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS

EXHIBIT C- NATIONAL IPA MASTER INTERGOVERNMENTAL COPERATIVE PURCHASING AGREEMENT, EXAMPLE Agency is not a hospital and is not purchasing Products on behalf of a hospital.

4. The cooperative use of Master Agreements shall be in accordance with the terms and conditions of the Master Agreements, except as modification of those terms and conditions is otherwise required by applicable federal, state or local law.

5. The Principal Procurement Agencies will make available, upon reasonable request, Master Agreement information which may assist in improving the procurement of Products by the Participating Public Agencies.

6. The Participating Public Agency agrees the National IPA Parties may provide access to group purchasing organization (“GPO”) agreements directly or indirectly by enrolling the Participating Public Agency in another GPO’s purchasing program, including but not limited to Vizient Source, LLC, Provista, Inc. and other National IPA affiliates and subsidiaries; provided the purchase of Products through a National IPA Party or any other GPO shall be at the Participating Public Agency’s sole discretion.

7. The Participating Public Agencies (each a “Procuring Party”) that procure Products through any Master Agreement or GPO Product supply agreement (each a “GPO Contract”) will make timely payments to the distributor, manufacturer or other vendor (collectively, “Supplier”) for Products received in accordance with the terms and conditions of the Master Agreement or GPO Contract, as applicable. Payment for Products and inspections and acceptance of Products ordered by the Procuring Party shall be the exclusive obligation of such Procuring Party. Disputes between Procuring Party and any Supplier shall be resolved in accordance with the law and venue rules of the State of purchase unless otherwise agreed to by the Procuring Party and Supplier.

8. The Procuring Party shall not use this Agreement as a method for obtaining additional concessions or reduced prices for similar products or services.

9. The Procuring Party shall be responsible for the ordering of Products under this Agreement. A non-procuring party shall not be liable in any fashion for any violation by a Procuring Party, and, to the extent permitted by applicable law, the Procuring Party shall hold non-procuring party harmless from any liability that may arise from the acts or omissions of the Procuring Party.

10. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE NATIONAL IPA PARTIES

EXPRESSLY DISCLAIM ALL EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES REGARDING ANY PRODUCT, MASTER AGREEMENT AND GPO CONTRACT. THE NATIONAL

IPA PARTIES SHALL NOT BE LIABLE IN ANY WAY FOR ANY SPECIAL, INCIDENTAL, INDIRECT,

CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR RELIANCE DAMAGES, EVEN IF THE NATIONAL IPA PARTIES ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, THE Requirements for National Cooperative Contract

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS

EXHIBIT C- NATIONAL IPA MASTER INTERGOVERNMENTAL COPERATIVE PURCHASING AGREEMENT, EXAMPLE

PROCURING PARTY ACKNOWLEDGES AND AGREES THAT THE NATIONAL IPA PARTIES

SHALL HAVE NO LIABILITY FOR ANY ACT OR OMISSION BY A SUPPLIER OR OTHER PARTY UNDER A MASTER AGREEMENT OR GPO CONTRACT.

11. This Agreement shall remain in effect until termination by a party giving thirty (30) days’ written notice to the other party. The provisions of Paragraphs 6 - 10 hereof shall survive any such termination.

12. This Agreement shall take effect upon (i) execution of the Principal Procurement Agency Certificate, or (ii) the registration on a National IPA Party website or the execution of this Agreement by a Participating Public Agency, as applicable.

Requirements for National Cooperative Contract

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT D – NATIONAL IPA PRINCIPAL PROCUREMENT AGENCY CERTIFICATE, EXAMPLE

PRINCIPAL PROCUREMENT AGENCY CERTIFICATE
In its capacity as a Principal Procurement Agency (as defined below) for National Intergovernmental Purchasing Alliance Company (“National IPA”), [NAME OF PPA] agrees to pursue Master Agreements for Products as specified in the attached Exhibits to this Principal Procurement Agency Certificate.

I hereby acknowledge, in my capacity as of and on behalf of [NAME OF PPA] (“Principal Procurement Agency”), that I have read and hereby agree to the general terms and conditions set forth in the attached Master Intergovernmental Cooperative Purchasing Agreement regulating the use of the Master Agreements and purchase of Products that from time to time are made available by Principal Procurement Agencies to Participating Public Agencies nationwide through National IPA.

I understand that the purchase of one or more Products under the provisions of the Master Intergovernmental Cooperative Purchasing Agreement is at the sole and complete discretion of the Participating Public Agency.

Authorized Signature, [PRINCIPAL PROCUREMENT AGENCY]
Signature
Name
Title
Date

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS Requirements for National Cooperative Contract

EXHIBIT E – NATIONAL IPA CONTRACT SALES REPORTING TEMPLATE

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS

EXHIBIT C - NATIONAL IPA CONTRACT SALES REPORTING TEMPLATE (to be submitted electronically in Microsoft Excel format) National IPA Contract Sales Monthly Report
Supplier Name:

Contract Sales Report Month:

Contract ID:

Participating Agency Name Address City State Zip Code
Participating
Agency #
{Assigned
by National
IPA and
provided to
Supplier}
Transaction
Date
(Date of
Sale)
Contract
Sales for
Month ($)
Admin
Fee %
Admin
Fee $
Report Totals
Cumulative Contract Sales

NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS Requirements for National Cooperative Contract

EXHIBIT F- NATIONAL IPA ADVERTISING COMPLIANCE REQUIREMENT Pursuant to certain state notice provisions, including but not limited to Oregon Revised Statutes Chapter 279A.220, the following public agencies and political subdivisions of the referenced public agencies are eligible to register with National IPA and access the Master Agreement contract award made pursuant to this solicitation, and are hereby given notice of the foregoing request for proposals for purposes of complying with the procedural requirements of said statutes:

Nationwide:

State of Alabama* State of Hawaii State of Massachusetts State of New Mexico State of South Dakota
State of Alaska State of Idaho State of Michigan State of New York State of Tennessee State of Arizona State of Illinois State of Minnesota State of North Carolina State of Texas State of Arkansas State of Indiana State of Mississippi State of North Dakota State of Utah State of California State of Iowa State of Missouri State of Ohio State of Vermont State of Colorado State of Kansas State of Montana State of Oklahoma* State of Virginia State of Connecticut State of Kentucky State of Nebraska State of Oregon State of Washington State of Delaware State of Louisiana State of Nevada State of Pennsylvania State of West Virginia
State of Florida State of Maine State of New Hampshire State of Rhode Island State of Wisconsin State of Georgia State of Maryland State of New Jersey State of South Carolina State of Wyoming District of Columbia
Lists of political subdivisions and local governments in the above referenced states / districts may be found at http://www.usa.gov/Agencies/State_and_Territories.shtml and https://www.usa.gov/local-governments. *Some public agencies and political subdivisions of these states may be restricted by state statutes that limit competition among cooperative purchasing organizations by only allowing use of purchasing cooperatives sponsored by certain National Associations.

Certain Public Agencies and Political Subdivisions:

CITIES, TOWNS, VILLAGES AND BOROUGHS INCLUDING BUT NOT
LIMITED TO:

BAKER CITY GOLF COURSE, OR

CITY OF ADAIR VILLAGE, OR

CITY OF ASHLAND, OR

CITY OF AUMSVILLE, OR

CITY OF AURORA, OR

CITY OF BAKER, OR

CITY OF BATON ROUGE, LA

CITY OF BEAVERTON, OR

CITY OF BEND, OR

CITY OF BOARDMAN, OR

CITY OF BONANAZA, OR

CITY OF BOSSIER CITY, LA

CITY OF BROOKINGS, OR

CITY OF BURNS, OR

CITY OF CANBY, OR

CITY OF CANYONVILLE, OR

CITY OF CLATSKANIE, OR

CITY OF COBURG, OR

CITY OF CONDON, OR

CITY OF COQUILLE, OR

CITY OF CORVALLI, OR

CITY OF CORVALLIS PARKS AND RECREATION DEPARTMENT, OR

CITY OF COTTAGE GROVE, OR

CITY OF DONALD, OR

CITY OF EUGENE, OR

CITY OF FOREST GROVE, OR

CITY OF GOLD HILL, OR

CITY OF GRANTS PASS, OR

CITY OF GRESHAM, OR

CITY OF HILLSBORO, OR

CITY OF INDEPENDENCE, OR

CITY AND COUNTY OF HONOLULU, HI

CITY OF KENNER, LA

CITY OF LA GRANDE, OR

CITY OF LAFAYETTE, LA

CITY OF LAKE CHARLES, OR

CITY OF LEBANON, OR

CITY OF MCMINNVILLE, OR

CITY OF MEDFORD, OR

CITY OF METAIRIE, LA

CITY OF MILL CITY, OR

CITY OF MILWAUKIE, OR

CITY OF MONROE, LA

CITY OF MOSIER, OR

CITY OF NEW ORLEANS, LA

CITY OF NORTH PLAINS, OR

CITY OF OREGON CITY, OR

CITY OF PILOT ROCK, OR

CITY OF PORTLAND, OR

CITY OF POWERS, OR

CITY OF PRINEVILLE, OR

CITY OF REDMOND, OR

CITY OF REEDSPORT, OR

CITY OF RIDDLE, OR

CITY OF ROGUE RIVER, OR

CITY OF ROSEBURG, OR

CITY OF SALEM, OR

CITY OF SANDY, OR

CITY OF SCAPPOOSE, OR

CITY OF SHADY COVE, OR

CITY OF SHERWOOD, OR

CITY OF SHREVEPORT, LA

CITY OF SILVERTON, OR

CITY OF SPRINGFIELD, OR
Requirements for National Cooperative Contract

CITY OF ST. HELENS, OR
CITY OF ST. PAUL, OR

CITY OF SULPHUR, LA

CITY OF TIGARD, OR

CITY OF TROUTDALE, OR

CITY OF TUALATIN, OR

CITY OF WALKER, LA

CITY OF WARRENTON, OR

CITY OF WEST LINN, OR

CITY OF WILSONVILLE, OR

CITY OF WINSTON, OR

CITY OF WOODBURN, OR

LEAGUE OF OREGON CITES

THE CITY OF HAPPY VALLEY OREGON

ALPINE, UT

ALTA, UT

ALTAMONT, UT

ALTON, UT

AMALGA, UT

AMERICAN FORK CITY, UT

ANNABELLA, UT

ANTIMONY, UT

APPLE VALLEY, UT

AURORA, UT

BALLARD, UT

BEAR RIVER CITY, UT

BEAVER, UT

BICKNELL, UT

BIG WATER, UT

BLANDING, UT

BLUFFDALE, UT

BOULDER, UT

CITY OF BOUNTIFUL, UT

BRIAN HEAD, UT

BRIGHAM CITY CORPORATION, UT

BRYCE CANYON CITY, UT

CANNONVILLE, UT

CASTLE DALE, UT

CASTLE VALLEY, UT

CITY OF CEDAR CITY, UT

CEDAR FORT, UT

CITY OF CEDAR HILLS, UT

CENTERFIELD, UT

CENTERVILLE CITY CORPORATION, UT

CENTRAL VALLEY, UT

CHARLESTON, UT

CIRCLEVILLE, UT

CLARKSTON, UT

CLAWSON, UT

CLEARFIELD, UT

CLEVELAND, UT

CLINTON CITY CORPORATION, UT

COALVILLE, UT

CORINNE, UT

CORNISH, UT

COTTONWOOD HEIGHTS, UT

DANIEL, UT

DELTA, UT

DEWEYVILLE, UT

DRAPER CITY, UT

DUCHESNE, UT

EAGLE MOUNTAIN, UT

EAST CARBON, UT

ELK RIDGE, UT

ELMO, UT

ELSINORE, UT

ELWOOD, UT

EMERY, UT

ENOCH, UT

ENTERPRISE, UT

EPHRAIM, UT

ESCALANTE, UT

EUREKA, UT

FAIRFIELD, UT

FAIRVIEW, UT

FARMINGTON, UT

FARR WEST, UT

FAYETTE, UT

FERRON, UT

FIELDING, UT

FILLMORE, UT

FOUNTAIN GREEN, UT

FRANCIS, UT

FRUIT HEIGHTS, UT

GARDEN CITY, UT

GARLAND, UT

GENOLA, UT

GLENDALE, UT

GLENWOOD, UT

GOSHEN, UT

GRANTSVILLE, UT

GREEN RIVER, UT

GUNNISON, UT

HANKSVILLE, UT

HARRISVILLE, UT

HATCH, UT

HEBER CITY CORPORATION, UT

HELPER, UT

HENEFER, UT

HENRIEVILLE, UT

HERRIMAN, UT

HIDEOUT, UT

HIGHLAND, UT

HILDALE, UT

HINCKLEY, UT

HOLDEN, UT

HOLLADAY, UT

HONEYVILLE, UT

HOOPER, UT

HOWELL, UT

HUNTINGTON, UT

HUNTSVILLE, UT

CITY OF HURRICANE, UT

HYDE PARK, UT

HYRUM, UT

INDEPENDENCE, UT

IVINS, UT

JOSEPH, UT

JUNCTION, UT

KAMAS, UT

KANAB, UT

KANARRAVILLE, UT

KANOSH, UT

KAYSVILLE, UT

KINGSTON, UT

KOOSHAREM, UT

LAKETOWN, UT

LA VERKIN, UT

LAYTON, UT

LEAMINGTON, UT
Requirements for National Cooperative Contract

LEEDS, UT

LEHI CITY CORPORATION, UT

LEVAN, UT

LEWISTON, UT

LINDON, UT

LOA, UT

LOGAN CITY, UT

LYMAN, UT

LYNNDYL, UT

MANILA, UT

MANTI, UT

MANTUA, UT

MAPLETON, UT

MARRIOTT-SLATERVILLE, UT

MARYSVALE, UT

MAYFIELD, UT

MEADOW, UT

MENDON, UT
MIDVALE CITY INC., UT

MIDWAY, UT

MILFORD, UT

MILLVILLE, UT

MINERSVILLE, UT

MOAB, UT

MONA, UT

MONROE, UT

CITY OF MONTICELLO, UT

MORGAN, UT

MORONI, UT

MOUNT PLEASANT, UT

MURRAY CITY CORPORATION, UT

MYTON, UT

NAPLES, UT

NEPHI, UT

NEW HARMONY, UT

NEWTON, UT

NIBLEY, UT

NORTH LOGAN, UT

NORTH OGDEN, UT

NORTH SALT LAKE CITY, UT

OAK CITY, UT

OAKLEY, UT

OGDEN CITY CORPORATION, UT

OPHIR, UT

ORANGEVILLE, UT

ORDERVILLE, UT

OREM, UT

PANGUITCH, UT

PARADISE, UT

PARAGONAH, UT

PARK CITY, UT

PAROWAN, UT

PAYSON, UT

PERRY, UT

PLAIN CITY, UT

PLEASANT GROVE CITY, UT

PLEASANT VIEW, UT

PLYMOUTH, UT

PORTAGE, UT

PRICE, UT

PROVIDENCE, UT

PROVO, UT

RANDOLPH, UT

REDMOND, UT

RICHFIELD, UT

RICHMOND, UT

RIVERDALE, UT

RIVER HEIGHTS, UT

RIVERTON CITY, UT

ROCKVILLE, UT

ROCKY RIDGE, UT

ROOSEVELT CITY CORPORATION, UT

ROY, UT

RUSH VALLEY, UT
CITY OF ST. GEORGE, UT

SALEM, UT

SALINA, UT

SALT LAKE CITY CORPORATION, UT

SANDY, UT

SANTA CLARA, UT

SANTAQUIN, UT

SARATOGA SPRINGS, UT

SCIPIO, UT

SCOFIELD, UT

SIGURD, UT

SMITHFIELD, UT

SNOWVILLE, UT

CITY OF SOUTH JORDAN, UT

SOUTH OGDEN, UT

CITY OF SOUTH SALT LAKE, UT

SOUTH WEBER, UT

SPANISH FORK, UT

SPRING CITY, UT

SPRINGDALE, UT

SPRINGVILLE, UT

STERLING, UT

STOCKTON, UT

SUNNYSIDE, UT

SUNSET CITY CORP, UT

SYRACUSE, UT

TABIONA, UT

CITY OF TAYLORSVILLE, UT

TOOELE CITY CORPORATION, UT

TOQUERVILLE, UT

TORREY, UT

TREMONTON CITY, UT

TRENTON, UT

TROPIC, UT

UINTAH, UT

VERNAL CITY, UT

VERNON, UT

VINEYARD, UT

VIRGIN, UT

WALES, UT

WALLSBURG, UT

WASHINGTON CITY, UT

WASHINGTON TERRACE, UT

WELLINGTON, UT

WELLSVILLE, UT

WENDOVER, UT

WEST BOUNTIFUL, UT

WEST HAVEN, UT

WEST JORDAN, UT

WEST POINT, UT

WEST VALLEY CITY, UT

WILLARD, UT

WOODLAND HILLS, UT

WOODRUFF, UT

WOODS CROSS, UT
Requirements for National Cooperative Contract

COUNTIES AND PARISHES INCLUDING BUT NOT LIMITED TO:

ASCENSION PARISH, LA

ASCENSION PARISH, LA, CLEAR OF COURT

CADDO PARISH, LA

CALCASIEU PARISH, LA
CALCASIEU PARISH SHERIFF’S OFFICE, LA

CITY AND COUNTY OF HONOLULU, HI

CLACKAMAS COUNTY, OR

CLACKAMAS COUNTY DEPT OF TRANSPORTATION, OR

CLATSOP COUNTY, OR

COLUMBIA COUNTY, OR

COOS COUNTY, OR

COOS COUNTY HIGHWAY DEPARTMENT, OR

COUNTY OF HAWAII, OR

CROOK COUNTY, OR

CROOK COUNTY ROAD DEPARTMENT, OR

CURRY COUNTY, OR

DESCHUTES COUNTY, OR

DOUGLAS COUNTY, OR

EAST BATON ROUGE PARISH, LA

GILLIAM COUNTY, OR

GRANT COUNTY, OR

HARNEY COUNTY, OR

HARNEY COUNTY SHERIFFS OFFICE, OR

HAWAII COUNTY, HI

HOOD RIVER COUNTY, OR

JACKSON COUNTY, OR

JEFFERSON COUNTY, OR

JEFFERSON PARISH, LA

JOSEPHINE COUNTY GOVERNMENT, OR

LAFAYETTE CONSOLIDATED GOVERNMENT, LA

LAFAYETTE PARISH, LA

LAFAYETTE PARISH CONVENTION & VISITORS COMMISSION

LAFOURCHE PARISH, LA

KAUAI COUNTY, HI

KLAMATH COUNTY, OR

LAKE COUNTY, OR

LANE COUNTY, OR

LINCOLN COUNTY, OR

LINN COUNTY, OR

LIVINGSTON PARISH, LA

MALHEUR COUNTY, OR

MAUI COUNTY, HI

MARION COUNTY, SALEM, OR

MORROW COUNTY, OR

MULTNOMAH COUNTY, OR

MULTNOMAH COUNTY BUSINESS AND COMMUNITY SERVICES, OR

MULTNOMAH COUNTY SHERIFFS OFFICE, OR

MULTNOMAH LAW LIBRARY, OR

ORLEANS PARISH, LA

PLAQUEMINES PARISH, LA

POLK COUNTY, OR

RAPIDES PARISH, LA

SAINT CHARLES PARISH, LA

SAINT CHARLES PARISH PUBLIC SCHOOLS, LA

SAINT LANDRY PARISH, LA

SAINT TAMMANY PARISH, LA

SHERMAN COUNTY, OR

TERREBONNE PARISH, LA

TILLAMOOK COUNTY, OR

TILLAMOOK COUNTY SHERIFF'S OFFICE, OR

TILLAMOOK COUNTY GENERAL HOSPITAL, OR

UMATILLA COUNTY, OR

UNION COUNTY, OR

WALLOWA COUNTY, OR

WASCO COUNTY, OR

WASHINGTON COUNTY, OR

WEST BATON ROUGE PARISH, LA

WHEELER COUNTY, OR

YAMHILL COUNTY, OR

COUNTY OF BOX ELDER, UT

COUNTY OF CACHE, UT

COUNTY OF RICH, UT

COUNTY OF WEBER, UT

COUNTY OF MORGAN, UT

COUNTY OF DAVIS, UT

COUNTY OF SUMMIT, UT

COUNTY OF DAGGETT, UT

COUNTY OF SALT LAKE, UT

COUNTY OF TOOELE, UT

COUNTY OF UTAH, UT

COUNTY OF WASATCH, UT

COUNTY OF DUCHESNE, UT

COUNTY OF UINTAH, UT

COUNTY OF CARBON, UT

COUNTY OF SANPETE, UT

COUNTY OF JUAB, UT

COUNTY OF MILLARD, UT

COUNTY OF SEVIER, UT

COUNTY OF EMERY, UT

COUNTY OF GRAND, UT

COUNTY OF BEVER, UT

COUNTY OF PIUTE, UT

COUNTY OF WAYNE, UT

COUNTY OF SAN JUAN, UT

COUNTY OF GARFIELD, UT

COUNTY OF KANE, UT

COUNTY OF IRON, UT

COUNTY OF WASHINGTON, UT

OTHER AGENCIES INCLUDING ASSOCIATIONS, BOARDS, DISTRICTS,

COMMISSIONS, COUNCILS, PUBLIC CORPORATIONS, PUBLIC

DEVELOPMENT AUTHORITIES, RESERVATIONS AND UTILITIES
INCLUDING BUT NOT LIMITED TO:

BANKS FIRE DISTRICT, OR

BATON ROUGE WATER COMPANY

BEND METRO PARK AND RECREATION DISTRICT
BIENVILLE PARISH FIRE PROTECTION DISTRICT 6, LA

BOARDMAN PARK AND RECREATION DISTRICT

CENTRAL CITY ECONOMIC OPPORTUNITY CORP, LA

CENTRAL OREGON INTERGOVERNMENTAL COUNCIL

CITY OF BOGALUSA SCHOOL BOARD, LA

CLACKAMAS RIVER WATER

CLATSKANIE PEOPLE'S UTILITY DISTRICT

CLEAN WATER SERVICES

CONFEDERATED TRIBES OF THE UMATILLA INDIAN RESERVATION

COOS FOREST PROTECTIVE ASSOCIATION

CHEHALEM PARK AND RECREATION DISTRICT
DAVID CROCKETT STEAM FIRE COMPANY #1, LA

EUGENE WATER AND ELECTRIC BOARD

HONOLULU INTERNATIONAL AIRPORT
HOODLAND FIRE DISTRICT #74

HOUSING AUTHORITY OF PORTLAND

ILLINOIS VALLEY FIRE DISTRICT

LAFAYETTE AIRPORT COMMISSION, LA
LAFOURCHE PARISH HEALTH UNIT – DHH-OPH REGION 3

LOUISIANA PUBLIC SERVICE COMMISSION, LA

LOUISIANA WATER WORKS

MEDFORD WATER COMMISSION

MELHEUR COUNTY JAIL, OR
Requirements for National Cooperative Contract

METRO REGIONAL GOVERNMENT

METRO REGIONAL PARKS

METROPOLITAN EXPOSITION RECREATION COMMISSION

METROPOLITAN SERVICE DISTRICT (METRO)

MULTNOMAH EDUCATION SERVICE DISTRICT

NEW ORLEANS REDEVELOPMENT AUTHORITY, LA

NORTHEAST OREGON HOUSING AUTHORITY, OR

PORT OF BRANDON, OR

PORT OF MORGAN CITY, LA

PORTLAND DEVELOPMENT COMMISSION, OR

PORTLAND FIRE AND RESCUE

PORTLAND HOUSING CENTER, OR

OREGON COAST COMMUNITY ACTION

OREGON HOUSING AND COMMUNITY SERVICES

OREGON LEGISLATIVE ADMINISTRATION

ROGUE VALLEY SEWER, OR

SAINT LANDRY PARISH TOURIST COMMISSION
SAINT MARY PARISH REC DISTRICT 2
SAINT MARY PARISH REC DISTRICT 3
SAINT TAMMANY FIRE DISTRICT 4, LA

SALEM MASS TRANSIT DISTRICT

SEWERAGE AND WATER BOARD OF NEW ORLEANS, LA

SOUTH LAFOURCHE LEVEE DISTRICT, LA

TRI-COUNTY METROPOLITAN TRANSPORTATION DISTRICT OF OREGON

TUALATIN HILLS PARK & RECREATION DISTRICT

TUALATIN VALLEY FIRE & RESCUE

TUALATIN VALLEY WATER DISTRICT

WILLAMALANE PARK AND RECREATION DISTRICT

WILLAMETTE HUMANE SOCIETY
K-12INCLUDING BUT NOT LIMITED TO:

ACADIA PARISH SCHOOL BOARD

BEAVERTON SCHOOL DISTRICT

BEND-LA PINE SCHOOL DISTRICT

BOGALUSA HIGH SCHOOL, LA

BOSSIER PARISH SCHOOL BOARD

BROOKING HARBOR SCHOOL DISTRICT

CADDO PARISH SCHOOL DISTRICT

CALCASIEU PARISH SCHOOL DISTRICT

CANBY SCHOOL DISTRICT

CANYONVILLE CHRISTIAN ACADEMY

CASCADE SCHOOL DISTRICT

CASCADES ACADEMY OF CENTRAL OREGON

CENTENNIAL SCHOOL DISTRICT

CENTRAL CATHOLIC HIGH SCHOOL
CENTRAL POINT SCHOOL DISTRICT NO.6
CENTRAL SCHOOL DISTRICT 13J
COOS BAY SCHOOL DISTRICT NO.9
CORVALLIS SCHOOL DISTRICT 509J
COUNTY OF YAMHILL SCHOOL DISTRICT 29

CULVER SCHOOL DISTRICT
DALLAS SCHOOL DISTRICT NO.2

DAVID DOUGLAS SCHOOL DISTRICT
DAYTON SCHOOL DISTRICT NO.8

DE LA SALLE N CATHOLIC HS
DESCHUTES COUNTY SCHOOL DISTRICT NO.6

DOUGLAS EDUCATIONAL DISTRICT SERVICE
DUFUR SCHOOL DISTRICT NO.29

EAST BATON ROUGE PARISH SCHOOL DISTRICT
ESTACADA SCHOOL DISTRICT NO.10B

FOREST GROVE SCHOOL DISTRICT

GEORGE MIDDLE SCHOOL

GLADSTONE SCHOOL DISTRICT
GRANTS PASS SCHOOL DISTRICT 7

GREATER ALBANY PUBLIC SCHOOL DISTRICT

GRESHAM BARLOW JOINT SCHOOL DISTRICT

HEAD START OF LANE COUNTY

HIGH DESERT EDUCATION SERVICE DISTRICT

HILLSBORO SCHOOL DISTRICT

HOOD RIVER COUNTY SCHOOL DISTRICT
JACKSON CO SCHOOL DIST NO.9
JEFFERSON COUNTY SCHOOL DISTRICT 509-J

JEFFERSON PARISH SCHOOL DISTRICT

JEFFERSON SCHOOL DISTRICT

JUNCTION CITY SCHOOLS, OR

KLAMATH COUNTY SCHOOL DISTRICT

KLAMATH FALLS CITY SCHOOLS

LAFAYETTE PARISH SCHOOL DISTRICT
LAKE OSWEGO SCHOOL DISTRICT 7J
LANE COUNTY SCHOOL DISTRICT 4J

LINCOLN COUNTY SCHOOL DISTRICT
LINN CO. SCHOOL DIST. 95C

LIVINGSTON PARISH SCHOOL DISTRICT

LOST RIVER JR/SR HIGH SCHOOL
LOWELL SCHOOL DISTRICT NO.71

MARION COUNTY SCHOOL DISTRICT
MARION COUNTY SCHOOL DISTRICT 103

MARIST HIGH SCHOOL, OR

MCMINNVILLE SCHOOL DISTRICT NOAO
MEDFORD SCHOOL DISTRICT 549C

MITCH CHARTER SCHOOL
MONROE SCHOOL DISTRICT NO.1J

MORROW COUNTY SCHOOL DIST, OR

MULTNOMAH EDUCATION SERVICE DISTRICT

MULTISENSORY LEARNING ACADEMY
MYRTLE PINT SCHOOL DISTRICT 41
NEAH-KAH-NIE DISTRICT NO.56

NEWBERG PUBLIC SCHOOLS
NESTUCCA VALLEY SCHOOL DISTRICT NO.101

NOBEL LEARNING COMMUNITIES
NORTH BEND SCHOOL DISTRICT 13

NORTH CLACKAMAS SCHOOL DISTRICT

NORTH DOUGLAS SCHOOL DISTRICT
NORTH WASCO CITY SCHOOL DISTRICT 21

NORTHWEST REGIONAL EDUCATION SERVICE DISTRICT

ONTARIO MIDDLE SCHOOL
OREGON TRAIL SCHOOL DISTRICT NOA6

ORLEANS PARISH SCHOOL DISTRICT

PHOENIX-TALENT SCHOOL DISTRICT NOA

PLEASANT HILL SCHOOL DISTRICT

PORTLAND JEWISH ACADEMY

PORTLAND PUBLIC SCHOOLS

RAPIDES PARISH SCHOOL DISTRICT

REDMOND SCHOOL DISTRICT

REYNOLDS SCHOOL DISTRICT

ROGUE RIVER SCHOOL DISTRICT

ROSEBURG PUBLIC SCHOOLS
SCAPPOOSE SCHOOL DISTRICT 1J

SAINT TAMMANY PARISH SCHOOL BOARD, LA
SEASIDE SCHOOL DISTRICT 10
SHERWOOD SCHOOL DISTRICT 88J
SILVER FALLS SCHOOL DISTRICT 4J
SOUTH LANE SCHOOL DISTRICT 45J3

SOUTHERN OREGON EDUCATION SERVICE DISTRICT

SPRINGFIELD PUBLIC SCHOOLS

SUTHERLIN SCHOOL DISTRICT
SWEET HOME SCHOOL DISTRICT NO.55

TERREBONNE PARISH SCHOOL DISTRICT

THE CATLIN GABEL SCHOOL
Requirements for National Cooperative Contract

TIGARD-TUALATIN SCHOOL DISTRICT

UMATILLA MORROW ESD

WEST LINN WILSONVILLE SCHOOL DISTRICT

WILLAMETTE EDUCATION SERVICE DISTRICT

WOODBURN SCHOOL DISTRICT

YONCALLA SCHOOL DISTRICT

ACADEMY FOR MATH ENGINEERING & SCIENCE (AMES) , UT

ALIANZA ACADEMY , UT

ALPINE DISTRICT , UT

AMERICAN LEADERSHIP ACADEMY , UT

AMERICAN PREPARATORY ACADEMY , UT

BAER CANYON HIGH SCHOOL FOR SPORTS & MEDICAL SCIENCES , UT

BEAR RIVER CHARTER SCHOOL , UT

BEAVER SCHOOL DISTRICT , UT

BEEHIVE SCIENCE & TECHNOLOGY ACADEMY (BSTA) , UT

BOX ELDER SCHOOL DISTRICT , UT

CBA CENTER , UT

CACHE SCHOOL DISTRICT , UT

CANYON RIM ACADEMY , UT

CANYONS DISTRICT , UT

CARBON SCHOOL DISTRICT , UT

CHANNING HALL , UT

CHARTER SCHOOL LEWIS ACADEMY , UT

CITY ACADEMY , UT

DAGGETT SCHOOL DISTRICT , UT

DAVINCI ACADEMY , UT

DAVIS DISTRICT , UT

DUAL IMMERSION ACADEMY , UT

DUCHESNE SCHOOL DISTRICT , UT

EARLY LIGHT ACADEMY AT DAYBREAK , UT

EAST HOLLYWOOD HIGH , UT

EDITH BOWEN LABORATORY SCHOOL , UT

EMERSON ALCOTT ACADEMY , UT

EMERY SCHOOL DISTRICT , UT

ENTHEOS ACADEMY , UT

EXCELSIOR ACADEMY , UT

FAST FORWARD HIGH , UT

FREEDOM ACADEMY , UT

GARFIELD SCHOOL DISTRICT , UT

GATEWAY PREPARATORY ACADEMY , UT

GEORGE WASHINGTON ACADEMY , UT

GOOD FOUNDATION ACADEMY , UT

GRAND SCHOOL DISTRICT , UT

GRANITE DISTRICT , UT

GUADALUPE SCHOOL , UT

HAWTHORN ACADEMY , UT

INTECH COLLEGIATE HIGH SCHOOL , UT

IRON SCHOOL DISTRICT , UT

ITINERIS EARLY COLLEGE HIGH , UT

JOHN HANCOCK CHARTER SCHOOL , UT

JORDAN DISTRICT , UT

JUAB SCHOOL DISTRICT , UT

KANE SCHOOL DISTRICT , UT

KARL G MAESER PREPARATORY ACADEMY , UT

LAKEVIEW ACADEMY , UT

LEGACY PREPARATORY ACADEMY , UT

LIBERTY ACADEMY , UT

LINCOLN ACADEMY , UT

LOGAN SCHOOL DISTRICT , UT

MARIA MONTESSORI ACADEMY , UT

MERIT COLLEGE PREPARATORY ACADEMY , UT

MILLARD SCHOOL DISTRICT , UT

MOAB CHARTER SCHOOL , UT

MONTICELLO ACADEMY , UT

MORGAN SCHOOL DISTRICT , UT

MOUNTAINVILLE ACADEMY , UT

MURRAY SCHOOL DISTRICT , UT

NAVIGATOR POINTE ACADEMY , UT

NEBO SCHOOL DISTRICT , UT

NO UT ACAD FOR MATH ENGINEERING & SCIENCE (NUAMES) , UT

NOAH WEBSTER ACADEMY , UT

NORTH DAVIS PREPARATORY ACADEMY , UT

NORTH SANPETE SCHOOL DISTRICT , UT

NORTH STAR ACADEMY , UT

NORTH SUMMIT SCHOOL DISTRICT , UT

ODYSSEY CHARTER SCHOOL , UT

OGDEN PREPARATORY ACADEMY , UT

OGDEN SCHOOL DISTRICT , UT

OPEN CLASSROOM , UT

OPEN HIGH SCHOOL OF UTAH , UT

OQUIRRH MOUNTAIN CHARTER SCHOOL , UT

PARADIGM HIGH SCHOOL , UT

PARK CITY SCHOOL DISTRICT , UT

PINNACLE CANYON ACADEMY , UT

PIUTE SCHOOL DISTRICT , UT

PROVIDENCE HALL , UT

PROVO SCHOOL DISTRICT , UT

QUAIL RUN PRIMARY SCHOOL , UT

QUEST ACADEMY , UT

RANCHES ACADEMY , UT

REAGAN ACADEMY , UT

RENAISSANCE ACADEMY , UT

RICH SCHOOL DISTRICT , UT

ROCKWELL CHARTER HIGH SCHOOL , UT

SALT LAKE ARTS ACADEMY , UT

SALT LAKE CENTER FOR SCIENCE EDUCATION, UT

SALT LAKE SCHOOL DISTRICT , UT

SALT LAKE SCHOOL FOR THE PERFORMING ARTS, UT

SAN JUAN SCHOOL DISTRICT , UT

SEVIER SCHOOL DISTRICT , UT

SOLDIER HOLLOW CHARTER SCHOOL , UT

SOUTH SANPETE SCHOOL DISTRICT , UT

SOUTH SUMMIT SCHOOL DISTRICT , UT

SPECTRUM ACADEMY , UT

SUCCESS ACADEMY , UT

SUCCESS SCHOOL , UT

SUMMIT ACADEMY , UT

SUMMIT ACADEMY HIGH SCHOOL , UT

SYRACUSE ARTS ACADEMY , UT

THOMAS EDISON - NORTH , UT

TIMPANOGOS ACADEMY , UT

TINTIC SCHOOL DISTRICT , UT

TOOELE SCHOOL DISTRICT , UT

TUACAHN HIGH SCHOOL FOR THE PERFORMING ARTS , UT

UINTAH RIVER HIGH , UT

UINTAH SCHOOL DISTRICT , UT

UTAH CONNECTIONS ACADEMY , UT

UTAH COUNTY ACADEMY OF SCIENCE , UT

UTAH ELECTRONIC HIGH SCHOOL , UT

UTAH SCHOOLS FOR DEAF & BLIND , UT

UTAH STATE OFFICE OF EDUCATION , UT

UTAH VIRTUAL ACADEMY , UT

VENTURE ACADEMY , UT

VISTA AT ENTRADA SCHOOL OF PERFORMING ARTS AND TECHNOLOGY , UT

WALDEN SCHOOL OF LIBERAL ARTS , UT

WASATCH PEAK ACADEMY , UT

WASATCH SCHOOL DISTRICT , UT

WASHINGTON SCHOOL DISTRICT , UT

WAYNE SCHOOL DISTRICT , UT
Requirements for National Cooperative Contract

WEBER SCHOOL DISTRICT , UT

WEILENMANN SCHOOL OF DISCOVERY , UT

HIGHER EDUCATION

ARGOSY UNIVERSITY

BATON ROUGE COMMUNITY COLLEGE, LA

BIRTHINGWAY COLLEGE OF MIDWIFERY

BLUE MOUNTAIN COMMUNITY COLLEGE

BRIGHAM YOUNG UNIVERSITY - HAWAII

CENTRAL OREGON COMMUNITY COLLEGE

CENTENARY COLLEGE OF LOUISIANA

CHEMEKETA COMMUNITY COLLEGE

CLACKAMAS COMMUNITY COLLEGE

COLLEGE OF THE MARSHALL ISLANDS

COLUMBIA GORGE COMMUNITY COLLEGE

CONCORDIA UNIVERSITY

GEORGE FOX UNIVERSITY

KLAMATH COMMUNITY COLLEGE DISTRICT

LANE COMMUNITY COLLEGE

LEWIS AND CLARK COLLEGE

LINFIELD COLLEGE

LINN-BENTON COMMUNITY COLLEGE

LOUISIANA COLLEGE, LA

LOUISIANA STATE UNIVERSITY

LOUISIANA STATE UNIVERSITY HEALTH SERVICES

MARYLHURST UNIVERSITY
MT. HOOD COMMUNITY COLLEGE

MULTNOMAH BIBLE COLLEGE

NATIONAL COLLEGE OF NATURAL MEDICINE

NORTHWEST CHRISTIAN COLLEGE

OREGON HEALTH AND SCIENCE UNIVERSITY

OREGON INSTITUTE OF TECHNOLOGY

OREGON STATE UNIVERSITY

OREGON UNIVERSITY SYSTEM

PACIFIC UNIVERSITY

PIONEER PACIFIC COLLEGE

PORTLAND COMMUNITY COLLEGE

PORTLAND STATE UNIVERSITY

REED COLLEGE

RESEARCH CORPORATION OF THE UNIVERSITY OF HAWAII

ROGUE COMMUNITY COLLEGE

SOUTHEASTERN LOUISIANA UNIVERSITY

SOUTHERN OREGON UNIVERSITY (OREGON UNIVERSITY SYSTEM)

SOUTHWESTERN OREGON COMMUNITY COLLEGE

TULANE UNIVERSITY

TILLAMOOK BAY COMMUNITY COLLEGE

UMPQUA COMMUNITY COLLEGE

UNIVERSITY OF HAWAII BOARD OF REGENTS

UNIVERSITY OF HAWAII-HONOLULU COMMUNITY COLLEGE

UNIVERSITY OF OREGON-GRADUATE SCHOOL

UNIVERSITY OF PORTLAND

UNIVERSITY OF NEW ORLEANS

WESTERN OREGON UNIVERSITY

WESTERN STATES CHIROPRACTIC COLLEGE

WILLAMETTE UNIVERSITY

XAVIER UNIVERSITY

UTAH SYSTEM OF HIGHER EDUCATION, UT

UNIVERSITY OF UTAH, UT

UTAH STATE UNIVERSITY, UT

WEBER STATE UNIVERSITY, UT

SOUTHERN UTAH UNIVERSITY, UT

SNOW COLLEGE, UT

DIXIE STATE COLLEGE, UT

COLLEGE OF EASTERN UTAH, UT

UTAH VALLEY UNIVERSITY, UT

SALT LAKE COMMUNITY COLLEGE, UT

UTAH COLLEGE OF APPLIED TECHNOLOGY, UT

STATE AGENCIES
ADMIN. SERVICES OFFICE

BOARD OF MEDICAL EXAMINERS

HAWAII CHILD SUPPORT ENFORCEMENT AGENCY

HAWAII DEPARTMENT OF TRANSPORTATION

HAWAII HEALTH SYSTEMS CORPORATION

OFFICE OF MEDICAL ASSISTANCE PROGRAMS

OFFICE OF THE STATE TREASURER

OREGON BOARD OF ARCHITECTS

OREGON CHILD DEVELOPMENT COALITION

OREGON DEPARTMENT OF EDUCATION

OREGON DEPARTMENT OF FORESTRY

OREGON DEPT OF TRANSPORTATION
OREGON DEPT. OF EDUCATION

OREGON LOTTERY

OREGON OFFICE OF ENERGY

OREGON STATE BOARD OF NURSING

OREGON STATE DEPT OF CORRECTIONS

OREGON STATE POLICE

OREGON TOURISM COMMISSION

OREGON TRAVEL INFORMATION COUNCIL

SANTIAM CANYON COMMUNICATION CENTER
SEIU LOCAL 503, OPEU

SOH- JUDICIARY CONTRACTS AND PURCH

STATE DEPARTMENT OF DEFENSE, STATE OF HAWAII

STATE OF HAWAII
STATE OF HAWAII, DEPT. OF EDUCATION

STATE OF LOUISIANA
STATE OF LOUISIANA DEPT. OF EDUCATION
STATE OF LOUISIANA, 26TH JUDICIAL DISTRICT ATTORNEY

STATE OF UTAH
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ATTACHMENT D - APPENDIX ELECTRONIC COMMERCE

SEE FILE ATTACHMENT
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ATTACHMENT E - UC PARTICIPATING ENTITIES
List of UC Locations authorized to purchase under this Agreement

1. UC Berkeley Campus

2. UC Davis Campus

3. UC Davis Healthcare System

4. UC Irvine Campus

5. UC Irvine Healthcare System

6. UC Los Angeles Campus

7. UC Los Angeles Healthcare System

8. UC Merced Campus

9. UC Riverside Campus

10. UC San Diego Campus

11. UC San Diego Healthcare System

12. UC San Francisco Campus

13. UC San Francisco Healthcare System

14. UC Santa Barbara Campus

15. UC Santa Cruz Campus

16. UC Hastings Campus

17. UC Office of the President
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ATTACHMENT F - CSU PARTICIPATING ENTITIES
List of CSU Locations authorized to purchase under this Agreement

1. Bakersfield

2. Channel Islands

3. Chico

4. Dominguez Hills

5. East Bay

6. Fresno

7. Fullerton

8. Humboldt

9. Long Beach

10. Los Angeles

11. Maritime

12. Monterey Bay

13. Northridge

14. Pomona

15. Sacramento

16. San Bernardino

17. San Diego

18. San Francisco

19. San Jose

20. San Luis Obispo

21. San Marcos

22. Sonoma

23. Stanislaus

24. Chancellor’s Office
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ATTACHMENT G – CALIFORNIA COMMUNITY COLLEGES PARTICIPATING ENTITIES University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ATTACHMENT H - AICCU PARTICIPATING ENTITIES
Institution Address City Zip
American Jewish University 15600 Mulholland Drive Bel Air 90077 Antioch University 400 Corporate Pointe Culver City 90230 Art Center College of Design 1700 Lida Street Pasadena 91103 Azusa Pacific University 901 E. Alosta Avenue Azusa 91702 Biola University 13800 Biola Avenue La Mirada 90639
Brandman University 16355 Laguna Canyon Road Irvine 92618 California Baptist University 8432 Magnolia Avenue Riverside 92504 California College of the Arts 1111 Eighth Street San Francisco 94107 California Institute of Integral Studies 1453 Mission Street San Francisco 94103 California Institute of Technology 1200 E. California Blvd. Pasadena 91125 California Institute of the Arts 24700 McBean Parkway Valencia 91355 California Lutheran University 60 W. Olsen Road Thousand Oaks 91360 Chapman University One University Drive Orange 92866
Charles R. Drew University 1731 East 120th Street Los Angeles 90059 Chicago School of Professional
Psychology
617 W. 7th Street Los Angeles 90017
Claremont Graduate University 150 E. 10th Street Claremont 91711 Claremont McKenna College 500 E. 9th Street Claremont 91711 Columbia College Hollywood 18618 Oxnard Street Tarzana 91356 Concordia University Irvine 1530 Concordia West Irvine 92612 Dominican University of California 50 Acacia Avenue San Rafael 94901 Fielding Graduate University 2020 De la Vina Street Santa Barbara 93105 Fresno Pacific University 1717 S. Chestnut Avenue East
Hall
Fresno 93702
Golden Gate University 536 Mission Street San Francisco 94105 Harvey Mudd College 301 Platt Boulevard Claremont 91711 Holy Names University 3500 Mountain Blvd. Oakland 94619 Hope International University 2500 E. Nutwood Ave. Fullerton 92831 Humphreys College 6650 Inglewood Avenue Stockton 95207
International Technological University 2711 North First Street San Jose 95134 John Paul the Great Catholic University 220 W. Grand Esondido 92025 Keck Graduate Institute 535 Watson Drive Claremont 91711 La Sierra University 4500 Riverwalk Parkway Riverside 92505 Laguna College of Art + Design 2222 Laguna Canyon Road Laguna Beach 92651 Loma Linda University Loma Linda 92350
Loyola Marymount University 1 LMU Drive Los Angeles 90045 Marymount California University 3800 Palos Verdes Dr. East Rancho Palos Verdes
90275
The Master's University 21726 Placerita Canyon Road Santa Clarita 91321 Menlo College 1000 El Camino Real Atherton 94027
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

Institution Address City Zip
Mills College 5000 MacArthur Blvd. Oakland 94613
Mount Saint Mary's University 12001 Chalon Road Los Angeles 90049 Mount Saint Mary's University 10 Chester Place Los Angeles 90007 National University 11255 North Torrey Pines
Road
San Diego 92037
National University, Sacramento 9320 Tech Center Drive Sacramento 95826 Notre Dame de Namur University 500 Ralston Avenue, Belmont 94002 Occidental College 1600 Campus Road Los Angeles 90041
Otis College of Art and Design 9045 Lincoln Boulevard Los Angeles 90045 Pacific Union College One Angwin Avenue Angwin 94508
Palo Alto University 1791 Arastradero Road Palo Alto 94304 Pepperdine University 24255 Pacific Coast Hwy. Malibu 90263 Pitzer College 1050 N. Mills Avenue Claremont 91711
Point Loma Nazarene University 3900 Lomaland Drive San Diego 92106 Pomona College 550 N. College Avenue Claremont 91711
Providence Christian College 1539 E. Howard Street Pasadena 91104 Saint Katherine College 1637 Capalina Road San Marcos 92069 Saint Mary's College of California 1928 Saint Mary’s Road Moraga 94556 Samuel Merritt University 450 30th Street Oakland 94609 San Diego Christian College 200 Riverview Parkway Santee 92071 San Francisco Art Institute 800 Chestnut Street San Francisco 94133 San Francisco Conservatory of Music 50 Oak Street San Francisco 94102 Santa Clara University 500 El Camino Real Santa Clara 95050 Saybrook University 475 14th Street, 9th Floor Oakland 94612 Scripps College 1030 N. Columbia Claremont 91711
Simpson University 2211 College View Drive Redding 96003 Soka University of America 1 University Drive Aliso Viejo 92656 Southern California Institute of
Architecture
960 E. 3rd Street Los Angeles 90013
Southern California University of Health
Sciences
16200 Amber Valley Dr. Whittier 90604
Stanford University 450 Serra Mall Stanford 94305
TCS Education System 475 14th Street, 9th Floor Oakland 94612 Thomas Aquinas College 10,000 Ojai Road Santa Paula 93060 Touro University California 1310 Club Drive Vallejo 94592 Touro College and University System 43 West 23rd Street New York 10010 University of La Verne 1950 3rd Street La Verne 91750
University of La Verne College of Law 320 East D Street Ontario 91764 University of Redlands P. O. Box 3080 Redlands 92374
University of San Diego 5998 Alcala Park San Diego 92110 University of San Francisco 2130 Fulton Street San Francisco 94117 University of Southern California University Park Los Angeles 90089 University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

Institution Address City Zip
University of Southern California 1800 I Street Sacramento 95811 University of Southern California - Health
Science Campus
1975 Zonal Avenue Los Angeles 90089
University of the Pacific 3601 Pacific Avenue Stockton 95211 University of the Pacific School of
Dentistry
2155 Webster Street San Francisco 94115
Pacific McGeorge School of Law 3200 Fifth Ave. Sacramento 95817 University of the West 1409 Walnut Grove Avenue Rosemead 91700 Vanguard University of Southern CA 55 Fair Drive Costa Mesa 92626 Western University of Health Sciences 309 East Second Street, College Plaza
Pomona 91766
Westmont College 955 La Paz Road Santa Barbara 93108
Whittier College P. O. Box 634 Whittier 90608
Whittier Law School 3333 Harbor Boulevard Costa Mesa 92626 William Jessup University 2121 University Avenue Rocklin 95765 Woodbury University 7500 Glenoaks Blvd Burbank 91504
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ATTACHMENT I – SETTLEMENT MATRIX TERMS
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ATTACHMENT J – CHESS HOLIDAY SCHEDULE
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ATTACHMENT K – SUSTAINABILITY SPECIFICATIONS
California higher education schools have a long history of being leaders in sustainability, including in environmentally and socially responsible purchasing. For example, in 2007, the University of California expanded its UC Sustainable Practices Policy to include environmentally preferable purchasing. Among other directives, these policies advise the UC to:
• Determine the appropriate sustainability requirements to be included in RFPs, • Recognize and value total cost of ownership, closed loop systems, and contribution to LEED credits when evaluating suppliers,
• Recognize recycled content and third party certifications, and negotiate better pricing on products with these recognized criteria where opportunities exist,
• Require suppliers to report quarterly on the UC’s spend on environmentally preferable products, • Require suppliers to document their packaging practices, verify compliance with the UC’s packaging criteria, and work with its suppliers to establish end-of-life reuse, recycling, or “take-back” programs at no extra cost to the University
In addition, the UC Sustainable Practices Policy identifies green building design and operation standards, a zerowaste by 2020 target, a climate neutrality goal by 2025, and stringent water consumption reduction goals.

To further reductions in energy, water, and toxics use, and increase the purchase of recycled-content products, the following specifications are included as directed by the above policy. Vendors participating in the CHESS Maintenance Repair and Operations Solicitation shall strive to comply with all technical and environmental specifications provided herein.

1. Labeling
Environmental benefit claims concerning products or services must be consistent with the Federal Trade Commission’s Guidelines for the Use of Environmental Marketing Claims. In addition, products claiming environmental benefits shall include the industry standard it meets or third party certification it has received (see below list of preferred technical and environmental specifications) in the catalog product description. A copy of the certification claimed by the vendor must be supplied upon request if it is not publically available for verification. Products offered on this contract that contain recycled content shall list in the hosted and punchout catalogs the amount of recycled content, reflecting both total recycled content (TRC) and postconsumer recycled content (PCRC).

2. Usage Reports
Vendors must submit quarterly usage reports for all purchases made on this contract in the format outlined in EXHIBIT – QUARTERLY REPORT. Many campuses report on progress towards meeting the goals set forth in their respective Environmentally Preferable Purchasing (EPP) policies, and any available data that can be reported on actual EPP purchases and their associated environmental, health, and fiscal impacts is beneficial for this purpose.

3. Environmentally Preferable Products
Campuses may establish a preference for Environmentally Preferable Products (EPPs), adopt additional specifications for certain categories of products, and/or negotiate during the Contract term to permit the substitution or addition of EPPs to the Contract when such products are readily available at a competitive cost and satisfy the department’s performance needs.

4. Mercury Containing Products
The California Environmental Protection Agency regulates the disposal of mercury waste because mercury is toxic to people and to the environment. California law restricts the level of mercury in some products (such as general purpose lights and packaging), and bans the sale of other mercury-containing products outright (such as University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

mercury-containing thermometers, barometers, flow meters, etc.). Vendors must ensure that their processes for the selling, handling and disposing of products containing mercury meets all California mercury control laws:
http://www.dtsc.ca.gov/HazardousWaste/Mercury_Reduction.cfm.

5. Volatile Organic Compounds (VOCs): Campuses seek to procure products that contain no or low amounts of Volatile Organic Compounds (VOCs), wherever feasible, including but not limited to furniture, flooring, paint, sealants, architectural coatings, and building materials. Vendor shall provide low- or no-VOC product options in the above categories. To the greatest extent possible, vendors shall offer and label products that are low emitting and that contain zero or low VOCs.

6. Energy- and Water-Efficient Products: For product categories where ENERGY STAR® -rated or WaterSense® certified products are available, the California Higher Education System Schools seek to focus their procurement efforts only on products with an ENERGY STAR® rating or WaterSense® certification, delivered with energy efficiency and conservation features enabled. Products in applicable categories shall be offered and labeled with ENERGY STAR and WaterSense programs.

7. Recycled Content: Products shall be provided and labeled that meet or exceed the minimum recycled-content specifications as outlined in the EPA’s Comprehensive Procurement Guidelines:
https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program#products. Product categories include construction products, landscaping products, office products, paper products, park and recreation products, transportation products, vehicular products, and other miscellaneous products.

8. Packaging: All packaging (including carrying cases, wrappers and wrapping films, bags, and tubs) and packaging components (such as inks, labels, dyes, pigments, adhesives, stabilizers, or any other additives) must be free of Expanded Polystyrene (EPS) and polyvinyl chloride (PVC), and compliant with the Toxics in Packaging Prevention Act (AB 455) as to be free of any intentionally introduced lead, cadmium, mercury or hexavalent chromium, and containing no incidental concentrations of these regulated metals greater than 100 parts per million (ppm) by weight. In addition, all packaging must have the option to meet at least one, and preferably more than one, of the criteria listed below.
a. Uses bulk packaging.
b. Uses reusable/returnable packaging.
c. Uses innovative packaging that reduces the weight of packaging, reduces packaging waste, or utilizes packaging that is a component of the product.
d. Maximizes recycled content
e. Uses easily recyclable or compostable packaging.

9. CHESS SUGGESTED Prohibited Products and Materials: (May vary by location) a. Aerosols and products in aerosol containers
b. Antimicrobials additives used in hand soaps, furniture coatings, and any other products. c. Bottled Water
d. Compact Fluorescent Lamps (CFLs)
e. Compost that includes any chromated copper arsenate (CCA) pressure treated wood products. Provide certification that wood products are free from CCA products or byproduct. f. Disinfectants and Sanitizers that contain known, suspected, reasonably anticipated, or probable human carcinogens per IARC, NTP or the State of California; reproductive toxins per the State of California; University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

Asthmagens per AOEC (listed with a G, Rs, Rrs or Rr designation); Nonylphenol ethoxylates or other alkyl phenol ethoxylates (APEs); Chlorine Bleach (Sodium hypochlorite), Hydrogen chloride (HCL), Phenols, Pine oil, Quaternary ammonium chloride compounds, Silver, or Thyme oil. g. Expanded Polystyrene (EPS) other than that utilized for laboratory supply or medical packaging.

Prohibited products include but are not limited to EPS in foodservice products, and packaging. h. Flashlights that do not use an LED light source
i. Hand sanitizing wipes unless they contain ethyl alcohol or isopropanol active ingredients only j. Incandescent light bulbs that are standard size (size A19) k. Pesticides that are harmful to pollinators including the following Neonicotinoids: Imidacloprid, Clothianidin, Thiamethoxam, Acetamiprid, Dinotefuran.
l. Polyvinyl chloride (PVC) - Products shall be free of PVC whenever an alternative exists. PVC-containing products must be identified in catalogs.
m. Prop 65 Chemicals (known to cause cancer or birth defects or other reproductive harm) unless clearly identified and labeled on all products containing them.

10. Vendor Must Make the Following Environmentally Preferable Products Available on the Contract:
a. Adhesives that comply and are labeled with at least one of the following third-party certifications: Cradle to Cradle, Green Seal, SCS FloorScore, UL GREENGUARD Gold, UL EcoLogo, Carpet and Rug Institute (CRI) Green Label Plus
b. Batteries with rechargeable nickel metal hydride (NiMH) that are low-self discharge and are delivered precharged in the following battery sizes: AA, AAA and D. All batteries shall have a minimum power rating in milliamp hours (mAh) as follows:
i. AAA batteries: 700 mAh
ii. AA batteries: 2000 mAh
iii. C batteries: 2200 mAh
iv. D batteries: 2200 mAh
v. 9-volt batteries: 175 mAh
vi. All chargers must be Energy Star
c. Disinfectants and Sanitizers that contain only Hydrogen Peroxide (including Accelerated Hydrogen Peroxide), Citric Acid, Lactic Acid, or Caprylic Acid as active ingredients. d. Electric Hand Dryers that meet the following specifications:
i. Ability to dry hands in 15 seconds or less with maximum 135 degree Fahrenheit air ii. Operate at a sound level of less than 80 dBA
iii. Energy consumption should match NEC or CEC requirements. iv. Adherence to ADA protrusion requirements
v. Internal air filtration
e. Hydraulic Fuel and Lubricating Oil that meets the following specifications:
i. Hydraulic fluid contains a minimum of 55% re-refined base stock and/or certified by EcoLogo CCD-068 and listed in the USDA BioPreferred Catalog
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ii. Lubricating oil containing a minimum of 75% re-refined base stock or certified by EcoLogo CCD054 or Green Seal-3 f. Luminaires and light bulbs that are LED, high-efficiency and CEC code compliant. g. Motors that are certified with the National Electronic Manufacturers Association’s (NEMA) Premium Energy Efficient Motors Program.
h. Paint products that are certified by Green Seal and the Master Painter Institute (MPI) under its Green Performance Standards; and reprocessed and/or re-blended paint products with a minimum of 10% postconsumer recycled content paint, CARB compliant, and a total recycled content of 50%, that meet the specifications of conventional paints used for the same applications. i. Plastic Lumber that conforms to standard wood dimensional lumber sizing, contains UV inhibitors and is consistent in color and nominal dimension(s) through the entire profile, contains a minimum of 90% total recovered materials, at least 25% of which must be post-consumer plastic. All plastic lumber must be guaranteed against undue warping, sagging, cracking, splitting, rotting, and insect infestation for a minimum of ten (10) years.
j. Pesticides that contain only active ingredients listed on the EPA’s list of Active Ingredients Allowed in Minimum Risk Pesticide Products: http://www.epa.gov/minimum-risk-pesticides/active-ingredientsallowed-minimum-risk-pesticide-products or are listed on the 2015 San Francisco Reduced-Risk Pesticide List:
http://www.sfenvironment.org/sites/default/files/fliers/files/sfe_reduced_risk_pesticide_list_2015_finaldra ft.pdf
k. Powered cleaning equipment that meets the following specifications:
i. Is equipped with controls or other devices for capturing and collecting particulates; ii. Operates at a sound level less than 70 dBA;
iii. Floor Maintenance equipment: has low-emission engines certified by the California Air Resources Board under the Small Off-Road Engines or Equipment (SORE) program and is equipped with catalytic and exhaust monitoring systems; iv. Scrubbers: are equipped with a control method for variable rate dispensing to optimize the use of cleaning fluids;
v. Steam Cleaners: use a dry steam application and steam heat to a minimum 200 degrees F. l. Roofing Materials that are ENERGY STAR certified, approved by the Cool Roof Rating Council (CRRC), and made with recycled materials
m. Solvents and Degreasers certified by Green Seal.
n. Sorbents that contain 100% total recycled content (compliant with EPA’s Comprehensive Procurement Guidelines for Sorbents: http://www.epa.gov/osw/conserve/tools/Comprehensive Procurement Guidelines/products/sorbents.htm), or USDA-certified biobased. a. Wood Lumber that is FSC Certified.

11. Additional Market Basket Pricing
During the life of the contract, the University reserves the right to negotiate the addition of new environmentally preferable products into the market basket for the most preferential pricing.

University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ATTACHMENT L – CAMPUS MATRIX
Matrix below is completed for reference purposes only, based on those location who have Supplier-Managed Inventory (SMI), Vending Machines (VM), and a listing of the E-Procurement system currently used. MRO Primary Distributor is to provide a transition plan to the locations listed below for SMI and VM.

University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

ATTACHMENT M – UC LOCAL SMALL BUSINESS OPT-IN SOLUTION (BETA)

1. OBJECTIVE: Allow UC San Diego campus to use the sourcing event to introduce local Small Business (SB) or Disabled Veteran Business Enterprise (DVBE). Responsibility of UC San Diego Campusto score, evaluate, and award local agreement.
a. Process Outline:
i. Local campus to support the solicitation efforts by communicating and advertising the SB and DVBE opportunity.
ii. SB and DVBE Responsibility:

1. Participate in the BETA opportunity with campus

2. Provide SB/DVBE Certification

3. Complete a Price Analysis Workbooks

4. Complete Category Discounts

5. Respond to Questions in RFx
iii. UC San Diego Campus Responsibility

1. Score SB/DVBE Supplier(s) responses specifically to campus location

2. Separately Evaluate SB/DVBE responses for UC Location

3. Provide local award for SB/DVBE for your UC Location a. This process will be completely separately from the system solution. b. Timeline for scoring, evaluating, awarding is to be derived by UC campus and shared with SB/DVBE.
c. Spend allocation is to be derived by UC Campus location and its local SB/DVBE goals and objectives.
b. The UC San Diego Campus will evaluate responses in their entirety and determine award based on the most advantageous.

2. ANNUAL SPEND:

CAMPUS LOCATION PAST 12 MONTH MRO SPEND
UC SAN DIEGO $4,966,647.00

3. SB/DVBE SUPPLIER REQUIREMENTS: Supplier will not be required to provide services or goods to campuses or entities other than UC San Diego. If supplier does choose to supply those other entities listed in 1.1 Master Agreement, supplier will be expected to make available the terms, conditions and pricing to those other entities. a. Ecommerce: Supplier must be able to provide a hosted catalog through the Jaggaer/Sciquest platform. b. Invoicing:
i. The Supplier shall submit invoices through Transcepta. UCSD is transitioning our suppliers to the most efficient procure-to-pay process. As part of this transition, we are phasing out all of our paper-based processes, including invoices. This will greatly reduce our invoice process time, costs around mailings and postage, and allow us to optimize our payment methods, which will help us all in our sustainability efforts.
ii. In order to receive and process your invoices in the most efficient way possible, UCSD has joined the Transcepta Electronic Invoicing Supplier Network. As a University of California supplier, you pay NO FEES to participate. Registration and connection with Transcepta takes only a few minutes of your time and there are no requirementsto change your existing systems, invoice formats, or engage in IT-intensive projects.
iii. For more information and/or assistance with enrollment in the Transcepta Network, please contact the Transcepta Supplier Connection Team at [email protected] or 949-382-2841. If you have questions specifically for UC San Diego including payment options, contact us via email [email protected].
c. Payment Terms: UC San Diego payment terms are Net 30. Funds will be issued via virtual payment card. d. Exclusions: None of the National IPA or CHESS specific requirements apply to those suppliers that may be awarded as small business suppliers for UC San Diego for the UC San Diego portion of their contract. Unless otherwise noted, all other requirements and provisions apply.

University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

EXHIBIT 1 – SUPPLIER REGISTRATION PROCEDURES
GEP Registration is FREE and REQUIRED for all Suppliers.

Link to GEP UCAL Public RFx Events Page :
https://smart.gep.com/publicRFx/ucal?oloc=215#/
• Supplier Registration – to register use link above, please click on the icon, which is located on the upper right hand corner.
• GEP Support – For assistance, please contact via phone or email:
1-732-428-1578 or [email protected]
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

EXHIBIT 2 - DRAFT PURCHASE AGREEMENT

SEE ATTACHED DOCUMENT
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

EXHIBIT 3 - INSURANCE CERTIFICATE EXAMPLE
University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

EXHIBIT 4 - CHESS REQUIREMENTS

1. HOURS OF SERVICE:

1.1. REGULAR HOURS are between 6:00 AM and 6:00 PM, Monday through Friday, excluding holidays.

1.2. AFTER HOURS is after 6:00 PM and prior to 6:00 AM, Monday through Friday.

1.3. WEEKENDS are anytime Saturday or Sunday.

1.4. HOLIDAYS are CHESS Holidays (See CHESS holiday schedule attachment).

1.5. Services shall be available 24 hours per day, 7 days per week, 365 days per year.

1.6. Supplier shall provide 24 hours per day, 7 days per week, 365 days per year telephone access, and respond to a call for services within thirty (30) minutes of receipt.

2. RESPONSE TIMES:

2.1. During REGULAR HOURS, AFTER HOURS, WEEKEND or HOLIDAYs, Supplier shall respond within four (4) hours of receipt of a request.

2.2. If the request is designated by the CHESS as an EMERGENCY, the Supplier shall respond within two (2) hours of receipt of request regardless of the time of day, WEEKEND or HOLIDAY.

3. CONTRACTOR REQUIREMENTS:

3.1. Contractor(s) shall supply all labor, supervision, materials, tools, equipment, and effort necessary to perform the Scope of Work presented.

3.2. The Contractor’s service truck fleet and/or warehouse shall carry sufficient supply of repair parts and equipment to perform services per Scope of Work presented.

3.3. The Contractor agrees to utilize only experienced, responsible and capable people in the performance of the work.

3.4. All employees of the Contractor shall wear a company uniform identified with the company name consisting of a minimum of one of the following:

3.4.1. Shirt/blouse

3.4.2. Vest

3.4.3. Cap

3.5. No one except authorized employees of the Contractor is allowed on the premises of CHESS.

Contractor’s employees are NOT to be accompanied in their work area by acquaintances, family members, assistants, or any other person unless said person is an authorized employee of the Contractor.

3.6. The Contractor shall perform the work in a way to minimize disruption to the normal operation of building occupants. Upon completion of work the Contractor shall clean and remove from the job site all debris, materials and equipment associated with the work performed.

3.7. Contractor shall adhere to all regulations, rules, ordinances, and standards set by Federal, State, County, and Municipal governments pertaining to safety on the job site.

4. EMPLOYEE BACKGROUND CHECK:

4.1. A background check is required for all employees providing any services to CHESS. Any occurrence found during background check is to be provided to Participating Agency for approval, prior to placement.

University of California (UC) RFP-MRO-UCSystemWide-Jan222018 UC - Maintenance Repair and Operations (MRO) and Related Services RFx

5. SMALL BUSINESS

5.1. Supplier(s) must have the capability to provide a small business solution. Provide Supplier(s) capabilities in the Capabilities section in the questions.

5.2. Additional points will be made available to those suppliers able to provide Small Business and/or Disabled Veteran Business Enterprise (DVBE) solution.

5.3. California based Participating Entities have a minimum of 25% Small Business participation spend. CHESS is looking for an agreement that would allow this targeted goal. CHESS reserves the right to source certain MRO supplies to small business, who are able to meet the spend requirement.

6. ONLINE/ECOMMERCE PRESENCE

6.1. Supplier(s) must have an online capability with contracted pricing for MRO goods being purchased. Full capabilities of this is to be outlined in questions of solicitation.

7. IN-STORE OR STOREFRONT

7.1. Supplier(s) must have an in-store or storefront presence to allow CHESS or Participation Agency the ability to pick up items that may be on emergency or as needed basis.

Questionnaire Name: *
Questionnaire
Description:

QUESTIONNAIRE NAME SECTION NAME QUESTION
NUMBER
QUESTION TITLE W. W, Grainger, Inc.

Company Profile 1 * Provide an executive overview of your company including any parent company relationships.

Grainger was founded in 1927 and incorporated in the State of Illinois in 1928, as W.W. Grainger, Inc. Grainger is a publicly held Fortune 500 company with shares traded on the New York Stock Exchange (NYSE). With 2017 sales of over $10.4 billion, Grainger is the leading North American provider of maintenance, repair, and operating (MRO) supplies.

More than 3.2 million businesses and institutions worldwide rely on Grainger for products such as safety, gloves, ladders, motors and janitorial supplies, along with services like inventory management and technical support. These customers represent a broad collection of industries including government, commercial, healthcare and manufacturing. They place orders online, on mobile devices, through sales representatives, over the phone and at local branches.

Grainger’s capabilities include:
• A strategic US distribution network of 249 branches and 13 distribution centers supporting customers nationwide.
• An extensive product line, now more than 1.6 million products and repair parts and over $1.3 billion of on-hand inventory that meets every agency’s requirements.
• Proven experience in negotiating and implementing multi-state, complex, nationwide contracts.

Grainger’s continued investment in exceptional service, valueadded programs, eProcurement solutions, KeepStock inventory management solutions and physical presence has enabled
customers in 50 states hundreds of political subdivisions and Company Profile 2 * Please list your Corporate office location? 100 Grainger Parkway, Lake Forest, IL 60045 Company Profile 3 * List the total number of sales persons employed by your organization within the United States, broken down by market.

We have 16,900 employees. 6,000 in sales, 4,000 in customer service, and 500 Government dedicated.

Company Profile
Company Profile 4 * List the number and location of sales offices and distribution centers for all states being offered in solicitation. Additionally, list the names of key contacts at each location with title, address, phone and e-mail address.

Grainger provides the best combination of product selection, local availability, speed of delivery and simplicity of ordering in the industry, and operates in all 50 states through a network of 249 branches and 13 distribution centers. Grainger's standard operations consist of methods to make inventory available to customers on a just-in-time basis. Through Grainger's logistic network, we carry over $1.25 billion in inventory on hand every day and provide 95% of our customers with next day service.

Please see Attachment "Grainger Branch and Distribution Center Locations with Key Contacts". This is under supplier attachments.

Company Profile 5 * Provide the number of retail stores/storefront locations that your organization has, broken down by State. Complete and upload ATTACHMENT B - RETAILS STORES AND WAREHOUSE LOCATIONS.

UCOP CED DIRECTORY by City 180325.xlsx ; UCOP ATTACHMENT B RETAIL STORES WAREHOUSE LOCATIONS 180325.xlsx ; RETAIL
STORES AND WAREHOUSE LOCATIONS - CA stores.docx ;

ATTACHMENT B - RETAIL STORES AND WAREHOUSE LOCATIONS
(3).xlsx ; ATTACHMENT B - RETAIL STORES AND WAREHOUSE
LOCATIONS.pdf ; CHESS - ATTACHMENT B - RETAIL STORES AND WAREHOUSE LOCATIONS.xlsx ; ATTACHMENT B - RETAIL
STORES_WAREHOUSE LOCATIONS_HDSFM.pdf ; Grainger MRO

ATTACHMENT B - RETAIL STORES AND WAREHOUSE LOCATIONS
(2).xlsx
Company Profile 6 * Please provide contact information for the person(s) who will be responsible for the following areas, including resumes: (a.)Sales (b.)Sales Support ( c.)Marketing (d.)Financial Reporting (e.)Executive Support
Please see Grainger's Contact Information - Company Profile 6 attachment with contact information for key persons who will be supporting the CHESS / National IPA contract. Also, attached is the org chart for our National Government Sales Force. The team members listed on our attachment have experience with CHESS in the current contract and will facilitate all marketing activities. Our key contacts are familiar with CHESS customers, purchasing patterns, procurement history and continuous improvement activities. They will be instrumental for a successful transition of the CHESS contract.

At the contract gains momentum outside of California, the lead Government Sales Manager of each state will be responsible for engaging the local support teams that will be needed to transition any new Participating Entities.

Please note: Grainger considers resume information confidential and can provide team resumes after contract award.

The talent and training of our employees is critical to Grainger to ensure customer satisfaction and a high level of continuous improvement and partnership. Talent Management is a process to attract, develop and retain people with the right knowledge, skills and behaviors to meet current and future organizational needs. As the global business footprint changes, managing talent becomes a critical driver to allow Grainger to grow. In order for Grainger to become the best we can be, our focus must be on our talent model. This integrated model represents our approach to Talent Management
Company Profile 7 * Please select your settlement option preferred using Attachment I - Settlement Matrix Terms.

Settlement Matrix - Option 1
Company Profile 8 * Overall annual sales for last three (3) years; 2015, 2016, 2017 Our annual sales for the last three years is below. I have also attached our annual fact book. This attachment provides much more detail around these sales. $10,424,858,000 - 2017
$10,137,204,000- 2016
$9,973,384,000 - 2015
Company Profile 9 * Has your company done anything that is trans-formative or innovative to the industry? If yes, please describe.

Yes. Consulting, Sustainability, Tools for Tomorrow, Diversity and Safety Programs.

Company Profile 10 * What differentiates your company from competitors? •฀Dedicated Vertical Focus: Grainger excels in understanding our Education customer’s needs by building a strategy specifically around Higher Education and investing in continuous training for dedicated Government Account Managers. Our product portfolio, service offering, and contracting efforts have evolved and grown with the changing needs and requirements of government
customers. Our team is highly committed to providing you with more ways to streamline procurement, reduce costs and achieve your objectives while meeting industry requirements and regulations.
•฀Dedicated Vertical Focus: Grainger excels in understanding our Education customer’s needs by building a strategy specifically around Higher Education and investing in continuous training for dedicated Government Account Managers. With over 500
dedicated Government Sales Managers, our teams help Education customers reduce operational costs. In 2017, Grainger's Sales Teams had over 65,000 "touches" with in person meetings, emails, webinars, supplier demonstrations, Business Reviews, training, technical support, consulting and safety assessments to service and support our government customers.
•฀Ecommerce Solutions: Grainger is the number one eRetailer in the MRO industry and has the most comprehensive platform of eCommerce website, mobile apps and eProcurement offerings in the industry. Our eCommerce team has received awards as a result of our eCommerce focus, including the Internet Retailer magazine’s B2B E-Commerce as the Website Design of the Year Award in 2016.

Grainger continues to make it easy for users to order MRO product from Grainger wherever they are, and on their preferred platform. •฀Safety Services & Assessments: Grainger works with well Company Profile 11 * Does your company have a “Lead Point of Contact” for ecommerce integration issues? If yes, please provide detail contact information.

The lead POC for the University of California Systems eCommerce for integration issues is Dan Kloes, eCommerce Solutions Manager, office phone - 847-535-0530, mobile phone - 224-254-3406, email - [email protected]. Dan received a degree in Organizational Small Business Management with a Masters in Business
Management. Dan has been with Grainger for 13 years and has been a technical ecommerce Solutions Manager for eight years.

Electronic marketplaces: Grainger connects to customers through electronic marketplaces, exchanges or enterprise purchasing software systems using universal technology standards such as cXML. Customers can “Punch-Out” to Grainger’s online catalog, create a requisition and return the shopping cart back to the marketplace for review and approval.

Direct connections to customers’ Enterprise Resource Planning (ERP) systems: Grainger offers the ability to integrate its General Catalog and buying process with customers’ purchasing and ERP systems. Customers who wish to “Punch-Out” directly from their ERP can access Grainger’s online catalog and return the shopping cart back to their purchasing system to manage the order workflow.

Grainger can provide Oracle R12, and a scoping call with our ebusiness integration team to determine specific need and customization will ensure proper integration. Our experience with over 125 customer platforms (including those in the graphic below) gives us an end-to-end integration capability to drive streamlined processes resulting in cost savings through productivity Company Profile 12 * Provide information regarding whether your firm, either presently or in the past, has been involved in any litigation, bankruptcy or reorganization.

W.W. Grainger has never filed for bankruptcy. W.W. Grainger, Inc. is a publicly held company with over 25,750 employees, 249 locations, involved in international operations, and is party to thousands of contracts and other relationships. From time to time the Company is involved in various other legal and administrative proceedings that are incidental to its business, including claims related to product liability, general negligence, contract disputes, environmental issues, wage and hour laws, intellectual property, employment practices, regulatory compliance or other matters and actions brought by employees, consumers, competitors, suppliers or governmental entities. As a government contractor selling to federal, state and local governmental entities, the Company is also subject to governmental or regulatory inquiries or audits or other proceedings, including those related to pricing compliance. It is not expected that the ultimate resolution of any of these matters will have, either individually or in the aggregate, a material adverse effect on the Company’s consolidated financial position or results of operations. While Grainger cannot provide you with all of the specific information you request with respect to each lawsuit, Grainger can state that, to the best of its knowledge and belief, without conducting exhaustive investigations or inquiries, there are no lawsuits that, if unfavorably concluded against this company would have a material adverse impact on its financial condition or ability to do business.
฀
Company Profile 13 * Provide your experience working in the public sector ? Grainger’s Public Sector experience is extensive. Grainger has been providing MRO Supplies over 89 years on a state, regional and nationwide basis, including public sector experience. In 2017, Grainger’s sales to public sector customers were over $1.9 billion.

To appreciate the breadth and extent of this business, Grainger has contracts with all 50 states, as well as local government entities and the federal government. We have proven experience in negotiating and implementing multi-state, complex, nationwide contracts. Grainger’s government sales organization is supported by over 500 sales professionals dedicated to servicing only government customers. Our government sales organization allows Grainger to focus on the unique needs of the public sector customer while gaining insight into and expertise in government procurement.

All government team members receive annual compliance training to ensure that they know and understand our government
customers’ requirements and can meet our customers’ ethical standards for procurement. The Grainger Government teams have detailed knowledge and experience in providing MRO products to higher education institutions, healthcare facilities and state and local governments and have been providing significant cost savings to Public Sector customers based on our industry leading Supply Chain efficiencies, experienced personnel and our ability to leverage our expansive U.S. operations.

Company Profile 14 * Please provide a list of four (4) complete Customer References.

Submit Name, Title, Company Name, Phone Number and Email Address. Two of the references should be an entity of similar size and with comparable scope of operations as the University, i.e., academic, research, or statewide operations. Such services should have been provided for a period of not less than two (2) years within the last three (3) years. At least two of the four provided references must be located in California. Provide annual sales and description of the services provided.

Grainger's dedicated Government and Public Sector teams have helped thousands of Public Agency customers to save time, money and space with our savings solutions. Grainger is happy to provide the attached four references. More references can be provided upon request.

Questionnaire Name: * Marketing / Sales
Questionnaire
Description:

QUESTIONNAIRE NAME SECTION NAME QUESTION
NUMBER
QUESTION TITLE W. W, Grainger, Inc.

Marketing / Sales 1 * Detail how your organization plans to market this contract within the first ninety (90) days of the award date. This should include, but not be limited to: a.฀A co-branded press release within first 30 days b.฀Announcement of award through any applicable social media sites c.฀Direct mail campaigns d.฀Co-branded collateral pieces e.฀Advertisement of contract in regional or national publications f.฀Participation in trade shows g.฀Dedicated National IPA ad CHESS internet web-based homepage with: I.฀National IPA and CHESS Logo ii.฀Link to National IPA and CHESS website iii.฀Summary of contract and services offered iv.฀Due Diligence Documents including; copy of solicitation, copy of contract and any amendments, marketing materials
Grainger acknowledges success of the CHESS and National IPA contract begins with an effective plan to market it. Grainger will utilize a combination of communications and marketing programs, to drive contract awareness, demonstrate contract value, and promote a call to action towards existing CHESS and National IPA customers, potential new CHESS and National IPA customers, industry experts, strategic business partners, and internal Grainger resources within the first 90 days of the award date.

Furthermore, Grainger will collaborate with CHESS and National IPA to mutually align on communication channels, messaging content, and delivery targets and timing to demonstrate a strong partnership across our organizations when marketing the CHESS and National IPA contract.
●0 - 10 days: Assign Grainger marketing and communication experts to create needed messages and tools for internal and external purposes.
●10-30 days: Deliver contract awareness and training to Sales, Customer Service, and all relevant customer support team members through electronic, social media, and personal meeting channels.
●Update dedicated National IPA Grainger internal website with CHESS/National IPA contract information and benefits.
●30 – 90 days: Upon training completion, deploy our 500+ Government Sales Team members to engage CHESS and potential entities to promote the contract benefits and solutions. ●30 - 90 days: Create a mutually agreed upon joint media campaign, including but not limited to:
(a) 0 – 10 days: Grainger will collaborate with CHESS and National IPA and distribute a co branded press release providing highlights Marketing / Sales 2 * Describe how your company will demonstrate the benefits of this contract to eligible entities if awarded.

Upon Award, Grainger will demonstrate the benefits of the CHESS and National IPA contract to eligible entities through direct and indirect engagements leveraging a unified position across both our organization in the following ways:

1.฀Endorsement of the contract by Grainger Executive Leadership with targeted messaging showcasing the benefits and our strong partnership.

2.฀Produce customer facing materials describing the CHESS and National IPA contract value, benefits, and solutions to be used within advertising, marketing, and communications campaigns as mutually agreed upon

3.฀Deliver consistent and timely messaging through mutually agreed upon multi-media channels and industry events such as direct mail (including email), national and regional publications, trade-shows, and web promoting the benefits of the CHESS and National IPA contract and strength of the partnership between CHESS and National IPA and Grainger.

4.฀Target key entities, including existing CHESS and National IPA customers and potential new entities, with consistent and timely messaging of the new contract’s value and benefits.

5.฀Train and Deploy Grainger’s 500+ Government sales force, Customer Service, and Solutions team members to effectively target and position the value and benefits of the CHESS and National IPA contract. Sales and Customer Service team members will articulate the contract value to meet potential members’ goals.

6.฀Participate with National IPA on mutually agreed upon national and regional trade-shows, conferences and seminars to promote the value of the new CHESS/National IPA contract.

Marketing / Sales 3 * Provide a detailed ninety (90) day plan describing how the contract will be implemented within your firm.

Upon Award, Grainger will execute a comprehensive
implementation plan consisting of contract Execution,
Communication, and Training of the CHESS and National IPA Master Agreement.
1 – 10 Day CHESS, National IPA and Grainger will:

CHESS, National IPA and Grainger will finalize Master Agreement terms and conditions, including any formal requirements such as obtaining signatures.

Grainger will assign Master agreement implementation project lead, Communication lead, and Marketing lead
Grainger will activate internal contract management standards inclusive of but not limited to:
•฀Process to assign CHESS and National IPA contract terms, conditions including pricing to Participating Agencies
•฀Execution of Master Agreement and assessment reporting tracking affiliations.

Grainger Sales Leadership will deliver contract endorsement and awareness messages to internal key stakeholders highlighting contract value and benefits to all parties – Grainger, CHESS, National IPA, and Participating Entities.
10 - 30 Day Grainger will:

Conduct national conference calls with Grainger Executives providing the details of the CHESS and National IPA agreement and implementation plan. The agenda includes an overview of the products and services that Grainger will provide, a list of key entities, and specific assignments for the Grainger Executive team to promote the new contract.

Conduct national conference calls internally with Grainger Government Sales Force Customer Service and key stakeholders Marketing / Sales 4 * Describe how you intend to rollout your MRO program to a Participating Agency. What preparation, training, education, meetings, etc will be provided?
Grainger will use proven implementation processes and practices to construct an effective roll out plan and drive adoption of the contract for all entities. The following implementation activities:

Pre-Affiliation
•฀Construct communication and marketing materials to be tailored and used to promote the contract benefits and solutions within the Participating Entity’s environment.
•฀Present the CHESS and National IPA contract benefits and solutions to the Participating Agency’s key stakeholders and decision makers through formal meetings.
•฀Participating Agency will, affiliate to the CHESS/National IPA contract through online request form
Post-Affiliation
•฀Activate CHESS and National IPA contract terms and conditions, including pricing, to all Participating Entity’s Grainger accounts within 48 hours of approval.
•฀Identify the Participating Entity’s short and long term goals and objectives and develop strategies to meet them leveraging solutions available through the CHESS and National IPA contract. •฀Mutually agree on applicable solutions, contract success performance criteria, change management and communication plans, timing, and other relevant roll out requirements. •฀Engage resources and mutually develop a launch plan with defined milestones and roles to launch contract across the Participating Entity’s organization.
•฀Designate a Site Champion(s) to lead Entity contract
implementation within the their organization
•฀Deliver contract awareness to all Entity team members to promote benefits utilization processes and support channels Marketing / Sales 5 * Describe how you intend on train your national sales force on the Awarded agreement.

Grainger will apply an extensive training program to accomplish the following:

1.฀Ensure comprehensive understanding of the new CHESS and National IPA contract terms, benefits, and solutions

2.฀Understand and develop a target list of entities for affiliation.

3.฀Assist Government sellers to develop good pre-call planning skills to allow for a targeted meeting agenda

4.฀Joint planning session with National IPA partner on key strategic accounts
Step 1: Build contract awareness across 500+ Grainger Government dedicated sales force, Customer facing team members, and solution support resources
•฀Deliver Contract announcement messages via electronic vehicles from Sales and National IPA Leadership
•฀Launch National IPA intranet site
•฀Provide co-branded marketing collateral
Step 2: Provide Contract training
•฀Conduct dedicated training on implementation plan and process to existing and potential CHESS/National IPA customer.
•฀Deliver contract support materials and tools through Grainger sales management systems.
•฀Provide seller action plans and timelines to achieve
implementation success criteria.

Step 3: Reinforcement and Inspection
•฀Conduct, at minimum, quarterly contract educational calls with Sales and Customer Service teams to refresh knowledge of contract benefits, promote key initiatives, ensure implementation processes are followed, and share customer success stories.
•฀Sales leaders to provide in the moment coaching and support Marketing / Sales 6 * Describe how your organization will ensure agencies receive the Awarded contract pricing in retail stores/storefront locations.

Grainger’s pricing team will apply coding to all of your account numbers (locations) within our company wide SAP Business Enterprise System. This coding will include pricing and freight terms, as well as all contract terms and conditions unique to your agreement. No matter what ordering channel is used, CHESS and National IPA specific contract pricing will be available to all locations.

Marketing / Sales 7 * What is your strategy to increase market share? • Execute a 90 day contract implementation plan to ensure all Sale and Customer Service team members can articulate the value and benefits of our contract to all customers. This knowledge will assist our sellers in affiliating CHESS and national Public Agencies’ entities to our new agreement. Please refer to the attachment ""Grainger 90 Day Implementation Project Plan"" for a project plan under Supplier Attachments.
◄Leverage our 500+ sales members to drive contract awareness and educate CHESS entities to the value of the contract and the affiliation process.
◄Understand our CHESS Entities’ goals and initiates and implement key Grainger solutions to assist entities save time, money and space.
• Identify mutually agreed upon entities for affiliation targets. The Sr. Government Sales Manager will work with Grainger field leadership and National IPA to identify mutually agreed upon targets for affiliation.
• Consistent monthly contract status communications. The Sr.

Government Sales Manager will be responsible to conduct regularly scheduled meetings with both Grainger aligned Sellers and the National IPA team to ensure open communication and effective deployment of the strategy and related plans. • Scheduled quarterly call. The Sr. Government Sales Manager will lead a call with Grainger Sales and Customer Service Teams to refresh the value and benefits of the contract, share success stories and discuss opportunities to improve our market share.
• Business Reviews with National IPA and CHESS entities. Grainger will continue to participate in mutually agreed upon Business Reviews with National IPA and Participating Public Agencies to Questionnaire Name: * Administration
Questionnaire
Description:

QUESTIONNAIRE NAME SECTION NAME QUESTION
NUMBER
QUESTION TITLE W. W, Grainger, Inc.

Administration 1
* Describe your company's implementation and success with existing cooperative purchasing programs, if any, and provide the cooperative's name(s), contact person(s) and contact information as reference(s).

Over the past 12 months, Grainger has implemented
approximately 180 contracts within the Government, Healthcare and Commercial segments. Over the years Grainger continues to gain experience with contract implementation and uses proven processes and practices to ensure the seamless transition and implementation of a new contract. Grainger continues to develop tools and resources for efficient and effective processes for the onboarding of new participating Members.

Grainger’s current cooperatives contracts include NJPA, TCPN, E&I & NASPO. Grainger will provide cooperative contact information upon contract award and after permission is received from such contacts to release this information.

Administration 2
* If awarded, please describe your plan to differentiate the National IPA contract from other State, Local and National Cooperatives.

The CHESS / National IPA contract differentiates itself from other State, Local and National Cooperative contracts based on the contract’s structure and our response.

1.฀The CHESS / National IPA contract is being solicited by a University, UC as the lead agency for all CHESS members and the public sector segments.

2.฀Market Basket develop based on actual UC Systems historical spend

3.฀Additional category discounts offered to CHESS/National IPA based on value to the Participating Entities

4.฀Unique incentive programs

5.฀Grainger and National IPA field support provided to
Participating Entities
During Contract Implementation (see Section 3.4 Marketing in the UC Response) Grainger will differentiate the CHESS / National IPA contract by highlighting the above benefits that make our offer unique from other State, Local and National Cooperative contracts.

Grainger will support all customers who choose to access our broad product line through the CHESS / National IPA MRO Supplies contract. Grainger will support the National IPA cooperative contract in all market segments related to State, Local, Primary Education and Higher Education.

Administration 3
* Do you have a policy or policies requiring compliance with all federal, state, international and applicable local laws? Please attach or provide a link:

Yes. At Grainger, in our 90 years in business, ethics and integrity guide how we work and serve our communities. The nature and scope of our operations place a significant trust in our team members, and they consistently display a commitment to
exemplary conduct. The philosophies outlined in our Business Conduct Guidelines, Corporate Governance Principles, Supplier Code of Ethics and our work in supplier diversity are brought to life in our collaborative and inclusive culture that fosters a positive and productive work environment. (See Grainger’s Social Responsibility Report attached under Sustainability Question 1)
Grainger’s compliance program starts with a commitment to ethics and integrity. The foundation of this program is Grainger’s Business Conduct Guidelines which apply to team members globally and provide a common understanding of ethical principles that guide the way Grainger works with customers, suppliers and colleagues. (Add Link to BCGs) In addition, Grainger is unique in the industry in its commitment to ethics and integrity with our government customers. Grainger has a second ethics and
compliance code which provides guidance for our team members servicing our government customers in the US and sets out the standards for servicing those customers. See attachment: Code of Ethics for Doing Business with Government, Healthcare and Education-based customers.

In addition to the guidelines, Grainger requires training on these guidelines and standards along with an annual certification that they are met. Grainger also provides live Gov’t Ethics and Compliance training for its government sales team and support personnel at its National Sales Meeting annually. Outside attorneys and consultants provide a 2 hour live training session Administration 4
* Do you have a compliance department? If so, please list the standards this department monitors compliance with (e.g. applicable federal and state laws, internal policy, ISO processes, GSA regulations, etc.)
Grainger has a Global Compliance Team lead by the Chief ethics and Compliance Officer comprising of US based and global compliance professionals. This team focuses on several critical areas; some of these focus areas are:
● Anti-bribery and Corruption: for example FCPA and UK Bribery Act along with other jurisdictions anti-bribery laws and regulations. ● Data Privacy and general privacy standards: 2018 includes significant focus on implementing processes and systems to manage the GDPR, General Data Privacy Regulation mainly in Europe but its reach is global.
● Trade Compliance as Grainger imports and exports product globally.
● Environmental, Health and Safety manages product safety and regulations globally along with safety and environmental concerns all dependent on jurisdiction.
● US Federal, state and local government procurement laws and related regulations under our government compliance efforts ♦ Because Grainger holds a GSA MAS contract Grainger has specific team that focuses solely on our GSA contract compliance Administration 5
* Within the past 5 years, has your organization been made aware of any investigations involving your organization for violations(s) of a law or laws, the legally authorized penalties for which exceeded $500,000? IF YES, please list all such investigations and their outcomes.

In the last five years, Grainger has not violated any U.S. law that resulted in a penalty of five hundred thousand dollars or more.

However, Grainger does not know or inquire as to the potential penalty for violations, potential violations or investigations so it cannot comment on whether any applicable statute(s) may have allowable fines/penalty’s which may exceed 500K in the last five years.

From time to time Grainger is involved in various other legal and administrative proceedings that are incidental to its business, including claims related to product liability, general negligence, contract disputes, environmental issues, wage and hour laws, intellectual property, employment practices, regulatory compliance or other matters and actions brought by employees, consumers, competitors, suppliers or governmental entities.

As a government contractor selling to federal, state and local governmental entities, Grainger is also subject to governmental or regulatory inquiries, audits or other proceedings, including those related to contract administration or pricing compliance. It is not expected or anticipated that the ultimate resolution of any of these matters will have, either individually or in the aggregate, a material adverse effect on Grainger's consolidated financial position or results of operations.

Administration 6
* Please provide any suggested improvements and alternatives for doing business with your company that will make this arrangement more cost effective for your company and Participating Public Entities.
"Grainger presents the following suggested improvements that will provide additional cost savings to Participating Entities upon affiliation to the CHESS / National IPA contract:

1. Tracking and reporting of rogue spend (i.e. P-card spend) that is not visible to Grainger. This will allow Grainger teams to focus on departments with rogue spend to explain the benefits of the contract.

2. Provide supplier onsite trainings to present new products and other activities to encourage contract compliance. This will increase rebates and incentives available to the participating entity.

3. Key Administrators of CHESS to act as a reference to potential Participating Entities and also endorsement of the contract to current CHESS customers. This will facilitate growth of the contract spend, resulting in higher rebates and incentives.

4. Provide Grainger with the opportunity to review expiring or underperforming contracts for consideration of inclusion into the new CHESS contract. This will increase rebates and incentives.

5. Continue to identify opportunities to streamline ecommerce solutions to increase operational savings. This is a more cost effective way to transact for both Grainger and the Participating Public Entity."
Questionnaire Name: * Sustainability
Questionnaire
Description:

QUESTIONNAIRE NAME SECTION NAME QUESTION
NUMBER
QUESTION TITLE W. W, Grainger, Inc.

Sustainability 1
* The University of California is committed to sustainability. The policy can be found here:
http://www.universityofcalifornia.edu/sustainability/policy.html) The California State University is committed to sustainability. The policy can be found here:
http://www.calstate.edu/cpdc/sustainability/policiesreports/documents/JointMeeting-CPBG-ED.pdf The California Community Colleges sustainability policy can be found here:
http://extranet.cccco.edu/Portals/1/CFFP/Sustainability/BOG_Ener gy_Sustainability_Policy_FINAL.pdf Please upload your company's sustainability policy.

At Grainger, we are committed to conducting business in an environmentally responsible manner, while working to reduce energy use and minimize waste in our operations. To do so most effectively, we focus on the environmental challenges within the material parts of our business: our operations, our products and our supply chain.

Grainger works to continuously improve our environmental performance across our value chain from our suppliers through our operations and to our customers. We encourage stewardship in our operations, and seek to share the lessons we have learned with others. We partner with several third party sustainability organizations, such as the CDP (formally known as the Carbon Disclosure Project), the GreenBiz Executive Network, the U.S.

Environmental Protection Agency, Smartway program, UL Inc. (formerly Underwriter’s Laboratories, Inc.) and the U.S. Green Building Council to help us align our environmental investments with our stakeholders’ expectations.

We are committed to the global effort to reduce GHG. We focus our reduction strategy around two specific areas: reducing GHG intensity and waste in our own operations and supporting emissions reduction in our supply chain through increases in transparency. Scope 1 emissions are direct emissions from owned or controlled sources. Scope 2 emissions are indirect emissions from the generation of purchased energy.

We chose 2011 as our baseline year, in which emissions totaled 142,306 metric tons. During that period, we have reduced Scope 1 Sustainability 2
* Please detail company philosophy, efforts, and programs in the following areas: (a.) Policies incorporating environmental and/or social sustainability and stewardship (b.) Energy efficiency in operations (e.g. LEED buildings) (c.) Transportation and shipping (EPA SmartWay Partner or Affiliate, fuel efficient/alternatively fueled vehicles used in transport and delivery) (d.) Reduction of waste, water, chemical use, and/or carbon emissions throughout manufacturing or distribution (e.) Criteria used to evaluate suppliers or manufacturing plants (if applicable) (f.) Environmental Management Standards (ISO 14001)
a) Our Operations: We primarily focus our efforts where we can have the most influence. Grainger’s DCs account for 38% of our operations. We closely monitor our energy consumption and improve our green energy mix by researching sustainable solutions to increase efficiency and utilize renewable energy
Our Products
Grainger provides customers with more than 72,000 products that help customers maintain sustainable facilities through efficient energy management, water conservation, waste reduction and airquality improvement.

Our Supply Chain
Our suppliers are our allies in improving our emissions and waste reduction. We engage with suppliers through the CDP Supply Chain survey to create more change than would be possible on our own.

In 2016, this partnership helped us successfully complete our pilot year with responses from more than 80 of our largest vendors. In total, our suppliers’ efforts reduced 76 million metric tons of CO2 resulting in more than $700 million in annual savings for their respective businesses
b) Grainger has implemented and installed hundreds of efficiency solutions in our operations
♦ Solar Panel Roof: To date, Grainger has installed 5.3 MW of solar panels on the roofs of its Distribution Centers.
♦LED Lighting: Approximately one quarter of our operations use LED lighting with occupancy sensors, reducing electricity consumption by 80 percent compared to conventional lighting. ♦Recycling & Waste: Grainger boxes used to distribute products in the United States are made of paper products certified by the Sustainability 3
* Does your company report or set reduction targets for annual greenhouse gas emissions (especially resulting from staff air travel and commuting, and facility energy use)? Please state these targets and your progress towards achieving them.

Climate Change Disclosure
We recognize that climate change is a significant global issue. The company is taking steps to more effectively manage its energy use and greenhouse gas (GHG) emissions. Grainger has participated in the CDP since 2009, providing detail on business risks and opportunities related to climate change. In 2012, we became the first industrial distributor to publicly disclose its carbon footprint.

Intensity Target
Grainger became the first industrial distributor to set a GHG reduction goal. Our target is an intensity goal for GHG over revenue: to reduce our North American Scope 1** and Scope 2** GHG emissions per unit revenue 33 percent by 2020. The goal was designed to be achievable, yet challenge our operations to identify innovative ways to operate more efficiently. We are currently more than half way to our goal, and have reduced intensity to 14.7, a 20 percent reduction since 2011. A 33 percent reduction by 2020 goal focused Grainger on doing business the right way by investing in renewable energy and energy efficiency. To drive progress toward this goal, our GHG target is included in the performance appraisals for our corporate sustainability team. In addition, energy reduction and efficiency projects reduce utility expenses and improve operating expenses, indirectly effecting profit sharing for U.S. team members.

Greenhouse Gas Emissions**
We are committed to the global effort to reduce GHG. We focus our reduction strategy around two specific areas: reducing GHG intensity and waste in our own operations and supporting Sustainability 4
* Are your company reps capable of utilizing a video conferencing tool, such as Zoom (https://zoom.us/) in lieu of on-site meetings, in an effort to reduce transportation related emissions?
Yes. All Grainger sellers use WebEx and Microsoft Lync for on-line meetings and video conferencing.

Sustainability 5
* Describe your company’s process for defining, verifying, and labeling green/sustainable products and services in your offering.

Explain how you help public agencies navigate toward the green products in your offering through website filters, keyword searches, displaying eco-logos, etc.

Environmentally Preferable Products (EPP), designated on Grainger.com by a green leaf symbol fall into two categories: 1) those maintaining a third-party certification, and 2) those that have one or more environmentally preferable attributes. In each case, the basis for the presence of the symbol is explained, including information either about the specific third-party certification, or the relevant product attributes within the technical specifications for each item on Grainger.com. Grainger relies on information from our third-party suppliers for claimed certifications and relevant product attributes. To provide an additional measure of confidence, Grainger works with outside experts to review EPP claims and verify respective product referenced standards. On Grainger.com, product searches can be refined via filtering capabilities to quickly identify "green" or Environmentally Preferable alternatives available. Grainger also maintains a "Green Resources" page highlighting EPP solutions tied to energy efficiency, water conservation, waste reduction and indoor air quality.

Sustainability 6
* If applicable, list products in your offering that have any thirdparty environmental certifications or standards, such as: a.

Biodegradable Products Institute (e.g., compostable bags, food service ware, etc.) b. Carpet and Rug Institute Green Label Plus (e.g., Adhesives, caulk, sealants and tape) c. Consortium for Energy Efficiency (lamps) d. Cradle to Cradle (e.g., building materials, construction adhesives, paint) e. Design Lights Consortium (e.g., LED lighting equipment) f. EPA Safer Choice (cleaners, hand soaps, deicers, floor maintenance chemicals) g. EPA’s Comprehensive Procurement Guidelines h. ENERGY STAR (e.g., appliances, HVAC and lighting equipment) i. Forest Stewardship Certified (FSC) j.

Green Seal (e.g., cleaners, hand soap, janitorial paper products, paint) k. Organic Materials Review Institute (OMRI) or National Organic Program (NOP) (e.g., organic fertilizers) l. Processed Chlorine Free (PCF) or Totally-Chlorine Free (TCF) (e.g., janitorial paper products) m. Master Painters Institute (MPI) Green Performance Standard (paints and coatings) n. NEMA Premium Efficiency (e.g., motors, ballasts) o. Scientific Certification Systems (SCS) FloorScore (e.g., carpet, flooring, flooring adhesives, underlayment, etc.) p. Scientific Certification Systems (SCS) Indoor Advantage (building materials, furniture, etc.) q. Scientific Certification Systems (SCS) Recycled Content r. USDA Certified Biobased (lubricants, building materials, etc.) s. UL EcoLogo (cleaners, deodorizers, hand soaps and sanitizers, floor polish and strippers, etc.) t. UL GREENGUARD (adhesives, flooring, insulation, sealants, etc.) u. WaterSense (water efficient fixtures, toilets, etc.) Sustainability Alliance.pdf ; THD_Responsibility Report 2017.pdf ; 2015-09-02_compliance_assistance_tutorial.pdf ; Q 6.pdf ; WESCO Sustainable Procurement Guidelines - 2017.pdf ;
Sustainability_Q.6_HDSFM_Parts_List_CHESS_Sustainability.pdf ; Green-Sku-List-09-12-2017.xlsx
Sustainability 7
* The University seeks products and packaging that is free of the following hazardous additives, including those mixed into the product and those used as surface treatments, unless no feasible alternative exists, and it is determined that the benefit outweighs the risk. Please describe your company's ability to help CHESS schools achieve this outcome: (a) Carcinogens and reproductive toxins (b) Persistent bioaccumulative toxins (PBTs), including lead, mercury, dioxins, and furans (c) Ozone-depleting substances such as chlorofluorocarbons (CFCs) (d) Heavy metals and hexavalent or trivalent chromium, in concentrations greater than 100 ppm, consistent with the Restriction of the Use of Certain Hazardous Substances of the European Union Directive (EU RoHS) (e) Organohalogen-based chemicals (bromine, chlorine, fluorine, and iodine) (f) Polyvinyl chloride (PVC) greater than 1% of product by weight, excluding electrical components (g) Antimicrobials Grainger is not a manufacturer of products, and therefore rely on our suppliers to provide information on chemicals contained in its products. However, if a party provides a list of products purchased from Grainger, Grainger can provide chemical data contained in those products per the SDS sheet.

Sustainability 8
* Does your company have a chemicals policy? Do you restrict any chemicals of concern in your products beyond what is required by federal and state laws? Does your company label products in your offering that are free of these chemicals of concern? Please describe.

We do not have a chemical policy; however, we restrict products containing certain chemicals that are banned on a local, state or federal law. We expect our suppliers to comply with the appropriate regulations that govern their products, labels and packaging.

Sustainability 9
* Does your company provide links to products’ SDS/MSDS sheets and/or Health Product Declaration or Environmental Product Declaration Forms?
Grainger provides two easy ways to obtain Safety Data Sheets.

1. Search for Safety Data Sheets with Grainger's SDS Search Engine.

Simply enter your Grainger item number, manufacturer, common name or manufacturer model number.
http://complyplus.grainger.com/grainger/

2. Find an SDS on the Item Details Page. Enter the product item number in the search area. Go to Compliance and Restrictions section of the Item Details Page. Click on View SDS. SDS will display in a separate window.

NOTE: Not all products have an SDS. If Grainger states that the SDS is available, but NOT online, you may call the Grainger Automated SDS Request Line at 1-877-286-9860 to get the information you need.

Sustainability 10
* Describe any end-of-life reuse, recycling, or take back programs your company can offer for products sold on this contract (such as batteries, mercury-containing equipment, paint, chemicals, electronics, etc.), at no extra cost to the University, and in compliance with federal, state, and local laws, and University environmental standards regarding waste disposal.

Grainger offers end of life take back and recycling options for the following product types through recycling partnerships, product portfolio and through value-added (no-charge) recycling programs offered by our key suppliers:

BATTERIES
• Alkaline
• Lead acid
• Lithium metal
• Lithium ion
• Mercury
• Nickel-cadmium
• Nickel metal hydride
• Silver
• Zinc Carbon
• Dry cell and sealed lead acid
LAMPS
• Linear fluorescent
• Compact fluorescent (CFL)
• Circular fluorescent
• U-bend or U-tube
• High intensity discharge (HID)
• Neon
• Shatterproof & other specialty
• Broken or crushed
• LED

LAMP BALLASTS
• PCB
Sustainability 11
* Describe your company’s ability to comply with the packaging standards outlined in the Sustainability Specifications section.

Grainger utilizes recycled materials in our packaging and meets the criteria below:
a.฀Uses bulk packaging.
b.฀Uses reusable/returnable packaging.
c.฀Uses innovative packaging that reduces the weight of packaging, reduces packaging waste, or utilizes packaging that is a component of the product.
d.฀Maximizes recycled content
e.฀Uses easily recyclable or compostable packaging.

Our distribution and branch facilities use recycled materials in our packaging in the following ways:
•฀Grainger boxes are made from 43% post-consumer content and are fully recyclable. Grainger's boxes are made from SFI (Sustainable Forestry Initiative) certified fiber sourcing systems •฀Grainger has transitioned to a custom wrapping solution that employs technology to provide right-sized packaging for oversized items, reducing the overall amount of packaging required •฀In 2016, Grainger eliminated all non-recycled foam packaging material and transitioned to recycled Kraft paper
•฀Grainger continues to expand their use of plastic air pillows as dunnage for small parcel shipments, of which most are biodegradable (non-oxo-salt containing material). In 2016 Grainger transitioned our air pillows to a high efficiency film – which helps reduce overall plastic use.
•฀Grainger’s Distribution Centers manage carton consolidation and identify a key metric "Carton to order ratio." This metric shows that the more we can consolidate cartons the less impact we have on the environment. As a result of this initiative, Grainger has seen a Sustainability 12 * What percentage of your offering is environmentally preferable and what are your plans to improve this offering?
Grainger currently offers more than 72,000 "green" or
Environmentally Preferred Products (EPP). We continually solicit input from our suppliers and customers in an effort to expand and grow our EPP product offering. Grainger also hosts a Sustainability Focus Group at our annual Supplier show to solicit customer feedback on areas they feel Grainger should focus. Annual customer feedback allows Grainger to evaluate customer EPP requirements for future products to evaluate for inclusion in our catalog.

Our EPP product offering has grown by more than 300% over the last 5 years.

For additional SKU specific details please refer to the attachment on Sustainability Question 6 above.

Sustainability 13
* Is your company willing and able to work with campuses in creating tailored environmentally preferable product catalogs that meet each location’s specific criteria and policies for environmentally and socially responsible products?
Yes. Grainger is willing and able to work with campuses to develop EPP product catalogs within their ecommerce punch-out systems.

Sustainability 14
* Is your company able to provide a Sustainable Products Guide for buyers, which clearly illustrates: 1) how to identify which products are green, 2) where to find third party certifications, 3) the criteria used to assign products non-third party certified environmental attributes, and 4) how those attributes are verified.

Yes, upon contract award Grainger can make a Sustainable products Guide for CHESS customers. We will work with you to customize the guide for a specific UC Systems program.

Additionally, all information requested is currently provided on our Green Resources page (grainger.com/green) and can be accessed 24/7.

Sustainability 15
* Can your company verify compliance with the Federal Trade Commission’s (FTC) guidelines for environmental marketing claims found here
(https://www.ftc.gov/sites/default/files/attachments/pressreleases/ftc-issues-revised-green-guides/greenguides.pdf) for any environmental attributes you publish? If not, how will you work with your suppliers to remove claims from products that do not meet these guidelines?
Yes. To provide an additional measure of confidence, Grainger works with outside experts to review the basis claimed by our thirdparty suppliers to verify respective product referenced standards.

Sustainability 16
* Is your company an EPA registered SmartWay Partner or Affiliate (https://www.epa.gov/smartway/meet-smartway-partners-andaffiliates), or do you work with companies who are registered? If not, describe any other sustainability initiatives along your company’s supply chain.

Grainger continues to be the only industrial supplier to be recognized by the U.S. Environmental Protection Agency (USEPA) as a SmartWay® partner. Many of our transport carriers (FEDEX, UPS, DHL) and supplier partners (Ex: Canon, Diversey, Earth Friendly Products, Energizer, Epson, Georgia-Pacific) are also SmartWay® partners.

Sustainability 17
* How does your company supporting the outreach, education and equal access of small, diverse, and disadvantaged suppliers? Grainger has over 20 years of successful experience offering ESB/MBE/WBE/DV & DBE companies opportunities through two core programs.

Grainger’s SMALL AND DIVERSE SUPPLIER PROGRAM affords
customers with access to diverse manufacturers and suppliers through our catalogs and distribution channels. Products provided by diverse manufacturers and suppliers are identified in our catalog with a supplier diversity symbol.

Grainger’s DISTRIBUTOR ALLIANCE PROGRAM enables diverse companies to assist customers to meet their MRO product and service requirements. In the Distributor Alliance reseller program, customers leverage these companies’ experience as a reseller to meet diverse goals. Grainger has supported diversity spend programs for more than 10 years and currently is contractually partnered with over 60 certified resellers across the country Grainger product managers review small, diverse, and
disadvantaged suppliers profiles when examining product opportunities generated by our customers. Companies certified as a small, diverse, and disadvantaged supplier who are interested in doing business with Grainger can register online at Grainger’s Portal. This initiative provides Grainger and interested small, diverse, companies with yet another vehicle to explore possible business opportunities associated with our small and diverse supplier program.

Once a small, diverse company is reviewed and approved, they are Sustainability 18 * Please attach a sample of your GREEN spend reporting capabilities ?
UCOP UCCED_INCENTIVES_FY2018_Q2_REPORT.xlsx ; EcoOption Report example.xlsx ;
CORPORATE_INFORMATION_ForRFQsAndQuestionnaires_FINAL.pd f ; Q 18.pdf ; WESCO 2017 Sustainability Report.pdf ;
SUSTAINABILITY_Q18_HDSFM GREEN SPEND REPORT.xlsx ; Sample Green Summary.xls ; Sample-Environmentally-PreferredReport.xlsx ; Green IPH.xlsx Questionnaire Name: * Value Add
Questionnaire
Description:

QUESTIONNAIRE NAME SECTION NAME QUESTION
NUMBER
QUESTION TITLE W. W, Grainger, Inc.

Value Add 1
* Please include any additional products and/or related services that you think will enhance and/or add value to this contract for participating agencies.

Grainger will support CHESS and Participating Entities in achieving additional cost savings and efficiencies over the duration of the Contract by leveraging our years of experience in saving customers time and money. Grainger’s core value proposition is centered on helping customers identify ways to “take costs out of their business,” specifically in the areas of time, space and dollar savings.

Provided on the Attachment are additional details around our comprehensive offering of the following solutions.

Value-added (no-charge) solutions:
·฀Safety Solutions
฀฀Training and Assessments
฀฀Safety In-Field Specialist
฀฀Online Solution Center
·฀Consulting Services
·฀Technical Support and Training
·฀EPP Product Training
·฀KeepStock Inventory Management Services
Value-added fee-based solution:
·฀Managed MRO Solutions
·฀KeepStock Organize
฀฀KeepStock Layout
฀฀KeepStock Cleanup
Value Add 2
* Does your company provide Vendor Managed Inventory?
Describe your firm's ability to provide this service and your capabilities.

Grainger’s KeepStock inventory management program allows Government customers to be more productive through solutions including onsite branches, vendor-managed inventory, customermanaged inventory and vending machines. The KeepStock program currently provides services to nearly 23,000 customers. Sales of product through the KeepStock channel were more than 10 percent of U.S. revenue in 2016.

Grainger offers two KeepStock suites of vendor managed
inventory: KeepStock Onsite and KeepStock Secure.

KeepStock® OnsiteSM provides valuable inventory management services right inside your facility—helping you save time and money. You keep control of your overall inventory needs but this solution offers inventory support from a dedicated Grainger Onsite Support Representative who will:
• Identify Inventory Needing Replenishment
• Cross-reference Grainger items from your approved purchase requisitions and orders
• Coordinate Grainger resources to identify the best product solutions.
• Place Orders for You
• Scan managed items and place spot buy orders for you, as needed
• Handle invoice inquiries, process product returns, and expedite orders
• Source hard-to-find products
• Organize inventory and restock products in proper location • Understand Your Inventory needs to provide valuable inventory Value Add 3
* Does your company have the ability to provide vending machines for product or equipment ? Please provide full details.

Grainger offers a variety of vending machine solutions covering High Security single issuance, Medium Security for low cost consumables, and Check In and Out for durable items. Our current offer includes five core machines: Coil, Carousel, Locker, Drawer, and Cabinet units. The Coil and Carousel units are for customers needing high security and consumption control. The Carousel and Locker provide check in-check out capability at point of use.

Lockers deliver medium to high security. Cabinets provide access to a variety of products of different sizes and types. Drawers deliver a solution for small consumable parts. Grainger works with the customer to help identify products and the best secure machine configurations to achieve measurements and controls.

There are no delivery, installation, maintenance, rental or usage fees, as long as you maintain a minimum annual purchase level of Grainger goods through each individual machine.

Key understandings:
● The KeepStock® dispensing machines and lockers are owned by Grainger and placed in operation without any fees or charges for delivery ,installation, rental, maintenance, software licensing or connectivity. The numbers and types of machines and facilities in which they will be placed are subject to mutual agreement between Grainger and CHESS Participating Entities.
● Only Grainger product purchased before it was loaded into the equipment may be dispensed, although consumable products purchased from suppliers other than Grainger may be dispensed in Value Add 4
* The team has an interested in a COST PLUS model for items that are direct negotiations with manufactures. Please provide detailed information on your current experience with COST PLUS models and how we can share a partnership with use of your distribution network.

Grainger is familiar with both cost-plus and market-based pricing.

Although Grainger’s primary pricing model is market-based it will, if mutually agreed upon, consider application of cost-plus product pricing on a case by case basis. Grainger’s business model supports use of market-based versus cost-plus product pricing. Marketbased pricing is generally based upon an evaluation of market conditions including: product cost, prices for competitive or similar products, the customer’s requirements (such as quantity, timing of delivery, and delivery method), and the source of supply, (e.g., distributor or manufacturer), the current market price, and competition, among other factors. Since the pricing (as well as the mark-up) is wholly market driven, it will vary from customer to customer, order to order, and product to product.

Value Add 5
* Please provide your COST PLUS mark up (%) on direct
manufacture agreements?
If mutually agreed upon, Grainger will consider cost-plus pricing on a case by case basis.

Value Add 6
* GROWTH VOLUME INCETIVE - Please provide how you would structure a growth incentive for Participation Entities.

Participating Agencies are eligible to earn an Annual Growth Incentive on their incremental purchases if their prior Contract Year Net Annual Spend meets or exceeds an established growth threshold.

A one percent (1%) incentive will be paid on growth in Net Annual Spend that is ten percent (10%) or greater than prior Contract Year Net Annual Spend.

A two percent (2%) incentive will be paid on growth in Net Annual spend that is twenty percent (20%) or greater than prior Contract Year Net Annual Spend. Notwithstanding the foregoing, Grainger may, at its sole discretion, award a growth incentive to a Participating Agency pursuant to alternate terms.

Net Annual Spend is the total invoice price of all Contract Year Grainger contract purchases less: refunds; credits on returns; discounts; freight; taxes; other credits issued by Grainger during the calendar year; and monies paid on any purchases pursuant to the Grainger Distributor Alliance Program.

The Growth Incentive shall be paid to qualifying Participating Agencies on an annual basis for all qualifying purchases made by the Participating Agencies directly from Grainger between January 1st and December 31st of an Agreement year (the “Contract Year”).

Payment of the Growth Incentive will be made to Participating Agencies by Grainger within ninety (90) days of the close of the prior Contract Year. Grainger will work with National IPA on the distribution of funds.

Value Add 7
* E-COMMERCE INCENTIVE - Please provide how you would
structure an incentive for e-commerce use, which increases efficiencies. (Example: electronic invoice/payment, e-procurement, etc.)
Participating Agencies are eligible to earn an e-commerce incentive if fifty percent (50%) or more of their calendar year Net Annual Spend is made through a Grainger approved e-commerce platform.

A one percent (1%) incentive will be paid on all e-commerce spend, to all Purchasing Agencies if fifty percent (50%) to seventy four percent (74%) of their Contract Year Net Annual Spend is made through a Grainger approved e-commerce platform.

A two percent (2%) incentive will be paid on all e-commerce spend, to all Purchasing Agencies if seventy five percent (75%) or more of their Contract Year Net Annual Spend is made through a Grainger approved e-commerce platform.

Net Annual Spend is the total invoice price of all Contract Year Grainger contract purchases less: refunds; credits on returns; discounts; freight; taxes; other credits issued by Grainger during the calendar year; and monies paid on any purchases pursuant to the Grainger Distributor Alliance Program.

The e-commerce Incentive shall be paid to qualifying Participating Agencies on an annual basis for all qualifying purchases made by the Participating Agencies directly from Grainger between January 1st and December 31st of an Agreement year (the “Contract Year”).

Participating Agencies must utilize a Grainger approved ecommerce procurement vehicle (e.g., Grainger’s website, Jaggaer/SciQuest, ESM, Ariba, etc.) for a minimum of fifty percent (50%) of its qualifying purchases during a Contract Year in order for purchases to qualify for the e-commerce incentive.

Value Add 8
LAST MILE - Do you provide Participating Entities an incentive for single distribution delivery and LAST MILE ? If so, please provide all details and benefit rate/discount.

Grainger is developing a Last Mile Incentive Delivery program.

Once operational, a point two five percent (.25%) incentive will be paid on all Participating Agency total qualifying Contract Year Net Annual Last Mile Deliveries. Incentive details will be provided to Participating Agencies.

Qualifying Contract Year Net Annual Last Mile Deliveries is the total invoice price of all Contract Year Grainger product delivered in compliance with Grainger’s Last Mile Delivery incentive program less: refunds; credits on returns; discounts; freight; taxes; other credits issued by Grainger during the calendar year; and monies paid on any purchases pursuant to the Grainger Distributor Alliance Program.

The Qualifying Contract Year Net Annual Last Mile Deliveries Incentive shall be paid to qualifying Participating Agencies on an annual basis for all qualifying deliveries made between January 1st and December 31st of an Agreement year (the “Contract Year”).

Questionnaire Name: * Capabilities
Questionnaire
Description:

QUESTIONNAIRE NAME SECTION NAME QUESTION
NUMBER
QUESTION TITLE W. W, Grainger, Inc.

Capabilities 1
* STATES COVERED: Indicate any and all states where products and services can be offered ? (Answer "ALL 50 STATES" if you are capable to provide product and services to all 50 states. If not, then list those applicable states.)
All 50 States Capabilities
Capabilities 2
* STATES COVERED: Indicate any and all Territories & Outlying Areas where products and services can be offered ? (Answer "ALL" if you are capable to provide product and services to all Outlying Areas. If not, then select those applicable locations.) Guam; Puerto Rico; U.S. Virgin Islands
Capabilities 3
* Please define your companies standard SERVICE METRICS as it relates section 3.10 in the scope of work? (Stock Item Deliver, Non Stock Item Delivery, Fill Rate, Returns, Return Pick-up, Credits, Report Requests, Delivery Accuracy, On-Time Delivery,
Invoice/Billing Accuracy, Customer Service Satisfaction, Quote Turnaround, Response Time)
Grainger's standard metrics are:

Fill Rate: 98%
Next Day Delivery: Provided to 95% of our customers
Stock Item Delivery: 1-2 days from order
Non-Stock Item Delivery: varies by manufacturer
Returns: products may be returned 1 year from purchase in accordance with Grainger's Return Policy
Credits: credit process is customized on a per customer basis Quote Turn Around Time: 1-3 days
Emergency Response Time: Call back to customer within 1 hour of call
Capabilities 4
* Please define and detail any Related Products and/or Services available that your company can offer Participating Entities and CHESS?
Grainger looks to find unique solutions for each industry's customers. Below are specific Education solutions, products, services and programs that Grainger offers our customers:

Tools for Tomorrow - Program
Grainger partners with community colleges nationwide through the Grainger Tools for Tomorrow Scholarship Program, which assists students in earning the education and resources needed to help achieve their career goals. The program focuses on the skilled trades, public safety and supply chain.

Since 2006, Grainger has awarded over $4 million through the Tools for Tomorrow® scholarship program. The scholarship recognizes outstanding students with a $2,000 scholarship and a customized Westward® toolkit upon successful completion of the student’s technical education program.

Click2BuySM Solution - Solution
Click2Buy is a partnership between Grainger and SchoolDude to provide a new and efficient way to help educational institutions better manage workflow when purchasing products used to maintain, repair and operate their facilities.

The Click2Buy solution is cloud-based and helps customers in the education industry automate the purchase process, from request to procurement to payment to closeout. In addition, Click2Buy is designed to work across multiple departments without affecting each group’s required workflows.

Capabilities 5
* Detail any rebates, custom core lists, or other incentive offers, that will be extended through the contract. (Example: Growth Incentives, E-commerce Incentives, Manufacture Rebates, etc.) Grainger recognizes that each Participating Agency has unique procurement goals. To identify which incentive(s) are best aligned with their respective procurement goals and objectives, Grainger will work with each Participating Agency during their participating addendum onboarding process.

Grainger’s 2017 strategic pricing initiative introduced Contract Reference Prices (“CRP”) as the new basis for its contract customer pricing. CRP prices are lower than Grainger’s historic List Prices.

Because CRP prices are lower than prior List Prices, category discounts are also lower. Thus, a larger category discount % offered by a competitor may not yield a lower product price.
❶ Growth Incentive
A 1% incentive will be paid on growth in Net Annual Spend that is 10% or greater than prior Contract Year Net Annual Spend.

A 2% incentive will be paid on growth in Net Annual spend that is 20% or greater than prior Contract Year Net Annual Spend. Please see #6, Value Add TAB, for additional details.
❷ E-Commerce Incentive
Participating Agencies are eligible to earn an e-commerce incentive if 50% or more of their calendar year Net Annual Spend is made through a Grainger approved e-commerce platform.

A 1% incentive will be paid on all e-commerce spend, to all PA if 50% to 74% of their Contract Year Net Annual Spend is made through a Grainger approved e-commerce platform.

A 2% incentive will be paid on all e-commerce spend, to all Purchasing Agencies if 75% or more of their Contract Year Net Annual Spend is made through a Grainger approved e-commerce Capabilities 6
* Describe the capabilities and functionality of your firm’s on-line catalog/ordering website.

Grainger’s web based ordering system has a proven record as the largest e-Retailer in the MRO industry. Grainger has the most comprehensive website platform with user friendly, customer focused, flexible web portals, mobile apps, and eProcurement offerings in the industry.

Some of the benefits that Grainger.com provides are:
♦Access to over 1,600,000 products
♦Your specific Grainger Agreement pricing
♦Product Availability
♦Order Status
♦Order Confirmation and Shipment Notification Emails
♦Order History
♦Click to Call/Chat
♦Item Comparison
♦Auto Reorder
♦Product Reviews and Ask & Answer
♦Product technical support
♦Product search capabilities and Matchmaker selection
guidelines
Search and filter by the following attributes:
◄Keyword(s)
◄CHESS Market Basket items
◄Manufacturer/brand
◄Manufacturer model number
◄National Stock Number (NSN)
◄Grainger item number
Capabilities 7
* Product - provide an attachment with Identification and Description of Product categories offered.

Grainger offers customers over 1.6 million SKUs in our general catalog provided by over 5,200 key suppliers and covering over 32 product categories. Please see Attachment Grainger Product Categories Line Card for more details. Grainger's online ordering solution can be found at the following: https://www.grainger.com Capabilities 8
* Product - provide an attachment with Identification and Description of Sub Categories
Grainger's product sub-categories are presented on the attached Grainger Categories Line Card.

Capabilities 9
* Product - What is the total number of products offered in your catalog? Are all catalog products stocked in your distribution warehouse?
Grainger's product line has expanded to more than 1.6 million products and repair parts provided by over 5,200 suppliers and manufacturers. Grainger stocks 500K of these items in our network which are included in on-hand inventory of over $1.3 billion, with the goal of making sure the fastest moving, most relevant products are closest to the customer. Grainger’s branches and DCs can tailor their inventory to CHESS location preferences and actual product demand to mitigate potential stock outs. In-stock products can then be made available for immediate pick-up, same-day shipment, or same-day delivery.

Capabilities 10 * Product - Do you offer "Private Line/Label" products? Please describe.

Yes, Grainger's private label is called Grainger Choice. Grainger exclusive brands and products carrying the Grainger Choice designation are continually evaluated for their dependability and durability to help ensure their performance. Grainger offers approximately 215,000 products in the Grainger Choice Line.

The Grainger Choice badge signals affordable, durable products that will help CHESS save time and money – plus CHESS has the opportunity to earn an incentive on Grainger Choice products.

Product categories include safety supplies, hand tools and motors to material handling, pneumatics and cleaning products; you’ll find the Grainger Choice badge on thousands of items to help keep your facility running. Some of the Grainger Choice brands include: Air Handler, Condor, Westward, Dayton, Luma
Capabilities 11
* Describe your capability to source hard to find or discontinued items.

Grainger’s sourcing team procures those MRO Materials and supplies products not found in the Grainger General Catalog.

Grainger’s sourcing team leverages Grainger’s buying power for miscellaneous related products and provides customers with a total cost solution for acquiring infrequently ordered items.

Through this channel, Grainger provides quick access to over 6,500 suppliers and more than five million products beyond the Grainger catalog offering. Additionally, this channel provides access to line extensions (non-Grainger General Catalog product from Grainger General Catalog suppliers) and some discontinued product catalog lines.

Grainger sourcing team accomplishes this through:
♦ A centralized, dedicated, and experienced team to quote and manage orders.
♦ An expanded assortment through a large supplier network of manufacturers and distributors. This generally includes:
◄Expanded offering from core (Catalog) suppliers
◄ Products from non-core suppliers
◄ Custom products
◄ Select services
◄ Shipping orders directly from suppliers to Grainger customers Capabilities 12 * Describe your ability to provide U.S.A. Manufactured goods and/or reporting capabilities, based on customer specific needs.

YES, provides hundreds of USA manufactured goods and can provide reporting for USA manufactured products.

Capabilities 13 * Describe your ability to provide parts that are special order, or how you process special requests?
Grainger has extensive experience providing special order parts.

The customer may first search on Grainger.com to see if we carry the required part. If not, it they can call 800-GRAINGER for assistance. The Customer Service Representative will send the item needed to our sourcing team to have them find the product and price. This information will be sent back to the Customer Service Representative to provide to the customer.

Capabilities 14
* Describe your company’s level of expertise with web-based procurement providers such as SciQuest, Perfect Commerce, ESM, Lawson, Oracle, SAP, PeopleSoft, and all others your company has successfully interfaced with a public agency.

Grainger offers the following eProcurement solutions and services:

Electronic marketplaces: Grainger connects to customers through electronic marketplaces, exchanges or enterprise purchasing software systems using universal technology standards such as cXML. Customers can “Punch-Out” to Grainger’s online catalog, create a requisition and return the shopping cart back to the marketplace for review and approval.

Direct connections to customers’ Enterprise Resource Planning (ERP) systems: Grainger offers the ability to integrate its General Catalog and buying process with customers’ purchasing and ERP systems. Customers who wish to “Punch-Out” directly from their ERP can access Grainger’s online catalog and return the shopping cart back to their purchasing system to manage the order workflow.

Grainger can provide Oracle R12, and a scoping call with our ebusiness integration team to determine specific need and customization will ensure proper integration. Our experience with over 125 customer platforms gives us an end-to-end integration capability to drive streamlined processes resulting in cost savings through productivity enhancements and reduction of direct ordering cost. We have a dedicated team of experts that will assist with customization and implementation.

Capabilities 15
* Describe the capacity of your company to report monthly sales through this agreement and what level of details are available? (Describe and attach an example)
Grainger offers a wide range of reports. Examples of currently available reports:
•฀Cost Savings Analysis (CSA): Reports savings based off of catalog price.
•฀Item Purchase History (IPH): Summary report that shows items purchased by track code, sub track code, and or account number.

Include total sales and quantity per item.
•฀Item Purchase History by Account (IPH by Account): Reports items purchased by track code, sub track code, and or account number broken down at the account level.
•฀Green Item Purchase History (Green IPH): Summary report that show green items purchased by track code, sub track code, and or account number. Include sales and quantity per green item. •฀Purchase by Supplier (PBS): Reports item sold per Grainger supplier/vendor.
•฀Product Line Distribution (PLD): Reports sales per month by material segment.
•฀Supplier Diversity: Reports sales per Grainger’s diverse suppliers. •฀Purchases by Location (PBL): Reports sales by Grainger sold to account number to include seller alignment and prior year sales. •฀Overall Purchase Analysis (OPA): Reports sales by account number to include seller alignment, prior year sales, CSP purchase’s, NonCSP purchases, Grainger.com purchases, EDI purchases, ePro purchases, and FMRO purchases.
•฀Ship-to Report: Line level detail report to show sales at an account level as well as their shipping location.
•฀eCommerce Report: Reports sales by account broken out by Grainger.com and ePro sales.
•฀eCommerce Summary Report: Summary report to show monthly Capabilities 16
* Describe the capacity of your company to provide management reports, i.e. consolidated billing by location, time and attendance reports, etc. for each eligible agency.

Grainger provides robust reporting for customers, some of which can be reviewed online at the convenience of the customer.

Summary Billing (Consolidated Invoicing)
Grainger’s summary billing is an invoicing system that helps customers simplify their procurement process while reducing internal costs. Grainger can provide a single bill containing a periodic summary of purchasing activity (monthly, semi-monthly, or weekly). By receiving a summary bill rather than individual invoices for each transaction, CHESS will have fewer pages to approve and fewer checks to write. This reduction in procurement process steps will save you both time and money.

If CHESS customers meet the requirements for Grainger's Summary Billing program and choose to participate in this cost savings program, the CHESS customer will decide:

1. Manner in which bill is sorted

2. Cycle ending day
Summary billing sorts and subtotals individual invoices over a specified time frame. CHESS may select from more than twenty sorting options. Each CHESS will receive a bill approximately one week after the selected cycle-end date.

For CHESS, Grainger is offering new management reports call Value Reports that will provide a an overview of savings generated from implemented solutions.

Capabilities 17
* Describe how you would propose a market basket structure for Participating Entities?
Grainger offers each CHESS entity a custom market basket of up to 500 items in addition to the CHESS MRO market basket. To drive additional cost savings while enhancing procurement stability, Grainger’s Individual CHESS Entity Custom Market Basket option offers each customer the ability to define a custom market basket that consists of products that the individual customer most frequently procures. Grainger’s Government Account Managers will work with each CHESS customer to identify this product list and price these products accordingly based on volume procured.

Capabilities 18
* Describe how would you propose working with campuses and participating entities to provide additional value based on individual needs or custom market basket? How would the custom market basket be structured?
Grainger's local Government Account Managers will evaluate each CHESS customer's procurement history to help build a custom market basket of relevant items. Similar type customers procurement history would also be evaluated to provide
suggestions for SKUs to include.

As previously mentioned, to add additional value, Grainger’s 2017 strategic pricing initiative includes Contract Reference Prices (“CRP”) as the new basis for its contract customer pricing.

Grainger’s CRP prices are market-based and lower than Grainger’s historic List Prices. Because CRP prices are lower than Grainger’s prior List Prices, contract category discounts are also lower. As a result, a larger category discount percentage offered by a competitor may not yield a lower product price.

Capabilities 19 * Are SKUs presented make sense for a national core list. If not, please propose products avialable on a national core list.

MRO needs change over time and to ensure relevant SKUs are maintained on the CORE list, Grainger will continually evaluate the CORE list with CHESS. Items can be added or deleted to the CORE list with discussion and approval from CHESS. Local CHESS customer list needs will also be evaluated on an annual basis.

Capabilities 20
* Describe your company’s ability to create and maintain a dedicated GPO page on your company’s website, as well as any other capabilities your company may have of promoting the contract online.

Grainger can customize the user experience by enabling customer specific content on the home page of Grainger.com, or create a default landing page for the Grainger.com experience.

Capabilities 21
* What training programs do you offer? Please clearly elaborate those that are proposed as part of the agreement and those that may incur a fee ?
Grainger will provide all training specific to contract utilization, online ordering, product delivery, product returns, EPPs and customer service processes at no additional cost to CHESS and National IPA customers. Grainger offers Grainger.com online tutorials for Grainger.com (Getting started, order management system, finding products, my shopping cart etc.), Additional subject specific online training on topics such as General Safety Procedures, OSHA Regulations, Productivity, Procurement & Inventory Management, Green Solutions, Emergency
Preparedness. Grainger’s Online KnowledgeCenter is designed to provide insights and information to customers who are looking for ways to save time and money, while increasing productivity.

Product training will also be provided for no additional charge.

Grainger will work with our customers to identify products and product categories for which they would like additional training.

Grainger will work with our General Catalog manufacturers and suppliers to develop training programs as required to meet your needs. Additionally, some of our suppliers offer onsite training at the supplier locations to our customers with the class fee waived.

One example, GE provides training for Grainger customers (Lighting and Electrical) at their Lighting and Electrical Institute.

For additional information please refer to the Grainger CHESS Training Programs and Grainger Value Added and Fee Based Service attachments.

Capabilities 22 * Is your organization Small Business and/or Diverse? N/A Capabilities 23
* Describe your company's ability to do business with
manufacturer/dealer/distribution organizations that are small businesses as defined by the Office of Small Business and Disabled Veteran Business Enterprise Services (OSDS)?
http://www.dgs.ca.gov/pd/Programs/OSDS.aspx (a.) If applicable, describe other way your company can be sensitive to a
Participating Public Agency's desire to utilize local small business companies, such as number of local employees and offices in a particular geographic area, companies your firm is using that may be local (i.e. local delivery truck company), your company's diversity of owner employees, etc. (b.) If applicable, provide details on any products or services being offered by your company where the manufacturer or service provider is either a small or DVBE business as fended by the Small Business Administration. Provide product/service name, company name and small/DVBE
designation. (c.) CSU and CCC have a 25% Small Business requirement, describe how can you support this goal to assure minimum target is met? If unable to meet requirement, CHESS reserves the right to source items to meet the California Small Business Standards.

Grainger has over 20 years of successful experience offering ESB/MBE/WBE/DV & DBE companies opportunities through two core programs.

1. GRAINGER’S SMALL AND DIVERSE COMPANIES PROGRAM
affords CHESS access to small diverse businesses, manufacturers and suppliers through our catalogs and distribution channels.

2. Grainger’s DISTRIBUTOR ALLIANCE PROGRAM enables small & diverse companies to assist government agencies to meet their MRO product and service requirements by acting as a reseller.

Grainger has actively supported diversity spend programs for more than 10 years and currently is contractually partnered with more than 60 certified resellers across the country.
a) Grainger managers review small/diverse supplier profiles when examining product opportunities generated by our customers.

Certified ESB/MEB/WBE/DV companies who are interested in doing business with Grainger can register online at Grainger’s Supplier Portal. Once a small business is reviewed and approved, they are added to our database and their product is made available in our general online catalog which is visible to our product and procurement managers. CHESS customers can look directly to our online website to access these supplier products which are designated with a small/diverse symbol. Grainger can also provide a small/diverse handbook to CHESS entities to review certified products. Grainger will also look to registered or certified small business companies to meet a CHESS customer’s unique product requirements for sourcing requirements.

Capabilities 24
* In the event of a disaster, Participating Entities must continue its mission of teaching, research, public service, and patient care.

Participating Entities is seeking information from suppliers who can provide equipment, supplies, resources, and/or services during emergency situations. Please describe your emergency response capabilities and response time, in the MRO category, and any other relevant emergency information. Please respond with the four items listed below: (a.) Capabilities (b.) CHESS/Participating Entity Priority (c.) Experience (d.) Ability to manage Emergency Response items for a Participating Entity
a) Grainger’s emergency management plan assures immediate response and delivery of goods/services to address emergencies, large and small. Our plan is drawn from many years of experience and supported by unmatched supply chain resources and team member expertise. Our supplier relationships and supply chain capability assures that product is directed to where and when it is needed.

RESPONSE TIME: A Grainger field representative will engage the CHESS customer to address the circumstance within 60 minutes to understand the challenge and begin response.

SUPPLY AVAILABILITY: A pre-determined product list, coordinated with local emergency response agencies, is used to move supplies to the affected area. A tailored requirement and inventory assessment is pursued. If additional products are required, a critical element in Grainger expeditious response is its breadth of inventory, capability to determine where inventory is located, and its transportation proficiency, personnel with expertise and experience and long term relationships with state, county local and federal agencies.
b) Grainger works with First Responders/First Receivers and government agencies to make sure they have priority access from Grainger.
c) Below are some recent examples of Grainger’s disaster support capabilities. Additional examples can be provided upon request due to the character limitation.

Hurricane Harvey - August 2017: Grainger tracked the storm and activated the Crisis Management Team for briefings twice a day.

Supply chain teams quickly repositioned critical supplies within the Grainger distribution network of branches and regional distribution Capabilities 25 * Describe your company's escalation process? Grainger offers an expeditious escalation process that includes senior level leadership engagement to ensure fast resolution of a customer's issue to complete satisfaction. Problem resolution begins with the primary Account Manager, and if they are unable to resolve the issue and depending on the type of issue, they will escalate it to their direct manager or the local Branch Manager.

The escalation process continues until problem resolution.

Grainger understands that communication and responsiveness are essential to meeting a customer’s needs. Grainger’s multi-channel approach for problem identification and resolution allows members to communicate in ways that work for the member and Grainger’s responsiveness ensures that their issues will be addressed and resolved. Grainger has invested in sound quality management principles within its operating philosophy such as Lean, Six Sigma and ISO 9001. This innovation in technology and expertise minimizes problems.

Should a problem occur, our goal is to make it right for the CHESS customer. The key to problem identification and resolution is open communication between CHESS customers and Grainger’s
experienced team. Grainger continuously solicits customer feedback via multiple channels to improve the customer
experience and resolve customer issues.

Grainger assesses the information customers provide, seeks clarification when necessary, and immediately address the customer’s needs so that they can continue to serve the public.

Grainger will remain engaged with the customer to ensure their Capabilities 26 * Describe your company’s Customer Service Department (hours of operation, number of service centers, etc.).

Grainger’s Customer Service Representatives (CSRs) within the branch network will be available 8:00 am to 5:00 pm each day.

Additionally, CSRs are available 24/7 via a toll free number, fax, and email for CHESS customers. Grainger’s national footprint provides CHESS customers with comprehensive resources needed to answer questions and resolve inquiries.

Capabilities 28
* NATIONAL CONTRACT - Please define if your company is unable to propose a national program due to conflicts with legal obligations or coverage area. Indicate so and propose a regional or direct solution. CHESS will evaluate responses in their entirety and determine award based on the most advantageous.

Yes, we are interested in a National Contract and have no legal obligations.

ATTACHMENT B - RETAIL STORES AND WAREHOUSE LOCATIONS RFP-MRO-UCSystemWide-Jan312018 STATE:

QUANTITY OF

RETAIL STORES IN

THIS STATE

QUANTITY OF

WAREHOUSE(S) IN

THIS STATE

WAREHOUSE LOCATIONS
(CITY) Grainger BRANCH
Grainger's WAREHOUSE

DISTRIBUTION CENTER

LOCATIONS
ALABAMA 4 4

MOBILE, HUNTSVILLE,

MONTGOMERY, BIRMINGHAM
ALASKA 1 1 ANCHORAGE
ARIZONA 5 5

GILBERT, PHOENIX, TUCSON
PHOENIX (2)
ARKANSAS 3 3
FT. SMITH, SPRINGDALE

LITTLE ROCK
CALIFORNIA 23 25

MIRA LOMA & PATTERSON

STOCKTON, SAN JOSE, SAN LEANDRO,

FRESNO, SANTA FE SPRINGS, CHULA

VISTA, BAKERSFIELD, ROHNERT PARK,
Burlingame, ANAHEIM, SAN MARCOS,

OXNARD, NORTHRIDGE, SALINAS,

SAN DIEGO, COMPTON, INGLEWOOD,

LOS ANGELES, RANCHO

CUCAMONGA, WEST SACRAMENTO,

CONCORD, SANTA ANA, RIVERSIDE
COLORADO 3 4
DENVER

DENVER, COLORADO SPRINGS

FORT COLLINS
CONNECTICUT 2 2 NORTH HAVEN, HARTFORD
DELAWARE 1 1 NEW CASTLE
FLORIDA 15 16

JACKSONVILLE,
FT. MYERS, DORAL, MIAMI, WEST

MELBOURNE, OCALA, ORLANDO,

WEST PALM BEACH, CLEARWATER,
TAMPA (2), PENSACOLA,

TALLAHASSEE, ACKSONVILLE,

SARASOTA, POMPANO BEACH
GEORGIA 9 9

MACON, DALTON, ATHENS, AUGUSTA,

ATLANTA, FOREST PARK, MARIETTA,

NORCROSS, GARDEN CITY
HAWAII 1 1 HONOLULU
IDAHO 1 1 BOISE
ILLINOIS 11 12

MINOOKA,

PEORIA, DOWNERS GROVE, ALSIP,
CHICAGO (3), ROCKFORD,

WAUKEGAN, FRANKLIN PARK,

ARLINGTON HEIGHTS, MORTON
GROVE
INDIANA 5 5 GARY, INDIANAPOLIS, INDIANAPOLIS,

SOUTH BEND, EVANSVILLE
IOWA 3 3

CEDAR RAPIDS, DES MOINES,

DAVENPORT
KANSAS 2 2 WICHITA, LENEXA
KENTUCKY 2 2 LOUISVILLE, LEXINGTON
LOUISIANA 8 8

GONZALES, BATON ROUGE, WEST

MONROE, SHREVEPORT, LAFAYETTE,

SULPHUR, NEW ORLEANS, NEW

ORLEANS
MAINE 1 1 PORTLAND
MARYLAND 5 5 LANHAM, ANNAPOLIS JUNCTION,

ROCKVILLE, BALTIMORE, BALTIMORE
MASSACHUSETTS 5 5

SPRINGFIELD, EVERETT, WATERTOWN,

NORWOOD, WOBURN
MICHIGAN 11 11

FARMINGTON HILLS, MADISON,

HEIGHTS, KALAMAZOO, DETROIT,

LANSING, WARREN, GRAND RAPIDS,

ANN ARBOR, ROMULUS, FLINT,

SAGINAW
MINNESOTA 2 3

PLYMOUTH,
ST. PAUL, BLOOMINGTON
MISSISSIPPI 1 2

SOUTHAVEN

JACKSON
MISSOURI 4 5

KANSAS CITY
ST. LOUIS, MARYLAND HEIGHTS,

SPRINGFIELD, KANSAS CITY
MONTANA 1 0 BILLINGS
NEBRASKA 1 1 OMAHA
NEVADA 1 1 LAS VEGAS, SPARKS
NEW HAMPSHIRE 1 1 MANCHESTER
NEW JERSEY 5 6

ROBBINSVILLE
EATONTOWN, MT. LAUREL, SOUTH

PLAINFIELD, ELIZABETH, CLIFTON
NEW MEXICO 2 2 FARMINGTON, ALBUQUERQUE
NEW YORK 10 10

NY EAST SYRACUSE

NY NEW HYDE PARK

ALBANY, ROCHESTER, ROCHESTER,

VESTAL, MELVILLE, BOHEMIA,

BUFFALO, MASPETH, BROOKLYN,

ELMSFORD
NORTH CAROLINA 6 6

GREENSBORO, CHARLOTTE,

ASHEVILLE, WILMINGTON,

FAYETTEVILLE, RALEIGH
NORTH DAKOTA 3 3 FARGO, DICKINSON, WILLISTON
OHIO 12 13

MACEDONIA,

CANTON, AKRON, YOUNGSTOWN,

PERRYSBURG, HAMILTON,

CINCINNATI, CINCINNATI,

COLUMBUS, WORTHINGTON,

BROOKLYN HEIGHTS, DAYTON,

FRANKLIN
OKLAHOMA 2 2 OKLAHOMA CITY, TULSA
OREGON 1 1 PORTLAND
PENNSYLVANIA 9 9
PHILADELPHIA (2), PITTSBURGH (2),

BETHLEHEM, FOLCROFT,

NORRISTOWN, HARRISBURG, ERIE
RHODE ISLAND 1 1 WARWICK
SOUTH CAROLINA 3 4

FOUNTAIN INN,

WEST COLUMBIA, NORTH

CHARLESTON, GREENVILLE
SOUTH DAKOTA 1 1 SIOUX FALLS
TENNESSEE 5 5
CHATTANOOGA, NASHVILLE (2),

KNOXVILLE, MEMPHIS
TEXAS 35 36

ROANOKE,
SAN ANTONIO (2), STAFFORD, DEER
PARK, HOUSTON (2), KENEDY,

CORPUS CHRISTI, BEAUMONT,
AUSTIN, HOUSTON (5), PASADENA,

AMARILLO, ARLINGTON,
CARROLLTON, DALLAS (2)
FT. WORTH (2), GARLAND,

LONGVIEW, LUBBOCK, MIDLAND,

PLANO, WACO, EL PASO, TX CONROE

MCALLEN, LAREDO, BRYAN
UTAH 2 2 OGDEN, SALT LAKE CITY
VERMONT 0 0
VIRGINIA 4 4

DULLES, FALLS CHURCH, NORFOLK,

RICHMOND
WASHINGTON 5 6

TUKWILA

SEATTLE, FIFE, EVERETT, SPOKANE

VALLEY, PASCO
WEST VIRGINIA 1 1 CHARLESTON
WISCONSIN 6 6

WAUKESHA, MILWAUKEE,

MILWAUKEE, MADISON, GREEN BAY,

APPLETON
WYOMING 1 1 CASPER
VENDOR NAME: W. W. Grainger, Inc.

Vice President,
Sales
VP
Govt. Sales
Sr. Director
Segment
Strategy
Sr. Director
Segment Business
Operations
VP Federal
Govt. Sales
Sr. Director
Govt. Relation &
Channel Devpmt.

VP(s)
Regional Govt.

Sales
Director
Govt. Sales
District Sales
Mgrs.Govt.

Govt. Account
Mgrs.

Govt. Sales
Managers
Site Relationship
Managers
Sr. Director

COOP / GPO
Sr. Govt. Sales
Mgrs. COOP
Govt. Sales
Mgrs. Federal
Sales
National Govt.

Sales Mgrs.

Federal Sales
Grainger’s Public Sector Contract
Management &
Customer Support Team
Implementation
Team
eCommerce
Team
Inventory
Management
Technical
Support
Consulting
Services
Safety
Services
Customer Regional Resources for CHESS / National IPA
Service
Associates
Onsite Service
Representative
800
Direct Support to Customer
Account
Relationship
Managers
Key Personnel
Technical Resources
Key Government Account Managers & Sales Team
800
Toll Fee Support
Government Management Team
On-Site Support
March 17, 2018 University of California (UC)
RFP-MRO-UCSystemWide-Jan312018 MAINTENANCE REPAIR AND OPERATIONS (MRO) 1

SUPPLIES AND RELATED SERVICES
Company
Profile
6 * Please provide contact information for the person(s) who will be responsible for the following areas, including resumes: (a.)Sales (b.)Sales Support ( c.)Marketing (d.)Financial Reporting (e.)Executive Support
The experienced personnel will be responsible for the following areas of the contract for ongoing customer support are listed below.

SALES

UNIVERSITY OF CALIFORNIA ALIGNED SALES AND SALES SUPPORT Name UC Location Email Phone
Denise Childress
Government Sales
Manager
UCOP [email protected] 520-205-2023
Richard Steel Berkeley [email protected] 510-501-7179 Andrea Korompilas Davis [email protected] 916-206-9201 Kelly Lagomarsino Irvine [email protected] 714-673-7996 Jerry Chavez Los Angeles [email protected] 747-300-6247 Teri Scheff Merced [email protected] 559-317-9775 Mike Loya Riverside [email protected] 909-732-1419 Dan Berryman San Francisco [email protected] 415-793-9086 Joe Kucinski San Diego [email protected] 858-220-2728 Tony Aguiar Santa Barbara [email protected] 805-368-2345 Erin Wong Santa Cruz [email protected] 831-235-5952

CALIFORNIA STATE UNIVERSITY
Name Institution Email Phone
Tim Jones
Government Sales
Manager
CSU/Ca Comm
Colleges
[email protected] 408-314-6163
Mario Carrillo CSU Bakersfield [email protected] 661-578-8629 Michael Loya CSU Cal Poly
Pomona
[email protected] 951-750-1211
Tony Aguiar CSU Channel
Islands
[email protected] 805-368-2345
Yolanda Winters CSU Chico [email protected] 209-483-1182 Liz Vargas CSU Dominguez
Hills
[email protected] 562-544-7794
Suzanne Gwaltney CSU East Bay [email protected] 510-406-6436 Teri Scheff CSU Fresno [email protected] 559-317-9775 Kelly Lagomarsino CSU Fullerton [email protected] 714-673-7996 Richard Easterwood CSU Humboldt [email protected] 847-753-5122 Monica Flores CSU LA [email protected] 562-320-7814 Liz Vargas CSU Long Beach [email protected] 562-544-7794 Suzanne Gwaltney CSU Maritime [email protected] 510-406-6436 Eric Wong CSU Monterey Bay [email protected] 408-391-0349 March 17, 2018 University of California (UC)
RFP-MRO-UCSystemWide-Jan312018 MAINTENANCE REPAIR AND OPERATIONS (MRO) 2

SUPPLIES AND RELATED SERVICES
Name Institution Email Phone
Jerry Chavez CSU Northridge [email protected] 747-300-6247 Joseph Beckham CSU Poly SLO [email protected] 805-459-8543 Andrea Korompilas CSU Sacramento [email protected] 916-206-9201 Nora Gutierrez CSU San Bernardino [email protected] 951-333-6668 Ben Buly CSU San Diego [email protected] 619-209-0385 Jas Sekhon CSU San Francisco [email protected] 415-969-1901 Jas Sekhon CSU San Jose [email protected] 415-969-1901 Ben Buly CSU San Marcos [email protected] 619-209-0385 Cody Ceverha CSU Sonoma [email protected] 415-299-3368 Teri Scheff CSU Stanislaus [email protected] 559-317-9775 Ali Oriatti Allan Hancock Joint
CCD
[email protected] 847-504-9700
Ali Oriatti Antelope Valley
CCD
[email protected] 847-504-9700
Richard Easterwood Butte-Glenn CCD [email protected] 847-753-5122 Peja Lazarevski Cabrillo CCD [email protected] 847-753-5302 Ali Oriatti Cerritos CCD [email protected] 847-504-9700 Peja Lazarevski Chabot-Las Positas
CCD
[email protected] 847-753-5302
Jennifer Row Chaffey CCD [email protected] 847-753-5121 Gina Baca Citrus CCD [email protected] 213-379-4033 Jason Grant Coast CCD [email protected] 949-241-4808 Michelle Hahn Compton CCD [email protected] 213-334-5385 Peja Lazarevski Contra Costa CCD [email protected] 847-753-5302 Ali Oriatti Copper Mountain
CCD
[email protected] 847-504-9700
Jennifer Roe Desert CCD [email protected] 847-753-5121 Liz Vargas El Camino CCD [email protected] 562-544-7794 Richard Easterwood Feather River CCD [email protected] 847-753-5122 Damon Cardinalli Foothill-Deanza
CCD
[email protected] 408-309-6595
Greg Heiden Gavilan CCD [email protected] 847-753-5407 Jace Withy-Allen Glendale CCD [email protected] 213-215-9047 Jennifer Roe GrossmontCuyamaca [email protected] 847-753-5121 Peja Lazarevski Hartnell CCD [email protected] 847-753-5302 Liz Tolles Imperial CCD [email protected] 619-495-9082 Benjamin Wise Kern CCD [email protected] 805-201-3810 Richard Easterwood Lake Tahoe CCD [email protected] 847-753-5122 Richard Easterwood Lassen CCD [email protected] 847-753-5122 Liz Vargas Long Beach CCD [email protected] 562-544-7794 LeeAnn Sandoval Los Angeles CCD [email protected] 213-300-3775 Rozaida O’Neil Los Rios CCD [email protected] 530-419-9744 Leigh Magnani Marin CDD [email protected] 415-361-1896 Peja Lazarevski Mendocino-Lake [email protected] 847-753-5302 March 17, 2018 University of California (UC)
RFP-MRO-UCSystemWide-Jan312018 MAINTENANCE REPAIR AND OPERATIONS (MRO) 3

SUPPLIES AND RELATED SERVICES
Name Institution Email Phone
CCD
Teri Scheff Merced CCD [email protected] 559-317-9775 Ben Buly Miracosta CCD [email protected] 619-209-0385 Peja Lazarevski Monterey
Peninsula CCD
[email protected] 847-753-5302
Ali Oriatti Mt. San Antonio
CCD
[email protected] 847-504-9700
Jennifer Roe Mt. San Jacinto CCD [email protected] 847-753-5121 Cody Ceverha Napa Valley CCD [email protected] 415-299-3368 Jennifer Roe North Orange
County CCD
[email protected] 847-753-5121
Josh Green Ohlone CCD [email protected] 707-732-6265 Chad Shrader Palo Verde CCD [email protected] 800-872-4643 Jennifer Roe Palomar CCD [email protected] 847-753-5121 Gina Baca Pasadena CCD [email protected] 213-379-4033 Suzanne Gwaltney Peralta CCD [email protected] 510-406-6436 Kelly Lagomarsino Rancho Santiago
CCD
[email protected] 714-673-7996
Richard Easterwood Redwoods CCD [email protected] 847-753-5122 Ray Robinson Rio Hondo CCD [email protected] 800-872-4643 Jennifer Roe Riverside CCD [email protected] 847-753-5121 Ali Oriatti San Bernardino
CCD
[email protected] 847-504-9700
Ben Buly San Diego CCD [email protected] 619-209-0385 Rick Dela Rosa San Joaquin Delta
CCD
[email protected] 530-379-3982
Peja Lazarevski San Jose-Evergreen
CCD
[email protected] 847-753-5302
Ali Oriatti San Luis Obispo
CCD
[email protected] 847-504-9700
Jas Sekhon San Mateo CCD [email protected] 415-969-1901 Tony Aguiar Santa Barbara CCD [email protected] 805-368-2345 Ali Oriatti Santa Clarita CCD [email protected] 847-504-9700 Anne Leifheit Santa Monica CCD [email protected] 310-912-1103 Rochelle Hill Sequoias CCD [email protected] 559-537-9062 Richard Easterwood Shasta-TehamaTrinity Joint CCD [email protected] 847-753-5122 Jerry Feltis Sierra Joint CCD [email protected] 916-358-0293 Richard Easterwood Siskiyou Joint CCD [email protected] 847-753-5122 Cody Ceverha Solano CCD [email protected] 415-299-3368 Cody Ceverha Sonoma County
Junior College
District
[email protected] 415-299-3368
Jason Grant South Orange
County CCD
[email protected] 949-241-4808
March 17, 2018 University of California (UC)
RFP-MRO-UCSystemWide-Jan312018 MAINTENANCE REPAIR AND OPERATIONS (MRO) 4

SUPPLIES AND RELATED SERVICES
Name Institution Email Phone
Jennifer Roe Southwestern CCD [email protected] 847-753-5121 Teri Scheff State Center CCD [email protected] 559-317-9775 Tony Aguiar Ventura County
CCD
[email protected] 805-368-2345
Jennifer Roe Victor Valley CCD [email protected] 847-753-5121 Rochelle Hill West Hills CCD [email protected] 559-537-9062 Mario Carrillo West Kern CCD [email protected] 661-578-8629 Damon Cardinalli West ValleyMission [email protected] 408-309-6595 Rick De La Rosa Yosemite CCD [email protected] 530-379-3982 Jerry Chavez Yuba CCD [email protected] 747-300-6247

ADDITIONAL WEST REGION SALES AND SALES SUPPORT
Name Title Email Phone
Chris Bader Sr. Government
Sales Manager
[email protected] 916-606-8657
Scott Asplin Government Sales
Manager
[email protected] 714-813-9865
Casey Banks Government Sales
Manager
[email protected] 503-896-0465
June Burke Government Sales
Manager
[email protected] 808-312-2270
Denise Childress Government Sales
Manager
[email protected] 520-205-2023
Tim Jones Government Sales
Manager
[email protected] 408-314-6163
Cari Lautenschlaeger Government Sales
Manager
[email protected] 303-921-5853
Tessa Oosterhouse Government Sales
Manager
[email protected] 414-943-3314
Every Region will have similar sales and support. Each can be provided upon request.

SALES SUPPORT
Name Title Role Email
Pankil Desai Sr. Government
Sales Manager
Manage National
Program
[email protected]
Brent Stackhouse Contract Life Cycle
Project Manager
Project Manager [email protected]
Denise Childress Government Sales
Manager
Manages UC System [email protected]
Branch Managers Refer to Branch and Distribution Center Contacts attachment On Site Service
Representatives
Locations with VMI have a dedicated On Site Service Representative that is aligned to their location. This contact can be provided by location as needed Customer Service Refer to attachment B – Retail Stores and Warehouse Locations for a full list March 17, 2018 University of California (UC)
RFP-MRO-UCSystemWide-Jan312018 MAINTENANCE REPAIR AND OPERATIONS (MRO) 5

SUPPLIES AND RELATED SERVICES

MARKETING
Name Title Email
Steve Martinez Director Marketing Strategy [email protected]

FINANCIAL REPORTING
Name Title Email
Mark Haubrich Supervisor, Sales Support
Operations
[email protected]
John Sanecki Sales Support Reporting [email protected]

EXECUTIVE SUPPORT
Name Title Email
Kari Stoltz Director, Government Accounts [email protected] Tim Sweat Regional Sales Vice President [email protected] Ben Nichols Vice President, Government [email protected] Debra Oler SVP and President, North
America Sales & Services
[email protected]
It’s about how
we get it done
2017 FACT BOOK
W.W. Grainger, Inc. is a broad line, business-to-business distributor of maintenance, repair and operating (MRO) supplies and other related products and services. More than 3.2 million businesses and institutions worldwide rely on Grainger for products such as safety gloves, ladders, motors and janitorial supplies, along with services like inventory management and technical support. These customers represent a broad collection of industries including commercial, government, healthcare and manufacturing. They place orders online, on mobile devices, through sales representatives, over the phone and at local branches. Approximately 5,000 suppliers provide Grainger with more than 1.6 million products stocked in Grainger’s distribution centers (DCs) and branches worldwide. For more information on Grainger, visit www.grainger.com/investor.

FORWARD-LOOKING STATEMENTS
All statements in this Fact Book, other than those relating to historical facts, are “forward-looking statements.” These forward-looking statements are not guarantees of future performance and are subject to a number of assumptions, risks and uncertainties, many of which are beyond the company’s control, which could cause actual results to differ materially from such statements.

These statements include, but are not limited to, statements about future strategic plans and future financial and operating results. Important factors that could cause actual results to differ materially from expectations include, among others: higher product costs or other expenses; a major loss of customers; loss or disruption of source of supply; increased competitive pricing pressures; failure to develop or implement new technologies or business strategies; the outcome of pending and future litigation or governmental or regulatory proceedings, including with respect to wage and hour, anti-bribery and corruption, environmental, advertising, privacy and cybersecurity matters; investigations, inquiries, audits and changes in laws and regulations; disruption of information technology or data security systems; general industry or market conditions; general global economic conditions; currency exchange rate fluctuations; market volatility; commodity price volatility; labor shortages; facilities disruptions or shutdowns; higher fuel costs or disruptions in transportation services; natural and other catastrophes; unanticipated weather conditions; loss of key members of management; Grainger’s ability to operate, integrate and leverage acquired businesses; changes in credit ratings; changes in effective tax rates and other factors, which can be found in the company’s filings with the Securities and Exchange Commission, including the company’s most recent periodic reports filed on Form 10-K and Form 10-Q, which are available on the company’s Investor Relations website.

Caution should be taken not to place undue reliance on the company’s forward-looking statements and the company undertakes no obligation to publicly update any of its forward-looking statements, whether as a result of new information, future events or otherwise.

CONTENTS
At a Glance . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Strategy . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Creating Unique Value . . . . . . . . . . . . . . . . . . 4 U.S. Large . . . . . . . . . . . . . . . . . . . . . . . 5 U.S. Medium . . . . . . . . . . . . . . . . . . . . . . . . 6 Single Channel . . . . . . . . . . . . . . . . . . . . . . . . 7 Canada . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 International . . . . . . . . . . . . . . . . . . . . . . . . . 9 Creating an Effortless Customer Experience . . . . 10
Creating Shareholder Value . . . . . . . . . . . . . . . 12 Operating Responsibly . . . . . . . . . . . . . . . . . . 14 Helping Each Other Grow and Succeed . . . . . . . 15
Financial Definitions and Reconciliations . . . . . . 16 Consolidated Statements of Earnings . . . . . . . . 17
Consolidated Balance Sheets . . . . . . . . . . . . . 18 Consolidated Statements of Cash Flows . . . . . . 19
Historical Financial Summary . . . . . . . . . . . . . 20 Grainger Leadership Team . . . . . . . . . . . . . . . 22 Board of Directors . . . . . . . . . . . . . . . . . . . . . .23 Corporate Governance . . . . . . . . . . . . . . . . . . 24 Company Information . . . . . . . . . . . . . . . . . . 25 2016 SALES
Customer Category
2016 SALES
Product Category
Safety and Security 18%
Material Handling 12%
Metalworking 12%
Cleaning and Maintenance 9%
Other 9%
Hand Tools 8%
Pumps, Plumbing and
Test Equipment 7%
HVAC 5%
Electrical 5%
Lighting 4%
Fluid Power 3%
Power Tools 3%
Power Transmission 2%
Specialty Brands 2%
Motors 1%
Heavy Manufacturing 17%
Other 16%
Government 14%
Commercial 13%
Light Manufacturing 13%
Contractor 9%
Transportation 6%
Retail/Wholesale 5%
Natural Resources 4%
Reseller 3%
W.W. GRAINGER, INC. AND SUBSIDIARIES 1

GEOGRAPHIC OVERVIEW

MRO MARKET MARKET BRANCHES DISTRIBUTION APPROXIMATE NUMBER SIZE1

SHARE CENTERS OF CUSTOMERS SERVED
(DCs) IN 2016
UNITED STATES > $125 billion 6 percent 2842 18 1,890,000 Includes: Grainger Industrial Supply, E&R Industrial,
Imperial Supplies, Techni-Tool, Zoro U.S.3
CANADA > $11 billion 7 percent 151 5 65,000
Includes: Acklands–Grainger Inc., WFS Enterprises Inc.

LATIN AMERICA > $16 billion 1 percent 31 3 50,000
Colombia, Dominican Republic, Mexico, Panama,
Peru, Puerto Rico4
JAPAN > $41 billion ~ 2 percent 03 948,000
MonotaRO Co., Ltd.

ASIA > $93 billion < 1 percent 01 9,000
China
EUROPE
Fabory: Belgium, Czech Republic, France, Hungary, > $34 billion < 1 percent 70 2 80,000 The Netherlands, Poland, Portugal, Romania, Slovakia
Cromwell: United Kingdom5 > $16 billion 2 percent 62 1 57,000 Zoro Europe: Germany > $30 billion < 1 percent 00 180,000 TOTAL > $366 billion1 3 percent 598 33 > 3,200,000
1 Estimated MRO market size where Grainger has operations. The total worldwide MRO market is approximately $550 billion. 2 Comprised of 254 stand-alone branches, 28 onsite branches and 2 will-call express locations. 3 For segment reporting, Zoro U.S. is reported in Other Businesses. 4 Although Puerto Rico is a U.S. territory, the company manages this business as part of Latin America. 5 Cromwell also has operations in Europe, Africa and Asia, representing approximately 12 percent of its revenue.

AT A GLANCE W.W. GRAINGER,INC.
(AS OF 12/31/16)
2 W.W. GRAINGER, INC. AND SUBSIDIARIES
Grow spot-buy volume via relevant
pricing and digital capabilities
Create unique value for
different customers
Grow with
large, complex
customers
Re-engage
medium-sized
customers
Continue
to build
online
model
Return to
profitable growth Optimize
portfolio for
profitable
growth
Improve the end-to-end experience for customers
Improve cost structure throughout the company
Instill leadership behaviors and ensure focus on team member development and engagement Maintain highest standards of ethics and integrity
Create an effortless
customer experience
Reduce cost
Help each other grow
and succeed
Be responsible stewards
U.S. LARGE U.S. MEDIUM SINGLE CHANNEL CANADA INTERNATIONAL

STRATEGIC PRIORITIES
Diversify the
business

STRATEGY
n the large and fragmented MRO industry, Grainger holds an enviable position with its advantaged infrastructure, broad product offering and deep customer relationships. MRO markets have grown in line with gross domestic product (GDP) over the long term, but growth has slowed during the past few years. This deceleration is a result of a weak industrial environment driven by contraction in the energy sector.

Despite these challenges, the global MRO market remains an attractive space with ample opportunity for broad line distributors such as Grainger that are able to leverage scale positions in purchasing, supply chain and IT systems to better serve customers.

Grainger participates in a $550 billion global market for MRO. The most attractive markets for Grainger are those with high GDP per capita and a developed infrastructure. Consequently, Grainger’s strategy is to concentrate on growth in North America, Western Europe and Japan.

I
Over the past three years, Grainger has invested heavily to configure its business to meet the evolving needs of its customers. With a robust IT infrastructure and supply chain in place, in 2016 the company established strategic priorities for its five focus areas: U.S. Large, U.S. Medium, Single Channel, Canada and International (see below).

As a result, Grainger is well-positioned to:
• Create unique value for a broader set of customers, resulting in stronger volume growth across more customer types and existing geographies. • Improve the customer experience through a competitively advantaged product offer and delivery, an industry-leading digital experience and market relevant pricing.
• Improve financial performance through revenue growth, operating margin expansion and strong free cash flow generation.

In late 2016, Grainger initiated pricing changes
that will continue in 2017. These actions will result
in more competitive pricing, which will allow Grainger
to attract new customers and increase penetration with
existing customers, resulting in improved financial
performance over the long term. Pricing initiatives
in 2017 include:

U.S. LARGE: Offer comprehensive pricing programs that support large customers consolidating their purchases. (See more on page 5.)
U.S. MEDIUM: Offer a subscription program, which includes better pricing with a freight offer, to grow with these customers. (See more on page 6.)
CANADA: Introduce more relevant pricing for products not under contract to better compete in the current market environment. (See more on page 8.)

PRICING ACTIONS
W.W. GRAINGER, INC. AND SUBSIDIARIES 3
usinesses and institutions today are intensely focused on becoming more productive. One of the primary methods for driving better productivity has been reducing process cost.

Increasingly, businesses have shifted from ordering through traditional channels, such as using phones or visiting branches, to online and onsite channels including Grainger.com,®
electronic purchasing platforms (EDI/ePro)
and inventory management systems. Grainger has anticipated and evolved with these changes in customer buying behavior. In 2016, more than 65 percent of Grainger orders originated via a digital channel (including Grainger.com, KeepStock®
and EDI/ePro) and more than 85 percent of orders
were shipped directly to the customer or were made immediately available through onsite services.

MEDIUM
• Fewer sites or a single site
• Less-complex needs
• Focus on product categories
that are relevant to their
operations
SMALL
• Comfort with and preference
for online buying
• Behavior similar to
individual consumers
• Transaction-driven
LARGE
• Complex needs
• Multiple sites
• Supplier consolidation
• Increasing onsite fulfillment
• Relationship-driven
KeepStock
eProcurement
Online Phone (EDI/ePro) Branch

CUSTOMER SALES FORCE ORDER ORIGINATION ORDER FULFILLMENT

OUTSIDE
INSIDE
DC Branch KeepStock
N/A

SERVING CUSTOMERS OF ALL SIZES
The shifts in buying behavior are even more pronounced when looking at the unique needs of customers of different sizes.
• Large customers value Grainger’s multichannel model and high-touch service.
• Medium customers want competitive pricing and a relevant product offer. • Small customers tend to purchase similarly to individual consumers.

They value a simple, web-based solution to quickly identify and buy items at a competitive price.

Grainger uses a combination of multichannel and single channel online business models to serve customers of all sizes.

B
4 W.W. GRAINGER, INC. AND SUBSIDIARIES
CANADA
2016 REVENUE $0.7 BILLION
Grainger is dedicated to returning its business
in Canada to profitable growth. Heavily affected
by disproportionate exposure to the oil and gas
sector, this multichannel business has been
challenged the past two years.

SINGLE CHANNEL
2016 REVENUE $1 BILLION
Grainger has leveraged its eCommerce expertise
and infrastructure to establish a model that
will continue to be a driver of revenue and
profitability. The company has single channel
businesses in North America, Europe and Asia.

INTERNATIONAL
2016 REVENUE $0.8 BILLION
Grainger’s international portfolio includes
businesses in Europe, Asia and Latin America.

Grainger has narrowed its international strategy
to focus on the highest return opportunities by
investing in markets with high GDP per capita
and a developed infrastructure.

U.S. LARGE
2016 REVENUE $6.1 BILLION
Grainger’s strongest competitive advantage
is with large, complex customers. Large
customers value Grainger’s multichannel
approach, which has proven to help them
reduce their labor, product and inventory costs.

U.S. MEDIUM
2016 REVENUE $0.9 BILLION
Grainger is committed to improving performance
with medium-sized customers. The company
developed new price, coverage and service
offerings in 2016 to more effectively compete
for medium customers that are not part of a
negotiated contract.

CREATING UNIQUE VALUE
NOTE: TOTAL COMPANY 2016 REVENUE OF $10.1 BILLION ALSO INCLUDES SPECIALTY BRANDS SUCH AS E&R INDUSTRIAL, IMPERIAL SUPPLIES AND TECHNI-TOOL.

Grainger is committed to providing unique value for different customer types across its five focus areas by tailoring its services and solutions by customer size, end market and geography.

W.W. GRAINGER, INC. AND SUBSIDIARIES 5
ith 2016 sales of $6.1 billion, the U.S. Large business represents approximately 60 percent of Grainger’s total revenue. It is comprised of businesses and institutions with multiple locations that centralize, or plan to centralize, the purchase of MRO.

In addition, single-site businesses with $60,000 or more in annual MRO spend potential are also categorized as large customers. This market is approximately $75 billion and Grainger has roughly an 8 percent share.

U.S. Large customers tend to be complex and require services at their place of business. Grainger is well-positioned to serve their needs by offering value-added services such as KeepStock®
(see below). Large customers also
rely on Grainger’s broad product offering, high product availability, dedicated sales representatives, eProcurement, branches, contact centers and technical support to help them achieve their goals of saving time and money.

Actions in 2016
Grainger has taken several steps since late 2015 to further penetrate and grow with large customers. The company has vertically aligned its sales force, and now 90 percent of sales representatives are organized by industry segment (commercial, government, healthcare and manufacturing). This realignment enables the sales force to provide more customized, segmentspecific focus, allowing for more relevant conversations and deeper customer relationships. Grainger has also implemented a new customer relationship management (CRM) system to help sales representatives be more effective and productive. The CRM tool helps Grainger better understand the activities that drive revenue and profitability with customers. Grainger also expanded its U.S. Large business development team to include sales representatives who specifically target companies transitioning to a more centralized MRO purchasing approach. Finally, Grainger piloted new pricing programs to accelerate share gains with these customers.

Initiatives in 2017
Grainger is growing share with U.S. Large customers. In 2017, the company will build upon the work completed in 2016 to improve sales force execution and expand new pricing programs. The new U.S. Large customer pricing programs support customers consolidating their purchases. These programs have improved performance across both frequent and infrequent purchases and will position the company to continue to gain share going forward.

W
U.S. LARGE
W.W. GRAINGER, INC. AND SUBSIDIARIES 5
Contract Customer
U.S. LARGE
U.S. LARGE
Noncontract Customer
> $60K
$10 – $60K
< $10K U.S. LARGE
U.S. BUSINESS
MRO Spend
U.S. MEDIUM
U.S. MEDIUM
U.S. LARGE
Grainger’s KeepStock inventory
management program allows large
customers to be more productive
through solutions including onsite
branches, vendor-managed
inventory, customer-managed
inventory and vending machines.

The KeepStock program currently
provides services to nearly 23,000
customers. Sales of product
through the KeepStock channel
were more than 10 percent of
U.S. revenue in 2016.

The U.S. business has an outside
sales force of more than 3,000
professionals who help large
businesses and institutions
save time and money. Grainger
utilizes its outside sales force
to grow with large customers
in the United States who typically
have more complex purchasing
requirements and value the
collaborative relationship.

For customers who require a higher
level of technical expertise, Grainger
sellers can leverage a network of
trained specialists. From safety to
metalworking, these specialists
consult with customers on specific
needs to provide tailored solutions.

For large customers with sophisticated
electronic purchasing platforms, the
U.S. business utilizes eProcurement,
a technology that allows these
systems to communicate directly with
Grainger.com.®
The direct connection
ensures that the right assortment,
workflow and processes for that
customer are available. eProcurement
also has the added benefit of being
Grainger’s lowest cost order origination
channel. In 2016, approximately
17 percent of revenue in the U.S.
was generated through eProcurement.

DIFFERENTIATED SERVICE OFFERING

SALES FORCE KEEPSTOCK EDI/EPRO TECHNICAL SUPPORT
6 W.W. GRAINGER, INC. AND SUBSIDIARIES
he U.S. Medium business contributed roughly $900 million in sales in 2016 and represented approximately 9 percent of company revenue. The strategy for medium-sized customers is focused on noncontract customers who spend between $10,000 and $60,000 per year on MRO, representing $600 million of the U.S. Medium business. The remaining $300 million consists of noncontract customers who spend less than $10,000 on MRO per year and purchase through the Grainger brand. U.S. Medium participates in a roughly $50 billion market ($30 billion medium and $20 billion small), and Grainger has approximately 2 percent share.

In general, U.S. Medium customers do not require the same services as U.S. Large customers and instead want a purchasing experience that gives them peace of mind that their immediate business problems will be solved. Grainger’s broad product offer and availability serves their needs.

Actions in 2016 and initiatives in 2017
Today, Grainger has a dedicated team focused on U.S. Medium customers, a group with an operating margin at 25 to 30 percent, which is above the company average. Over the past year, Grainger has built a more relevant T
U.S. MEDIUM

BUILDING THE MEDIUM CUSTOMER OFFER AND TEAM
Team Members
Activity
Team Launch
Q4 2015 and Q1 2016 Q2 2016 and Q3 2016 Q4 2016 and 2017 Inside Sales Start-up Offer Rollout
• Formed offer and marketing team
• Signed lease for inside sales center
• Expanded sales coverage
• Began contacting ~100,000 customers
with inside sales
• Begin tailored marketing offers
• Cover ~10,000 additional customers
<20 <200 ~230
offer for this highly profitable customer group centered on improved sales coverage and tailored marketing, enhanced merchandising and more competitive pricing. In April 2016, Grainger began hiring sales associates at its new inside sales facility located in San Antonio, Texas. Inside sales associates allow Grainger to make more frequent contact with a larger number of medium customers at a lower cost per contact. By the end of 2016, Grainger had approximately 200 inside sales associates calling on roughly 100,000 medium customers. In 2017, Grainger plans to extend coverage to even more customers.

An important part of the new approach with U.S. Medium customers is providing more market-relevant pricing. With the right marketing approach, sales coverage and more competitive pricing, Grainger is able to grow with medium customers. In 2016, Grainger introduced a subscription program, which allows medium customers who qualify to receive more relevant pricing on industry-specific products along with a freight offer.

By late 2016, Grainger had roughly 20,000 customers on the subscription program and intends to increase that number in 2017.

The company is encouraged by the early results with medium customers and expects to deliver improved performance with this customer group in 2017.

W.W. GRAINGER, INC. AND SUBSIDIARIES 7

SINGLE CHANNEL
Zoro U.S.

Zoro U.S. launched in 2011 to serve the small business market in the United States. Zoro U.S. offers small customers competitive pricing, simplified transactions, an easy-to-use website and convenient payment options. The combination of an expansive product offering, a simplified process, reliable delivery and both digital and traditional marketing strategies has helped Zoro U.S. rapidly expand its customer base.

Zoro U.S. fulfills customer orders through the same supply chain used by Grainger’s core U.S. business. Access to a preexisting distribution network is one advantage Zoro U.S. has that MonotaRO did not have at its founding.

As a result, Zoro U.S. has experienced faster growth and profitability than MonotaRO did at comparable stages.

Today, Zoro U.S. continues to focus on small customers and, like many other single channel businesses, is growing with a diverse set of customers.

In 2016, Zoro U.S. had sales of $403 million, up 36 percent from 2015, and its operating margin improved to 7.4 percent.

Cromwell Direct
Leveraging the Cromwell business (see page 9), the Cromwell Direct website (www.cromwell.co.uk) was launched in March 2016 to expand the online model in the United Kingdom. Since the launch, site conversion has doubled, and the business has acquired tens of thousands of new customers. Cromwell Direct showed promising sales results in its first partial year of operations, and the momentum is expected to continue in 2017.

Zoro Europe
Located in Düsseldorf, Germany, Zoro Europe was launched in 2014 as a way to expand the single channel model in Europe. Today, the business offers customers an assortment of 400,000 products available through www.zoro.de.
rainger is leading the way with the single channel model in the MRO industry. With operations in Europe, Asia and North America, these businesses focus on small customers but are attracting new customers of all sizes. The single channel businesses serve customers through a streamlined search and transactional experience, and the model has proven successful across multiple countries. In 2016, single channel revenue grew by 35 percent to $1 billion, and the business acquired more than 1million new customers. In addition to strong revenue growth, operating margin improved by more than 100 basis points in 2016. The single channel businesses are forecasted to reach roughly $2 billion in revenue by 2019 and are expected to expand operating margin over the same time period.

MonotaRO
Grainger’s most mature single channel business, MonotaRO in Japan, began in 2000 and has grown from a joint venture into a publicly traded company with 2016 sales of $631 million. Grainger owns 51 percent of MonotaRO, which was built to serve small and medium customers within Japan’s $41 billion MRO market. With an operating margin of 13 percent and a reported ROIC of more than 50 percent in 2016, MonotaRO illustrates the potential of the single channel model.

Behind MonotaRO’s success is a robust customer segmentation and data analytics capability that helps conceive, develop and deploy customer offers. As a result, MonotaRO has created a loyal customer following.

In 2016, MonotaRO added 450,000 new customers, fueling 21 percent revenue growth in local currency over the prior year.

MonotaRO’s broad product line, including an assortment of approximately 10 million SKUs with over 300,000 products stocked, an easy-to-use website and competitive pricing, makes the company’s offering attractive to small and medium businesses. To accommodate its strong growth, MonotaRO will open a 590,000 square-foot DC in the Tokyo area in 2017.

G

SINGLE CHANNEL BUSINESS REVENUE
(Dollars in millions)
2009 2010 2011 2012 2013 2014 2015 2016 2017E 2018E 2019E 2,500
2,000
1,500
1,000
500
0 MonotaRO Zoro U.S. Zoro Europe Cromwell Direct
8 W.W. GRAINGER, INC. AND SUBSIDIARIES
cklands–Grainger Inc., is Grainger’s largest business outside the United States with revenues of more than $700 million.

The original business was founded by Dudley Ackland more than 125 years ago and was acquired by Grainger in 1996.

Acklands–Grainger is at a transformational point in its history. As Canada’s leading broad line distributor of industrial and safety supplies, Acklands–Grainger had reached the limit on its legacy systems and two-tier distribution model. In addition, its decentralized operating model resulted in inefficiencies and inconsistencies in customer service across the business.

Lastly, with a large portion of its business heavily skewed to oil and gas customers in western Canada, low energy and commodity prices in 2015 and 2016 had negatively affected business results.

In 2016, the company began laying a strong, stable foundation to position itself for long-term sustainable growth and profitability by addressing the following areas:

Strategy Developed and implemented a clear, customer-focused strategy and reorganized business to improve execution and reduce cost.

Cost structure Centralized functions, closed branches and restructured the workforce.

Systems Implemented and stabilized an enterprise resource planning (ERP) system that replaced dozens of disparate legacy systems with a common North American platform.

Distribution Launched direct-to-customer (DTC) shipping––moving from 8 percent DTC to more than 50 percent in less than one year.

Key improvements in 2017 include:

A new eCommerce experience Launched in the first quarter of 2017, the new acklandsgrainger.com website makes it easier for customers to transact business online. This new platform leverages Grainger’s eCommerce strength, backed by the common North American infrastructure and technology.

Market-relevant pricing In 2017, Acklands–Grainger introduced more relevant pricing for products not under contract to better compete in the current market environment.

A customer-centric stocked product assortment Historically, Acklands–Grainger made assortment decisions at the branch level. With the company’s new ERP system, these decisions are now centralized and scalable. The result is an improved stocked assortment resulting in a better customer experience.

Diversification While oil and gas customers remain a long-term strategic priority, the company is focused on further diversifying its business and growing in eastern Canada. In 2016, the company launched a pilot with a tailored product offer and a sales force trained to serve a specific type of customer. The results were promising. Leveraging the experience of Grainger’s U.S. business in product assortment, offer development and customer service, Acklands–Grainger plans to further diversify its business by customer type and geography in 2017.

Going forward, it is expected that Acklands–Grainger will maintain its historic strength with large natural resources customers in western Canada and establish lasting relationships with different types of customers, particularly in the areas of significant opportunity in Ontario and the eastern provinces.

A
CANADA
• ERP system
• Toronto DC
• Warehouse management system
• Improved stocked assortment
• Diversified customer base
• New eCommerce platform
• DTC fulfillment path
• ERP transition
• Business restructuring

REPOSITIONING THE BUSINESS FOR SUSTAINABLE GROWTH
• Leverage Grainger U.S. scale and expertise • Deliver a business less susceptible to market volatility • Grow share in high-opportunity areas of Canada 2016–STABILIZATION
WILL POSITION ACKLANDS–GRAINGER TO:
2014-15–INVESTMENT 2017–GROWTH

INTERNATIONAL
rainger’s operations outside of
North America include businesses
in Europe, Asia and Latin America.

Revenue for Grainger’s international businesses
totaled $844 million in 2016. In 2017, Grainger is
focused on optimizing its international portfolio
to improve performance and is narrowing its
exposure to the highest return opportunities,
including markets with high GDP per capita
and a developed infrastructure. The primary
businesses in the portfolio include:

Cromwell
Cromwell, Grainger’s multichannel business
in the United Kingdom, offers a broad product
line, a stable supply chain and a robust private
label assortment and has a solid base of more
than 70,000 industrial and manufacturing
customers worldwide. Cromwell was acquired
by Grainger in 2015 and is headquartered
in Leicester, England. In 2016 Cromwell
represented a little under half of the
international portfolio’s revenue.

Through a DC reconfiguration, Cromwell
will double its capacity to grow in 2017. The
reconfiguration will improve productivity levels
and the overall customer experience by updating
the way product is stored to improve order
accuracy and increase the capacity for stocked
items. The investment will enhance Cromwell’s
ability to ship same-day and DTC, supporting
traditional channels and Cromwell Direct, which
launched in 2016. Cromwell will also offer more
tailored online pricing in 2017.

Fabory
With operations in nine countries in Europe,
70 branches and more than 200,000 fastener
SKUs and other MRO products, Netherlands-based
Fabory is known as Europe’s specialist in quality
fasteners and fastener-related products and
services. Fabory has been restructured to position
the business to better respond to changing
customer buying behaviors and improve its cost
structure; however, sales declined for Fabory in
2016 and the business reported an operating loss.

Priorities for 2017 are focused on returning the
business to profitable growth by enhancing its
eCommerce offer.

Mexico
Grainger Mexico, a business with 18 branches,
2 DCs and more than 300 salespeople, serves
the needs of local customers and Grainger’s
accounts that have locations across North
America. Leveraging its first full year on an
G

LATIN AMERICA
Grainger has a presence in five other Latin American countries: Colombia, Dominican Republic, Panama, Peru and Puerto Rico to serve the needs of local customers.

EXPORT
Through its Export business, Grainger also offers products to customers in more than 150 different countries. Export helps customers across the globe procure products quickly and at a competitive price.

W.W. GRAINGER, INC. AND SUBSIDIARIES 9
ERP system, which provides better visibility into
inventory management and greater operating
efficiency, the business grew 16 percent in local
currency in 2016. In 2017, the company expects
to drive continued growth and market share
gains in Mexico through product line expansions,
customer penetration and acquisition initiatives,
improvements to eCommerce and investments in
the KeepStock®
inventory management system.

China
Grainger has maintained a presence in China,
the world’s second-largest economy, since
2006. This business serves the needs of both
multinational companies and local businesses.

In 2016, the business grew and was profitable
in local currency. Grainger is working to
accelerate sales growth in China in 2017
through its focus on inside sales, product line
expansion and eCommerce to best serve the
needs of customers.
10 W.W. GRAINGER, INC. AND SUBSIDIARIES
CREATING AN EFFORTLESS CUSTOMER EXPERIENCE (U.S. BUSINESS) roviding great customer service is the foundation of Grainger’s standing as a distribution leader and a key lever in accelerating profitable growth. As order origination and fulfillment trends shift, the company adapts its platform to provide a better end-to-end experience giving P Grainger an advantage over competitors.

ORDER FULFILLMENT
Ship DTC
KeepStock
Pickup at Branch
Line Mix
2016
Line Growth (CAGR)
2011–2016
14%
20% 24%
-13%
66% 2%

ORDER ORIGINATION
Online
Phone
KeepStock®
EDI/ePRO
Branch
18%
11%
22%
20% 24%
29% 8%
16%
-7%
-13%
Line Mix
2016
Line Growth (CAGR)
2011–2016

GRAINGER GLOBAL SOURCING
Digital Channels: Online, EDI/ePro and KeepStock
Through Grainger.com, eProcurement connections and KeepStock, Grainger continues to develop features that promote a personalized, relevant, effortless experience for each customer. In 2016, more than 65 percent of orders originated through a digital channel and approximately 57 percent of revenue in the United States came from such channels.

Grainger.com had more than 38 million visitors in 2016, an increase of 15 percent from 2015 and was ranked the eleventh largest eCommerce site in North America by Internet Retailer in 2016. To further increase digital traffic in the United States, Grainger is focused on its customers’ journey from initial consideration to evaluation to purchase. The company created metrics to track each part of the journey and is leveraging a continuous improvement approach to drive progress. One key focus area is the “searchand-select” process. With approximately 1.9 million SKUs available online in the United States, finding the right product quickly is critical for a successful experience. In 2016 Grainger improved search terms and presentation for products representing more than 30 percent of Grainger.com revenue and will continue this work in 2017.

For large customers with complex needs, the KeepStock inventory management system and eProcurement drive significant value. Together, these two channels represent just under 40 percent of all U.S. orders.

Phone
Over the past five years, order origination has shifted from branches and phones to digital channels such as Grainger.com,®
eProcurement (EDI/ePro)
and KeepStock. While phones are the company’s second-largest origination channel, customers continue to shift to digital channels.

In response to this migration, Grainger has begun the process of consolidating its 150 contact centers in the United States into three national contact centers in Janesville, Wisc.; Waterloo, Iowa; and Phoenix, Ariz. This strategy will lead to more effective and cost-efficient customer service. In addition, this consolidation will create the ability to deploy service changes faster and offer better training and more robust career paths for contact center team members.

Grainger’s private label products offer customers high-quality options at generally lower price points, while providing Grainger with stronger gross profit margins. In 2016, private label products––which include exclusive brands such as Dayton,® Westward,®
LumaPro®and Tough Guy®––represented 17 percent of total company sales.

The engine behind much of the company’s private label offering is Grainger Global Sourcing (GGS), which works with more than 700 suppliers in 33 countries to provide Grainger’s businesses with access to approximately 65,000 high-quality products.

In 2016, sales of product procured by the GGS operation exceeded $1 billion and were just under 11 percent of total company sales.

U.S. CONTACT CENTER NETWORK
150+ 3
Current Future
W.W. GRAINGER, INC. AND SUBSIDIARIES 11
Supply Chain
In today’s connected world, the need for a well-developed logistics infrastructure in mature markets like the United States is more important than ever. Over the past eight years, Grainger has invested heavily in its DC network to ensure optimum capacity, increased automation and standardization in response to the need for on-demand delivery of products, information and services (see order fulfillment chart).

Grainger has invested in new and improved DCs in California, Illinois and New Jersey, and significantly expanded its DC in South Carolina.

In 2017, Grainger announced it had purchased land for a new DC in Louisville, Ky. Construction of the facility is projected to be complete in late 2020.

This robust and evolving global DC network allows Grainger to manage more than 700,000 stocked SKUs in the United States and also ship most orders complete with next-day delivery. To increase the speed at which products move through the supply chain, Grainger’s more than 3,000 key product suppliers in the United States are measured on consistent and reliable service. Availability, the percent of time a product is in stock when and where the customer needs it, has remained at very high levels even as Grainger increased its product line seven-fold, creating a strong service experience enabled by the company’s supply chain.

U.S. Branch Network
Just as Grainger has seen dramatic shifts in how customers place orders, order fulfillment has experienced a significant transition as well. In 2016, more than 85 percent of Grainger’s U.S. orders were delivered directly to customers, which means less activity in the branches. Given this trend, Grainger conducted a market-by-market study to determine the right branch footprint for each local market and right-sized the network for the expected level of demand. Grainger restructured its stand-alone branch network in the United States from 411 branches in 2006 to 254 branches in 2016, a 40 percent reduction. At the end of 2016, the U.S. branch network was profitably growing revenue. Grainger will continue to evaluate its branch network going forward to ensure it effectively services its customer base.

Excludes the DCs of
specialty businesses.
500,000 products
~300,000 products
~150,000 products
1 NORTH AMERICAN DISTRIBUTION CENTERS1
U.S. BRANCH NETWORK2
2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
2 Reflects core U.S. business excluding acquisitions and specialty businesses 411 419 422 406 385 355 353 353 345 306 254
U.S. BRANCH NETWORK CUSTOMER
Four distinct customer types visit Grainger branches each day:

ON-THE-GO
Broad geographic coverage makes
it easier for on-the-go customers
to drop by any branch and get what
they need, when and where they
need it.

EMERGENCIES
Local inventory allows Grainger
to provide same-day service for
customers’ emergency needs.

NEAR A BRANCH
Many customers prefer pickup
at their nearby branch on the
same day versus having the
product shipped.

PRODUCT EXPERTISE
Branch staff members are
well-versed in Grainger products
and can provide technical or
“search-and-select” support.

PRODUCT PROCUREMENT OPTIMIZATION (PPO)
In 2015, Grainger began an initiative called Product Procurement Optimization (PPO).

Grainger’s engineering and sourcing teams break down products to their individual components, leading to a better understanding of what the manufactured product should cost. By deploying dedicated teams, the project has enabled Grainger to review the product assortment, realize cost savings, implement decisions faster than a traditional line review, have more productive supplier negotiations and better manage costs of goods sold. The process also helps ensure the right supplier mix to serve customers.

SALES
Dollars in billions

9.0 9.4 10.0 10.0 10.1
2012 2013 2014 2015 2016
EARNINGS PER SHARE – DILUTED
Dollars

9.52 11.13 11.45 11.94* 11.58*
2012 2013 2014 2015 2016

OPERATING MARGIN
Percent

12.6 13.7 13.5 13.5* 12.5*
2012 2013 2014 2015 2016

11.0 11.58

9.87 13.0

CASH FLOW FROM OPERATIONS
Dollars in millions
816 986 960 990 1,000
2012 2013 2014 2015 2016
FREE CASH FLOW1
Millions
575 741 599 631 774
2012 2013 2014 2015 2016
ROIC2
Percent

29.1 31.8 31.2 29.5* 25.8*
2012 2013 2014 2015 2016
* Lower number represents reported figure; upper number represents adjusted figure. For a reconciliation of non-GAAP measures see “Financial Definitions and Reconciliations” 1 2

22.8 28.5
12 W.W. GRAINGER, INC. AND SUBSIDIARIES

CREATING SHAREHOLDER VALUE
xcellent customer service, a focus
on market share gains, margin
expansion and a strong balance
sheet all contribute to Grainger’s success.

Through the ups and downs of economic cycles,
Grainger has generated strong cash flow and
delivered solid long-term returns to shareholders.

Margin
Grainger manages its business for the long term.

The company’s goal is to accelerate growth and
expand operating margin over the next five years.

However, the current economic environment has
contributed to a change in the composition of
E
Another 78 stand-alone branches were closed
in 2016. In late 2016, the company announced
an 18-month plan to consolidate its contact
center network (see page 9), which will result in
additional cost savings going forward. Continuous
improvement in DCs and the shift to eCommerce
also contribute to better expense leverage.

At the same time, the company is focused on
generating better returns for its investments,
including supply chain infrastructure, IT systems
and sales force productivity in the United States
as well as improving the profitability of smaller
businesses in the portfolio.
that expansion. Historically, gross margin
has been a greater contributor to operating
margin growth. But in a challenging industrial
environment intensified by a lack of inflation and
greater price transparency, Grainger’s emphasis
has centered on growth while reducing its cost
structure. Over the next five years, Grainger
targets annual operating margin expansion,
driven by mid-single-digit organic sales growth
and improved expense productivity.

The company began taking action to improve its
cost structure in 2015 by closing 81 stand-alone
branches and restructuring management layers.

See definition on page 16.

See definition on page 21.
on page 16.

SHARES OUTSTANDING (at year end)
Millions of shares

69.5 68.9 67.4 62.0 58.8
2012 2013 2014 2015 2016

DIVIDENDS PAID
Dollars per share

3.06 3.59 4.17 4.59 4.83
2012 2013 2014 2015 2016
CASH GENERATION/DEPLOYMENT (2012–2016)
Dollars in millions
68 percent
returned to
shareholders
Dividends
Share Repurchases
Cash from Operations Uses of Cash
Acquisitions
Capital Expenditures
8,000
7,000
6,000
5,000
4,000
3,000
2,000
1,000
W.W. GRAINGER, INC. AND SUBSIDIARIES 13
Cash flow
Grainger’s business model generates strong
cash flow through economic cycles. In 2016,
the company reported cash flow from operations
of $1 billion and free cash flow of $774 million.

Grainger began emphasizing the free cash flow
metric (see page 16) in late 2016 to provide a
clearer picture of its cash generation capabilities
given the expected decline in capital expenditures
and the anticipated increase in depreciation and
amortization. Grainger’s priorities for uses of
cash are investment in the business, paying
down debt, dividends and share repurchases.

Capital structure
Grainger’s strong free cash flow generation allows
it to maintain a liquidity position that provides
flexibility in funding working capital needs and
long-term cash requirements. In 2015, Grainger
announced plans to issue $1.8 billion in long-term
debt over the course of three years. Along with
$1.2 billion of internally generated cash from
operations, the three-year plan called for $3 billion
in share repurchases. As a result, average share
count decreased from 67.4 million at the end
of 2014 to 58.8 million in 2016. In 2017, the
company plans to complete the third year of
the debt issuance program. The $400 million
in new long-term debt will be split evenly
between short-term debt reduction and share
repurchases. The remainder of the share
repurchases will be funded by cash from
operations. Grainger expects to repurchase
$600 million in stock in 2017, a reduction from
the $800 million announced in 2015.

CAPITAL DEPLOYMENT
Business investment is expected to subside
in the coming years due to lower capital
requirements. In prior years, the company
made significant investments to upgrade its
distribution center network, technology systems
and eCommerce platform to support the shift to
online purchasing. As less cash is required for
capital expenditures, more cash is freed up for
paying down debt, while funding dividends and
share repurchases.

In 2016, Grainger returned $1.1 billion in cash
to shareholders in the form of dividends and
share repurchases. The company repurchased
approximately 3.6 million shares of stock for
$790 million and paid $303 million in dividends.

Grainger is proud of its 45-year track record of
increasing its dividend. The company is among
only 3 percent of S&P 500 companies that have
increased their dividend each year for more than
four decades.
14 W.W. GRAINGER, INC. AND SUBSIDIARIES

SUSTAINING OUR ENVIRONMENT
Recycling rates have improved
for 4 consecutive years in
Grainger’s DCs. In 2016,
85 percent
of DC waste was recycled.

In 2016, Grainger completed its inaugural
CDP supply chain survey. CDP supply
chain partners reported a combined
76 million metric tons of CO2 reduction
resulting in more than $700 million
in annual emissions reduction savings.

With more than 70,000 green
product SKUs, Grainger’s 2016
sales of green products exceeded
$550 million.

OPERATING RESPONSIBLY
Grainger had 307 branches
with no Occupational Safety
and Health Administration (OSHA)
recordable event in 2016.

In 2016, Grainger had
2 locations with more than
1,000,000 hours worked
without a lost time accident (LTA).

Grainger employees completed
a combined 22,000 hours of
safety training in 2016.

VALUING OUR PEOPLE
Within each of these four pillars, Grainger addresses issues that are material to the business and its stakeholders and most meaningful to the company’s role in the industry, the marketplace and the environment. Please visit www.GraingerCSR.com for more information on Grainger’s approach to Corporate Social Responsibility. While Grainger’s CSR commitments are global, the CSR report is primarily focused on the company’s operations in the United States. These operations currently represent the majority of Grainger’s business, based on percentage of revenue, scope of operations and number of employees. Where applicable, the specific geography is noted in the relevant footnotes to that data. rainger’s Corporate Social Responsibility (CSR) program is a natural extension of the company’s core operating principles. At the heart of those principles lies a commitment to customers, communities and team members. Grainger built its CSR strategy around four pillars that define its G values as a corporate citizen:

In 2016, more than
$2 million in contributions
were awarded through the
Grainger Matching
Charitable Gifts Program.

SERVING OUR COMMUNITIES
162 scholarships totaling
$324,000 were awarded to
86 community colleges in 2016
as part of the Grainger Tools for
Tomorrow® Scholarship Program
in support of technical education.

In 2016, Grainger committed to a
$1 million level of support for the
American Red Cross during its
2017 fiscal year through its
Annual Disaster Giving Program.

OPERATING RESPONSIBLY
100 percent of U.S. and Grainger
Choice Suppliers and their subsuppliers
are expected to comply with the
company’s supplier code of ethics
as a condition of doing business.
100 percent of new and
existing team members completed
business ethics training in 2016.
170 Certified Supplier Diversity businesses
offered more than 33,000 items to
Grainger’s U.S. customers in 2016.

Grainger continues to positively influence the places its team members live and work. The company is proud to participate in the Grainger Community Grant Program (GCGP), sponsored by The Grainger Foundation, an independent, private foundation established in 1949 by William W. Grainger, the company’s founder. In 2016, The Grainger Foundation made grants through the GCGP totaling $6.6 million, supporting more than 1,000 nonprofit organizations. In 2017, Grainger will look to share best practices and connect its partners with each other to increase effectiveness.

Grainger succeeds when its team members thrive. In 2017, the company will continue to work to ensure global team members have the knowledge, training and support to perform their roles safely and confidently.

Professionalism and integrity are the foundation of Grainger’s culture. In 2017, the company will continue to exhibit the highest standards of corporate governance and business ethics.

Grainger recognizes that environmental stewardship is a significant global issue, and the company is taking steps to more effectively manage its energy use and greenhouse gas (GHG) emissions.

Grainger has participated in the CDP* since 2009, and in 2012 the company became the first industrial distributor to publicly disclose its carbon footprint. In 2016, Grainger earned a CDP score of “A-” for the second consecutive year.
* The CDP (formerly known as Carbon Disclosure Project) climate performance scoring methodology awards points for companies that highlight they are undertaking, or have undertaken, “positive” climate change actions.
or the past 90 years, Grainger has
recognized that building a team
with the right skills and a deep
commitment to service is foundational for
success. That is why Grainger has made it a
priority to create a culture where the company
and its team members can grow and thrive.

The company’s focus is to:

Select and develop people who anticipate
and create a great customer experience:

Grainger recruits talent from diverse
organizations and the best colleges and
universities. At the same time, Grainger
recognizes that sometimes the best
candidates can be internal.

Equip and energize team members to excel
amid change: Grainger will keep evolving as
customer needs and purchasing preferences
change. To be successful, the company must
have team members who can adapt quickly.

Grainger is committed to team members’
professional and personal growth. From its
onboarding and orientation programs to on-thejob development, formal classes and mentoring, the company provides many opportunities for
team members to engage in learning and
development to serve customers in ways most
effective for them.

Reward and recognize performance and
results: Grainger understands that offering
competitive and comprehensive benefits is
critical to attracting and retaining talented team
members. Key offerings of the company’s
benefits package include competitive health
benefits, a premier profit-sharing plan and
educational assistance, a program providing
tuition reimbursement for courses or degree
programs that are job-related.

Creating a great team member experience
and an inclusive workplace: Grainger is
committed to cultivating a diverse workforce
and an inclusive workplace where talented and
engaged people can bring their whole selves
to work. Grainger is committed to being a
company where all individuals are respected,
treated fairly, recognized for accomplishments,
provided work-life balance and given the
opportunity to excel. Grainger leverages its
people leaders and Business Resource Groups
(BRGs) to help achieve this goal. BRGs are an
inclusive collection of team members who
voluntarily work together to advance the
company’s position in the global marketplace
by leveraging their unique perspectives and
skills. Grainger’s BRGs cover the following
employee populations:
• Administrative Business Partners
• African-Americans
• Asian Pacific Islanders
• Equality Alliance
• Generational
• Latino
• Veterans and Military Supporters
• Women
Grainger’s team members are passionate about
helping businesses and institutions keep their
facilities running and people safe. In turn Grainger
offers the stability of an established industry
leader combined with interesting opportunities to
learn, grow and make a difference at customer
sites and in communities. Grainger’s team
members have helped it build a rich heritage of
service for the past nine decades. Their
commitment will enable Grainger to deliver an
effortless customer experience for years to come.

W.W. GRAINGER, INC. AND SUBSIDIARIES 15

HELPING EACH OTHER GROW AND SUCCEED
F
Joseph C. High, Senior Vice President and
Chief People Officer
In 2017, Grainger was again
named to Fortune’s annual list of the
World’s Most Admired Companies.

Among industry competitors in the
Wholesalers: Diversified category,
Grainger ranks No. 1 for the fourth
consecutive year.
“We attract, develop and retain top talent in
every market we serve and leverage their
diverse perspectives to grow the business
aggressively and profitably. When every team
member knows that his or her voice is being
heard and accomplishments are recognized,
we unlock the team’s full potential and the
potential of the business.”
“Our team members bring different skills,
perspectives and experiences to the table
to help customers keep their facilities
running and the people in them safe.

In turn, Grainger is committed to fostering
a workplace where dedicated, talented
people can thrive.”
D.G. Macpherson, Chief Executive Officer
16 W.W. GRAINGER, INC. AND SUBSIDIARIES

FINANCIAL DEFINITIONS AND RECONCILIATIONS
he company supplements GAAP financial information with
certain non-GAAP measures, including adjusted operating earnings, adjusted net earnings, adjusted diluted earnings per share and free cash flow.

Adjusted measures
Adjusted measures exclude items noted below that may not be indicative of core operating results and provide a better baseline for analyzing trends in the underlying business.

Twelve Months Ended
December 31,
2016 2015
Operating earnings reported $1,119,497 $1,300,320
Restructuring 39,613 45,351
Other:

Goodwill and intangible impairment 52,318 —
Unclaimed property contingency 36,375 —
Inventory reserve adjustment 9,847 —
GSA contingency 9,180 —
Subtotal 147,333 45,351
Operating earnings adjusted $1,266,830 $1,345,671
Twelve Months Ended
December 31,
2016 2015
Net earnings reported $605,928 $786,996
Restructuring 26,501 30,111
Other:

Goodwill and intangible impairment 52,318 —
Unclaimed property contingency 22,781 —
Inventory reserve adjustment 7,278 —
GSA contingency 5,750 —
Discrete tax items (9,378) (5,984)
Subtotal 105,250 24,127
Net earnings adjusted $711,178 $793,123
Twelve Months Ended
December 31,
2016 2015
Diluted earnings per share reported $÷ 9.87 $11.58
Adjustments, pretax 2.41 0.69
Tax effect (1) (0.55) (0.24)
Discrete tax items (0.15) (0.09)
Total, net of tax 1.71 0.36
Diluted earnings per share adjusted $11.58 $11.94
Free cash flow
The company defines free cash flow as net cash flow provided by operating activities less purchase of property, plant and equipment plus proceeds from the sale of assets. The company believes free cash flow is meaningful to investors as an indication of the company’s strength and ability to generate cash.

Twelve Months Ended
December 31,
2016 2015
Net cash provided by operating activities $1,002,976 $989,904 Less:

Additions to property, building and equipment 284,249 373,868 Add:

Proceeds from the sale of assets 55,023 14,857
Free cash flow $÷«773,750 $630,893
T
(1) The tax impact of adjustments is calculated based on the income tax rate in each applicable jurisdiction.

W.W. GRAINGER, INC. AND SUBSIDIARIES 17

CONSOLIDATED STATEMENTS OF EARNINGS
Segment Information
(In thousands of dollars) 2016 2015 2014
Sales
United States $7,870,105 $7,963,416 $7,926,075
Canada 733,829 890,530 1,075,754
Other Businesses 1,884,963 1,405,750 1,182,186
Intersegment sales (351,693) (286,312) (219,062)
Net sales to external customers $10,137,204 $9,973,384 $9,964,953 Operating earnings
United States $1,274,851 $1,371,626 $1,444,288
Canada (65,362) 27,368 87,583
Other Businesses 40,684 48,051 (37,806)
Unallocated expenses (130,676) (146,725) (146,948)
Operating earnings $1,119,497 $1,300,320 $1,347,117
For the Years Ended December 31,
(In thousands of dollars, except for share and per share amounts) 2016 2015 2014 Net sales $10,137,204 $9,973,384 $9,964,953
Cost of merchandise sold 6,022,647 5,741,956 5,650,711
Gross profit 4,114,557 4,231,428 4,314,242
Warehousing, marketing and administrative expenses 2,995,060 2,931,108 2,967,125 Operating earnings 1,119,497 1,300,320 1,347,117
Other income and (expense):

Interest income 717 1,166 2,068
Interest expense (66,332) (33,571) (10,093)
Loss from equity method investment (31,193) (11,740) —
Other non-operating income 1,300 1,102 483
Other non-operating expense (4,931) (6,572) (5,189)
Total other expense (100,439) (49,615) (12,731)
Earnings before income taxes 1,019,058 1,250,705 1,334,386 Income taxes 386,220 465,531 522,090
Net earnings 632,838 785,174 812,296
Less: Net earnings attributable to noncontrolling interest 26,910 16,178 10,567 Net earnings attributable to W.W. Grainger, Inc. $÷÷«605,928 $÷«768,996 $÷«801,729 Earnings per share:

Basic $÷÷÷÷÷«9.94 $÷÷÷«11.69 $÷÷÷«11.59
Diluted $÷÷÷÷÷«9.87 $÷÷÷«11.58 $÷÷÷«11.45
Weighted average number of shares outstanding:

Basic 60,430,892 65,156,864 68,334,322
Diluted 60,839,930 65,765,121 69,205,744
Diluted Earnings Per Share:

Net earnings as reported $÷÷«605,928 $÷«768,996 $÷«801,729 Earnings allocated to participating securities (5,406) (7,515) (9,444) Net earnings available to common shareholders $«÷««600,522 $«««761,481 $«««792,285 Weighted average shares adjusted for dilutive securities 60,839,930 65,765,121 69,205,744 Diluted earnings per share $÷÷÷÷ ÷9.87 $÷÷ ÷11.58 $÷÷÷«11.45 18 W.W. GRAINGER, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
As of December 31,
(In thousands of dollars, except for share and per share amounts) 2016 2015 Assets
Current Assets
Cash and cash equivalents $÷«274,146 $÷«290,136
Accounts receivable — net 1,223,096 1,209,641
Inventories — net 1,406,470 1,414,177
Prepaid expenses and other assets 81,766 85,670
Prepaid income taxes 34,751 49,018
Total current assets 3,020,229 3,048,642
Property, Buildings and Equipment
Land 355,976 323,765
Buildings, structures and improvements 1,313,233 1,352,498 Furniture, fixtures, machinery and equipment 1,742,293 1,694,050 3,411,502 3,370,313
Less: Accumulated depreciation and amortization 1,990,611 1,939,072 Property, buildings and equipment – net 1,420,891 1,431,241 Deferred income taxes 64,775 83,996
Goodwill 527,150 582,336
Intangibles – net 586,126 463,294
Other assets 75,136 248,246
Total Assets $5,694,307 $5,857,755
Liabilities and Shareholders’ Equity
Current Liabilities
Short-term debt $ 386,140 $ 353,072
Current maturities of long-term debt 19,966 247,346
Trade accounts payable 650,092 583,474
Accrued compensation and benefits 212,525 196,667
Accrued contributions to employees’ profit sharing plans 54,948 124,587 Accrued expenses 290,207 266,702
Income taxes payable 15,059 16,686
Total current liabilities 1,628,937 1,788,534
Long-term debt (less current maturities) 1,840,946 1,388,414 Deferred income taxes and tax uncertainties 126,101 154,352 Employment-related and other noncurrent liabilities 192,555 173,741 Shareholders’ equity
Cumulative preferred stock – $5 par value – 12,000,000 shares authorized; none issued or outstanding ——
Common stock – $0.50 par value – 300,000,000 shares authorized; 109,659,219 shares issued 54,830 54,830 Additional contributed capital 1,030,256 1,000,476
Retained earnings 7,113,559 6,802,130
Accumulated other comprehensive earnings (272,294) (221,091) Treasury stock, at cost – 50,854,905 and 47,630,511 shares, respectively (6,128,416) (5,369,711) Total W.W. Grainger, Inc. shareholders’ equity 1,797,935 2,266,634 Noncontrolling interest 107,833 86,080
Total shareholders’ equity 1,905,768 2,352,714
Total Liabilities and Shareholders’ Equity $5,694,307 $5,857,755 W.W. GRAINGER, INC. AND SUBSIDIARIES 19

CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Years Ended December 31,
(In thousands of dollars) 2016 2015 2014
Cash flows from operating activities:

Net earnings $«632,838 $«785,174 $ 812,296
Provision for losses on accounts receivable 16,216 10,181 12,945 Deferred income taxes and tax uncertainties (5,884) 4,076 (13,732) Depreciation and amortization 248,857 227,967 208,326
Impairment of goodwill and other intangible assets 52,318 — 16,652 (Gains) losses from non-cash charges and sales of assets (18,521) 2,765 41,037 Stock-based compensation 35,735 46,861 49,032
Losses from equity method investment 31,193 11,740 —
Change in operating assets and liabilities – net of acquisitions and divestitures:

Accounts receivable (45,600) (3,085) (122,580)
Inventories (4,403) (37,737) (92,443)
Prepaid expenses and other assets 18,641 15,788 (24,550) Trade accounts payable 72,882 23,130 32,019
Other current liabilities (25,044) (70,306) 8,693
Current income taxes payable (3,513) 6,943 (1,487)
Accrued employment-related benefits cost 7,542 (27,721) 35,027 Other – net (10,281) (5,872) (1,421)
Net cash provided by operating activities 1,002,976 989,904 959,814 Cash flows from investing activities:

Additions to property, buildings and equipment (284,249) (373,868) (387,390) Proceeds from sales of assets 55,023 14,857 26,755
Equity method investment (34,103) (20,382) —
Cash paid for business acquisitions (159) (464,431) (30,713) Other – net 1,224 466 7,290
Net cash used in investing activities (262,264) «(843,358) (384,058) Cash flows from financing activities:

Net increase in commercial paper 39,748 325,000 5,000
Borrowings under lines of credit 36,055 54,770 108,721
Payments against lines of credit (37,358) (78,559) (117,277) Proceeds from issuance of long-term debt 515,985 1,307,183 150,504 Payments of long-term debt and commercial paper (262,248) (52,838) (170,907) Proceeds from stock options exercised 34,125 60,885 48,579 Excess tax benefits from stock-based compensation 11,905 27,553 33,772 Purchase of treasury stock (789,773) (1,400,071) (525,120) Cash dividends paid (302,971) (291,395) (255,466)
Net cash used in financing activities (754,532) (62,551) (758,123) Exchange rate effect on cash and cash equivalents (2,170) (20,503) (21,633) Net change in cash and cash equivalents (15,990) 63,492 (204,000) Cash and cash equivalents at beginning of year 290,136 226,644 430,644 Cash and cash equivalents at end of year $« 274,146 $« 290,136 $«226,644 Supplemental cash flow information:

Cash payments for interest (net of amounts capitalized) $«÷ 63,143 $«÷ 31,591 $«÷10,172 Cash payments for income taxes 359,506 442,486 509,378
20 W.W. GRAINGER, INC. AND SUBSIDIARIES

HISTORICAL FINANCIAL SUMMARY
2016 2015 2014
Financial Net sales $10,137,204 $9,973,384 $9,964,953
Summary ($000) Earnings before income taxes 1,019,058 1,250,705 1,334,386 Income taxes 386,220 465,531 522,090
Net earnings attributable to W.W. Grainger, Inc. 605,928 768,996 801,729 Working capital 1,722,487 1,794,371 1,697,487
Additions to property, buildings and equipment and
capitalized software 284,249 373,868 387,390
Depreciation and amortization 222,645 206,841 190,171
Current assets 3,020,229 3,048,642 2,967,549
Total assets 5,694,307 5,857,755 5,283,049
Shareholders’ equity 1,905,768 2,352,714 3,284,101
Cash dividends paid 302,971 306,474 291,395
Long-term debt (less current maturities) 1,840,946 1,388,414 403,333 Per Share ($) Earnings – basic 9.94 11.69 11.59
Earnings – diluted 9.87 11.58 11.45
Cash dividends paid 4.83 4.59 4.17
Book value 32.41 43.30 48.70
Year-end stock price 232.25 202.59 254.89
Ratios Percent of return on average shareholders’ equity 28.5 27.3 24.3 Percent of return on average total capitalization 14.6 19.8 20.9 Earnings before income taxes as a percent of net sales 10.1 12.5 13.4 Earnings as a percent of net sales 6.0 7.7 8.1
Cash dividends paid as a percent of net earnings 50.0 39.9 36.3 Total debt as a percent of total capitalization 54.1 45.8 12.9 Current assets as a percent of total assets 53.0 52.0 56.2 Current assets to current liabilities 1.9 2.5 2.4
Average inventory turnover – FIFO 3.1 3.1 3.1
Average inventory turnover – LIFO 4.3 4.1 4.2
Other Data Average number of shares outstanding – basic 60,430,892 65,156,864 68,334,322 Average number of shares outstanding – diluted 60,839,930 65,765,121 69,205,744 Number of employees 25,636 25,758 23,622
Number of outside sales representatives 4,785 4,778 4,907 Number of branches 598 668 681
Number of products in the Grainger®catalog issued February 1 383,000 452,000 590,000 Note: See the company’s current and prior years’ Form 10-K for changes in accounting and other adjustments.

W.W. GRAINGER, INC. AND SUBSIDIARIES 21

HISTORICAL FINANCIAL SUMMARY
2013 2012 2011 2010 2009 2008 2007 2006
$9,437,758 $8,950,045 $8,078,185 $7,182,158 $6,221,991 $6,850,032 $6,418,014 $5,883,654 1,287,599 1,117,789 1,051,527 853,778 707,337 773,218 681,861 603,023 479,850 418,940 385,115 340,196 276,565 297,863 261,741 219,624 797,036 689,881 658,423 510,865 430,466 475,355 420,120 383,399 1,621,103 1,603,748 1,438,375 1,162,318 1,026,690 1,064,094 1,021,663 852,472 272,145 249,860 196,942 127,124 142,414 194,975 197,423 136,764 164,902 145,612 137,211 137,793 140,974 135,137 127,882 114,884 3,044,285 2,900,640 2,694,900 2,238,071 2,131,515 2,144,109 1,800,817 1,862,086 5,266,328 5,014,598 4,716,062 3,904,377 3,726,332 3,515,417 3,094,028 3,046,088 3,326,836 3,117,366 2,724,279 2,287,670 2,227,199 2,033,805 2,098,108 2,177,615 255,466 220,077 180,527 152,338 134,684 121,504 113,093 97,896 445,513 467,048 175,055 420,446 437,500 488,228 4,895 4,895

11.31 9.71 9.26 7.05 5.70 6.07 5.01 4.36

11.13 9.52 9.07 6.93 5.62 5.97 4.91 4.24

3.59 3.06 2.52 2.08 1.78 1.55 1.34 1.11

48.32 44.87 38.94 32.97 30.81 27.20 26.40 25.90
255.42 202.37 187.19 138.11 96.83 78.84 87.52 69.94

24.7 23.6 26.3 22.6 20.2 23.0 19.7 17.2

21.4 20.5 22.2 18.7 16.4 20.3 19.2 17.2

13.6 12.5 13.0 11.9 11.4 11.3 10.6 10.2

8.4 7.7 8.1 7.1 6.9 6.9 6.6 6.5

32.1 31.9 27.4 29.8 31.3 25.6 26.9 25.5

14.0 15.3 15.9 17.8 19.1 20.7 5.0 0.4

57.8 57.8 57.1 57.3 57.2 61.0 58.2 61.1

2.5 2.7 1.9 2.6 2.7 2.8 2.2 2.6

3.0 2.8 3.0 3.1 2.7 2.9 3.1 3.1

4.1 3.9 4.0 4.4 3.8 4.1 4.3 4.4
69,455,507 69,811,881 69,690,854 70,836,945 73,786,346 76,579,856 82,403,958 87,838,723 70,576,432 71,181,733 71,176,158 72,138,858 74,891,852 77,887,620 84,173,381 90,523,774 23,741 22,413 21,446 18,596 18,006 18,334 18,036 17,074 4,479 4,157 4,029 3,079 2,845 2,433 2,386 1,805
709 715 711 607 612 617 610 593
570,000 410,000 354,000 307,000 233,000 183,000 139,000 115,000

NOTE ON ROIC
Prior to January 2011, ROIC was calculated using annual operating earnings divided by a 13-point (monthly) average for net working assets. Since 2011, ROIC has been calculated using a 5-point (quarterly) average for net working assets to provide greater transparency. Net working assets are working assets minus working liabilities defined as follows: working assets equal total assets less cash equivalents (non-operating cash), deferred taxes and investments in unconsolidated entities, plus the LIFO reserve. Working liabilities are the sum of trade payables, accrued compensation and benefits, accrued contributions to employees’ profit sharing plans and accrued expenses. 22 W.W. GRAINGER, INC. AND SUBSIDIARIES

GRAINGER LEADERSHIP TEAM
JAMES T. RYAN
Chairman of the Board
James T. Ryan is Grainger’s Chairman of the Board, a role he has held since April 2009. Mr. Ryan served as Chief Executive Officer from June 2008 through September 2016. He was Chief Operating Officer from 2007 to 2008 and was appointed to the Board of Directors in February 2007.

Prior to these roles, Mr. Ryan served as Group President, responsible for the company’s businesses operating under the Grainger brand in the United States.

Mr. Ryan began his career at Grainger in 1980.

D.G. MACPHERSON
Chief Executive Officer
D.G. Macpherson was named Chief Executive Officer effective October 2016. He served as Chief Operating Officer for Grainger from August 2015 through September 2016.

Prior to these roles, Mr. Macpherson was Senior Vice President and Group President, Global Supply Chain and International, where he led the development of the corporate strategy and continuous improvement, the global supply chain organization, the company’s single channel online business model and international operations in Europe and Asia. Prior to that, Mr. Macpherson was Senior Vice President and President, Global Supply Chain and Corporate Strategy. Prior to joining Grainger, Mr. Macpherson was Partner and Managing Director at the Boston Consulting Group.

LAURA D. BROWN
Senior Vice President, Communications and Investor Relations Laura D. Brown was named Senior Vice President, Communications and Investor Relations in 2010. She is responsible for Grainger’s internal and external communications, public affairs and investor relations.

Since joining Grainger, Ms. Brown has held a number of executive roles, including Vice President, Global Business Communications and Vice President, Investor Relations, a role she assumed in 2008. Prior to this role, Ms. Brown served as Vice President of Marketing. Ms. Brown joined Grainger in 2000 as Vice President, Internet Business Analysis and Supplier Management for Grainger.com.® FRED J. COSTELLO
Vice President and President, Grainger International
Fred J. Costello was named Vice President and President, Grainger International effective October 2016. In this role, Mr. Costello is responsible for leading Grainger’s multichannel and Export operations in Europe, Asia and Latin America.

Prior to this role, Mr. Costello was Vice President and President, Global Product Management and was responsible for managing the overall product offering, developing key global product categories and the company’s global private label offer and driving leverage across the North American product teams. Mr. Costello joined Grainger in 2002 and has held roles of increasing responsibility.

MATTHEW E. FORTIN
Vice President and President, Global Product Management Matthew E. Fortin was named Vice President and President, Global Product Management effective October 2016. He is responsible for Grainger’s overall product assortment strategy.

Mr. Fortin joined Grainger in 2006 to help start the Lean initiative, taking on roles of increasing responsibility in Supply Chain before building and leading Grainger Global Sourcing operations in China in 2010. He helped lead Grainger China to profitable growth and since 2014 served as Vice President, Grainger Global Sourcing, where he gained private label sourcing alignment across various business units and consolidated all China operations.

GREGORY J. HARMAN
Vice President, Chief Information Officer
Gregory J. Harman was named Chief Information Officer effective April 2016.

In this role he is responsible for leading the Enterprise Systems team in building a scalable and responsive systems infrastructure that meets the needs of customers, suppliers and team members worldwide.

Since joining Grainger in 2002, Mr. Harman has held a number of roles of increasing responsibility. Most recently, he led the Supply Chain team at Acklands – Grainger, the company’s business in Canada. While there, he oversaw the launch of the Toronto distribution center, the implementation of the warehouse management system and the SAP implementation.

JOSEPH C. HIGH
Senior Vice President and Chief People Officer
Joseph C. High joined Grainger as Senior Vice President and Chief People Officer in June 2011. As the global Human Resources leader, he aligns business strategies with people initiatives to build high performing leaders and teams that meet the needs of diverse customers, driving company success and shareholder value.

Prior to joining Grainger, Mr. High was the Senior Vice President of Human Resources at Owens Corning in Toledo, Ohio. Previous to that role, he was head of Human Resources for ConocoPhillips in Houston. Mr. High also served as an Officer at Rockwell Automation and Cummins Engine Company.

JOHN L. HOWARD
Senior Vice President and General Counsel
John L. Howard joined Grainger as Senior Vice President and General Counsel in January 2000. His responsibilities include all of the company’s legal and corporate development functions.

Before joining Grainger, Mr. Howard served as Vice President and General Counsel for Tenneco Automotive and as Vice President, Law at Tenneco, Inc. From 1990 to 1993, Mr. Howard served in The White House as Counsel to the Vice President of the United States. His prior government positions include service as an Associate Deputy Attorney General at the U.S. Department of Justice.

RONALD L. JADIN
Senior Vice President and Chief Financial Officer
Ronald L. Jadin was named Senior Vice President and Chief Financial Officer for Grainger in March 2008. His responsibilities include financial planning and analysis, financial reporting, internal audit, treasury operations and financial services.

Prior to this role, Mr. Jadin served as Vice President and Controller.

Since joining Grainger in 1998, Mr. Jadin held roles of increasing responsibility including serving as Vice President, Finance, for Grainger Industrial Supply and Director of Financial Planning and Analysis. Prior to joining Grainger, Mr. Jadin spent 15 years serving in financial analysis and management capacities within General Electric.

JOHN B. KAUL
Vice President and President, Acklands – Grainger Inc.

John B. Kaul was named Vice President and President, Acklands–Grainger Inc. effective September 2015. He is responsible for all aspects of Grainger’s business in Canada.

Mr. Kaul returned to Acklands–Grainger in 2015, following a more than two-year term as president of Fabory, Grainger’s fastener business operating in Europe. Mr. Kaul first joined Acklands–Grainger in 2004, after serving in a series of progressively senior roles, including Vice President and General Manager, western Canada, and Vice President, National Accounts.

W.W. GRAINGER, INC. AND SUBSIDIARIES 23

GRAINGER LEADERSHIP TEAM
DEIDRA C. MERRIWETHER
Vice President, Pricing and Indirect Procurement
Deidra C. Merriwether was named Vice President, Pricing and Indirect Procurement effective March 2016 and is responsible for leading all aspects of Grainger’s U.S. pricing strategy. She is also responsible for Grainger’s procurement of indirect goods and services. Prior to this role, Ms. Merriwether was the Vice President, Finance, Americas, where she led financial planning and analysis supporting the U.S., Canadian and Latin American businesses.

Prior to joining Grainger, Ms. Merriwether held positions of increasing responsibility at Sears Holdings Corporation, PriceWaterhouseCoopers and Eli Lilly & Company.

DEBRA S. OLER
Vice President and President, Large Customer and Direct Sales Debra S. Oler was named Vice President and President for the Large Customer and Direct Sales organizations in September 2015.

Ms. Oler has responsibility for growing profitable sales with Grainger’s large customers in the U.S.; she also leads Grainger’s Inventory Management Solutions and Sourcing operations.

Since joining Grainger in 2002, Ms. Oler has held positions of increasing responsibility. Prior to her current role she was General Manager, Grainger Industrial Supply, responsible for leading Grainger’s Sales, Customer Service and Brand operations in the United States. Before this she led Grainger’s Brand organization.

DAVID L. RAWLINSON II
President, Online Business
David L. Rawlinson II is the President of Grainger’s global Online Business. In this role, Mr. Rawlinson is responsible for the operations, strategy and continued growth of the Online Business, which operates under the brands Zoro (U.S.), MonotaRO (Japan and Indonesia), NaviMRO (South Korea), Cromwell Direct (U.K.) and Zoro Tools Europe (Germany). Immediately prior to this role, Mr. Rawlinson was Vice President of Operations, Online Business.

Mr. Rawlinson joined Grainger in 2012 as Vice President, Deputy General Counsel and Corporate Secretary. He was responsible for the Company’s corporate governance initiatives, M&A and legal support for eCommerce and the Online Business.

PAIGE K. ROBBINS
Senior Vice President, Global Supply Chain, Branch Network, Contact Centers and Corporate Strategy
Paige K. Robbins is Grainger’s Senior Vice President, Global Supply Chain, Branch Network, Contact Centers and Corporate Strategy.

Ms. Robbins has responsibility for all aspects of the customer experience from order to delivery. Her responsibilities include managing the company’s distribution center operations, branch network, contact centers, inventory investment, transportation and fulfillment networks, along with Grainger’s corporate strategy, analytics and customer insight team.

Ms. Robbins joined Grainger in September 2010 as Vice President of Logistics Management and most recently led the Global Supply Chain. Prior to joining Grainger, Ms. Robbins served as Partner and Managing Director at the Boston Consulting Group.

ELIZABETH B. UBELL
Vice President and President, Medium Customer, Marketing and eCommerce
Elizabeth B. Ubell is responsible for Marketing and eCommerce for the U.S. along with leading and expanding Grainger’s U.S. Medium Customer Business, which includes Inside Sales. Ms. Ubell joined Grainger as the Vice President of Corporate Strategy and Continuous Improvement in July 2014.

Ms. Ubell brings extensive global experience in strategy, marketing and general management across a variety of industries. Prior to joining Grainger, Ms. Ubell was Vice President, Corporate Strategy at Newell Rubbermaid where she also served as Consumer Group Vice President, Strategy, Customer & Marketing Services.

BOARD OF DIRECTORS
RODNEY C. ADKINS
Former Senior Vice President of International Business Machines Corporation, President of 3RAM Group LLC, Miami Beach, Fla.
(2, 3)
BRIAN P. ANDERSON
Former Executive Vice President and Chief Financial Officer, OfficeMax Incorporated, Itasca, Ill.
(1, 2)
V. ANN HAILEY
Former Executive Vice President and Chief Financial Officer, L Brands (formerly Limited Brands, Inc.), Columbus, Ohio (1, 2)
STUART L. LEVENICK
Retired Group President, Caterpillar Inc., Peoria, Ill. (2, 3, †)
D.G. MACPHERSON
Chief Executive Officer, W.W. Grainger, Inc.

NEIL S. NOVICH
Former Chairman, President and Chief Executive Officer, Ryerson Inc., Chicago, Ill.
(1, 2)
MICHAEL J. ROBERTS
Former Global President and COO of McDonalds Corporation, Chicago, Ill. (2, 3)
GARY L. ROGERS (retiring 4/26/17, not standing for re-election) Former Vice Chairman, General Electric Company, Fairfield, Conn. (2, 3)
JAMES T. RYAN
Chairman of the Board, W.W. Grainger, Inc.

E. SCOTT SANTI
Chairman and Chief Executive Officer, Illinois Tool Works Inc., Glenview, Ill. (1, 2)
JAMES D. SLAVIK
Chairman, Mark IV Capital, Inc., Newport Beach, Calif.
(2, 3)
(1) Member of Audit Committee
(2) Member of Board Affairs and Nominating Committee
(3) Member of Compensation Committee
† Lead Director
NOTE: As of April 1, 2017.
24 W.W. GRAINGER, INC. AND SUBSIDIARIES

CORPORATE GOVERNANCE
Board is elected by majority vote.................................................. Yes Majority of Directors independent ................................................ Yes Separate Chairman and CEO. ................................................... Yes Independent Lead Director........................................................ Yes Independent Board Affairs and Nominating Committee........................... Yes Number of Board meetings held or scheduled................................... 5 All Directors elected annually..................................................... Yes Corporate governance guidelines (Operating Principles) approved by the Board. .. Yes Board plays active role in risk oversight.......................................... Yes Independent Directors hold meetings without management present.............. Yes Board-approved succession plan in place. ....................................... Yes The performance of the Board is reviewed regularly.............................. Yes The performance of each Committee is reviewed regularly........................ Yes Board members conduct periodic individual self-evaluations. ..................... Yes Board orientation/education program........................................... Yes Directors must tender resignation upon a substantive change in career (Criteria for Membership)......................................................... Yes All Directors are expected to attend annual shareholders meeting. ................ Yes All Directors attended at least 75 percent of Board and Committee meetings....... Yes Charters for Audit, Compensation, and Board Affairs and Nominating Committees. ........................................................ Yes Disclosure Committee function for financial reporting............................. Yes Independent Audit Committee................................................... Yes All Audit Committee Members are financial experts. .............................. Yes Auditors ratified at most recent annual meeting................................... Yes Independent Compensation Committee. ......................................... Yes Board Compensation Committee has independent compensation consultant..... Yes No overboarded Directors....................................................... Yes

INDEPENDENT DIRECTOR COMPENSATION
The majority of the Director pay package is in the form of Company equity....... Yes The majority of the pay package is required to be held in the form of Company equity for the entire duration of the Director’s service............................. Yes The Company’s Director Stock Ownership Guidelines require Directors to own Company equity worth at least 5X the annual retainer....................... Yes The Director pay package is regularly benchmarked to market and reviewed by an Independent Compensation Consultant.......................... Yes The Company does not use stock options as part of the Director pay package... Yes The Company does not have a Director retirement program..................... Yes The Company does not offer perquisites to Directors.............................. Yes The Company only reimburses for expenses relating to service as a Director and for attending continuing education programs................................. Yes A Director who is an employee of the Company does not receive any compensation for services as a Director...................................... Yes

SHAREHOLDER RIGHTS
Company does not have a shareholder rights plan................................ Yes Shareholders have cumulative voting rights...................................... Yes Shareholders have majority voting with Director resignation policy................ Yes Proxy access bylaws (3 percent/3 years)........................................ Yes Shareholders may call special meetings ........................................ Yes Employees may vote their shares in company-sponsored plans.................. Yes All stock-based incentive plans have been approved by shareholders............ Yes An independent tabulator tabulates shareholder votes............................ Yes Company posts its articles of incorporation and bylaws on website.............. Yes

COMPENSATION PRACTICES
Executive Compensation
The Company does not have employment agreements........................... Yes Executive compensation is tied to performance; numeric criteria are disclosed.... Yes The Company has the ability to claw back incentive compensation. .............. Yes CEO salary is no more than 2½ times salary of next highest paid named executive officer.......................................................... Yes Equity Compensation
All stock-based incentive plans have been approved by shareholders............. Yes The Company’s 2015 Incentive Plan does not allow reloads, repricing, stock options issued at a discount to fair market value, or stock options to be transferred by a participant for consideration...................................... Yes Stock options are always awarded at an exercise price equal to the closing price of the Company’s common stock on the day of the grant. .................. Yes The Company has not misdated or backdated stock options resulting in a restatement...................................................................... Yes The Company discloses performance criteria in its stock-based compensation plans. ............................................................ Yes Dividends are not available on performance shares. .............................. Yes The Company, in coordination with a proxy advisory firm, commits to an appropriate burn rate. ........................................................... Yes Pay for Performance
Compensation Element Link to Performance
Base Salary Base salary increases are linked to
individual performance.

Annual Cash Incentives Annual cash incentives are linked to achieving predetermined Company objectives.

Long-Term Incentives • Stock options are granted based on individual performance and linked to stock price performance
for ten years.
• Performance shares are granted based on achieving
specific, predetermined Company objectives over
the three-year performance period.

Benefits The profit sharing plan encourages financial
performance that drives increased shareholder value.

Ownership Guidelines Officers are subject to ownership guidelines:
• CEO at least 6X salary
• Other senior officers at least 3X salary
Risk Mitigation The Company’s incentive programs incorporate a balance of risk mitigation components.

CORPORATE GOVERNANCE
W.W. GRAINGER, INC. AND SUBSIDIARIES 25
DESIGN: ANONYMOUS DESIGN, INC.

Headquarters
W.W. Grainger, Inc.
100 Grainger Parkway
Lake Forest, IL 60045-5201
847.535.1000
www.grainger.com
Annual Meeting
The 2017 Annual Meeting of Shareholders
will be held at the company’s headquarters
in Lake Forest, Illinois, at 10:00 a.m. CDT
on Wednesday, April 26, 2017.

Investor Relations Contacts
Laura D. Brown
Senior Vice President, Communications
and Investor Relations
847.535.0409
William D. Chapman (retiring 4/30/17)
Senior Director, Investor Relations
847.535.0881
Irene M. Holman
Senior Director, Investor Relations
847.535.0809
Michael P. Ferreter
Senior Manager, Investor Relations
847.535.1439
Media Relations Contact
Joseph A. Micucci
Senior Director, External Relations
847.535.0879
Common Stock Listing
The company’s common stock is listed on the
New York Stock Exchange under the trading
symbol GWW.

Analyst Coverage (As of April 1, 2017)
Atlantic Equities — Richard Radbourne
Barclays — Scott Davis
BMO Capital Markets — Scott Graham
Cleveland Research — Adam Uhlman
Credit Suisse– North America — Andrew Buscaglia
Deutsche Bank Equity Research — John Inch
Gabelli & Company — Justin Bergner
Goldman Sachs — Joseph Ritchie
KeyBanc Capital Markets — Steve Barger
Langenberg & Co. — Brian Langenberg
Longbow Research — Christopher Dankert
Macquarie Research — Hamzah Mazari
Morgan Stanley — Nigel Coe
Morningstar, Inc. — Brian Bernard
Oppenheimer & Co. — Christopher Glynn
Raymond James — Sam Darkatsh
RBC Capital Markets — Deane Dray
Robert W. Baird & Co. — David Manthey
Stephens Inc. — Matt Duncan
Stifel Nicolaus — Robert McCarthy
Susquehanna Financial Group — Robert Barry
UBS Equities — Shannon O’Callaghan
Wells Fargo Securities — Allison Poliniak-Cusic
William Blair & Company — Ryan Merkel
Grainger would like to thank Bill Chapman for his 33 years of service to the company and congratulate him on his retirement on April 30, 2017.

Mr. Chapman has served both the company and the investment community with leadership and professionalism over the past two decades.

His contributions to the company are countless.

Mr. Chapman was named Senior Director, Investor Relations, in April 2012 and serves as the company’s primary contact with the investment community. Prior to this role, he was Director, Investor Relations. Mr. Chapman serves on the advisory board of the Chicago Chapter of the National Investor Relations Institute (NIRI) and is a past president and chairman. He is also a member of the NIRI National Senior Roundtable.

Mr. Chapman was nominated by the investment community as the Best Investor Relations Officer (Mid Cap) in the 2015 IR Magazine Awards.

In 2012–2014, he was recognized by Institutional Investor magazine as the top IR professional in the capital goods/industrials sector.

Mr. Chapman serves as a director, past president and current scholarship chairman of the Wisconsin Alumni Association–Chicago Chapter and is a former director of the National Wisconsin Alumni Association.

Recyclable. Please recycle.

COMPANY INFORMATION
Scan this QR code with
your smartphone to go
directly to Grainger’s mobile
IR website. Get the latest
press releases, financials
and more information
about the company.

Expected Earnings Release Dates
First Quarter April 18, 2017
Second Quarter July19, 2017
Third Quarter October 17, 2017
Fourth Quarter January 24, 2018
Transfer Agent, Registrar and Dividend
Disbursing Agent
Instructions and inquiries regarding transfers,
certificates, changes of title or address, lost or
missing dividend checks, consolidation of
accounts and elimination of multiple mailings
should be directed to:

Computershare Trust Company, N.A.

P.O. Box 43078
Providence, RI 02940-3078
800.446.2617
Auditors
Ernst & Young LLP
155 North Wacker Drive
Chicago, Illinois 60606-1787
Trademarks
The registered and unregistered trademarks
contained in this document are the property
of their respective owners and the use of such
trademarks shall inure to the benefit of the
trademark owner.
2017 Fact Book © 2017 W.W. Grainger, Inc.

For 90 years, Grainger has remained committed to helping professionals keep their operations running and their people safe by staying ahead of customer needs. As North America’s leading broad line maintenance, repair and operating (MRO) products distributor, with operations also in Europe, Asia and Latin America, Grainger has built an advantaged supply chain network to support its multichannel offering which includes branches, eCommerce channels and comprehensive inventory management capabilities. With customers as a central focus and a continued commitment to innovation, Grainger is well-positioned for the long term. Grainger will uphold its legacy of making responsible decisions for its customers, team members, shareholders and the communities it serves now and in the future.

Company
Profile
14 * Please provide a list of four (4) complete Customer References. Submit Name, Title, Company Name, Phone Number and Email Address. Two of the references should be an entity of similar size and with comparable scope of operations as the University, i.e., academic, research, or statewide operations. Such services should have been provided for a period of not less than two (2) years within the last three (3) years. At least two of the four provided references must be located in California. Provide annual sales and description of the services provided.

Please see the following Grainger references:

Contact Name & Title Company Name
Contact
Phone Contact Email
Similar Size
& Scope
Period of Performance
(2 )yrs. within last (3) yrs.

Located in
CA
Annual
$
Michele Feathers
Associate Director of
University-wide Procurement
The State University
of New York (SUNY) ◊
518-320-1371 [email protected] √
Start Date: 2013
End Date: Ongoing $8M
Mike Rohrs
Director Support Services Stanford University 650-736-7215 [email protected] √ Start Date: 2009 End Date: Ongoing √ $7.5M
Kyle Barton
UT System Supply Chain
Alliance
Contract Manager
University of Texas 713-745-8339 [email protected] √ Start Date: 2011, 2016
End Date: Ongoing (2031) $8M
Howard Tevelson
Senior Purchaser City and County of
San Francisco (CCSF) 415-554-6740 [email protected] Start Date: 2016 ∆ End Date: Ongoing √ $2M
◊ The State University of New York (SUNY) is a system of public institutions of higher education in New York. It is one of the largest comprehensive systems of universities, colleges, and community colleges in the US with a total enrollment of 465,000 students, plus 1.1 million adult education students, spanning 64 campuses across the state. The SUNY system has 88,000 faculty members and some 7,660 degree and certificate programs overall and a $10.7 billion budget. ∆ CCSF is in the 2nd year of a three year MRO contract. CCSF and Grainger have been in partnership for over 30 years.

March 17, 2018 University of California (UC)
RFP-MRO-UCSystemWide-Jan312018 MAINTENANCE REPAIR AND OPERATIONS (MRO) 1

SUPPLIES AND RELATED SERVICES
ID Task Name Duration Start Finish Resource Names
1 CHESS / National IPA Award 1 day Tue 5/1/18 Tue 5/1/18 CHESS,National IPA 2 Final Contract Negotiations 5 days Wed 5/2/18 Tue 5/8/18 CHESS,National IPA,Grainger
3 Align Key Resources 2 days Wed 5/2/18 Thu 5/3/18 Grainger CORE Team 4 Communication of Award to
Executive Leadership
1 day Thu 5/3/18 Thu 5/3/18 Grainger
5 Communications to Grainger
team members
1 day Fri 5/4/18 Fri 5/4/18 Grainger
6 Update Landing Pages 1 day Mon 5/7/18 Mon 5/7/18 Grainger Marketing 7 Create Marketing Deliverables 4 days Wed 5/2/18 Mon 5/7/18 Grainger Marketing 8 Press Release of Contract
Award & Marketing Info to
CHESS
2 days Tue 5/8/18 Wed 5/9/18 Grainger Marketing
9 Development of Web Ex
Training & Marketing Materials
10 days Fri 5/4/18 Thu
5/17/18
Grainger Marketing
10 Status Meeting: Review
Marketing & Co Branding, Trade
Shows
2 days Fri 5/18/18 Mon
5/21/18
CHESS,Grainger,National
IPA
11 Sales Teams' training sessions
begin
5 days Fri 5/18/18 Thu
5/24/18
Grainger
12 Affiliation: Market the new
contract to CHESS & Potential
Entities
23 days Fri 5/25/18 Tue 6/26/18 Grainger Government
Sales Teams
13 Define Entity Goals and
Objectives for additional
solutions
23 days Thu
5/31/18
Mon 7/2/18 Grainger Government
Sales Teams
14 Status Meeting to review
Contract Implementation
3 days Fri 6/8/18 Tue 6/12/18 CHESS,Grainger,National
IPA
15 Identify Key Targets to Jointly
target for affiliation
20 days Wed
6/13/18
Tue 7/10/18 Grainger,National IPA
16 Grainger Leadership & Sellers
Identify targets for QBRs
15 days Wed
6/13/18
Tue 7/3/18 Grainer Team
Lead,Grainger
Government Sales
CHESS,National IPA
CHESS,National IPA,Grainger
Grainger CORE Team
Grainger
Grainger
Grainger Marketing
Grainger Marketing
Grainger Marketing
Grainger Marketing
CHESS,Grainger,National IPA
Grainger

M T W T F S S M T W T F S S M T W T F S S M T W T F S S M T 9, '18 May 6, '18 May 13, '18 May 20, '18 May 27, '18
Task
Split
Milestone
Summary
Project Summary
External Tasks
External Milestone
Inactive Task
Inactive Milestone
Inactive Summary
Manual Task
Duration‐only
Manual Summary Rollup
Manual Summary
Start‐only
Finish‐only
Deadline
Progress