CITY OF BELL GARDENS
AGENDA
City Council / Successor Agency to the Community Development Commission Joint Meeting
Monday, February 9, 2026, 6:00 PM
Agenda en Español
LOCATION: CITY COUNCIL CHAMBERS, 7100 GARFIELD AVENUE, BELL GARDENS, CA 90201 The meeting will be held at Bell Gardens City Hall in the Council Chambers. The public may attend the meeting in person or virtually as instructed below. You may view the meeting live on the City's website at https://www.bellgardens.org/i-want-to/watch-city-council-meetings .
ACCESSIBILITY: If requested, the agenda and backup materials will be made available in appropriate alternative formats to persons with a disability, as required by Section 202 of the Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132), and the federal rules and regulations adopted in implementation thereof.
Any person who requires a disability-related modification or accommodation, in order to observe and/or offer public participation may request such reasonable modification, accommodation, aid, or service by contacting the City Clerk's office by telephone at 562-806-7704 or via email to [email protected] no later than 72-hours before the scheduled meeting.
PUBLIC PARTICIPATION: The members of the public may address the City Council on any item listed on the agenda. Public participation are limited to three (3) minutes. Public participation for non-agenda items will be limited to a total of 30 minutes. Public participation can be made by any of the following ways:
IN-PERSON: Members of the public can provide in-person participation at the podium in the Council Chamber. The Council Chambers will have seating available for members of the public to attend the meeting in person, subject to capacity limits. Public participation are limited to (3) minutes per speaker, unless different time is announced by the presiding chair. Speakers who wish to address the City Council should do so by submitting a "Public Comment Card" by 5:00 pm.
BY TELEPHONE: Phone Number: (669)900-9128 Webinar ID: 813 3236 4343# Passcode: 2021# To address the City Council press *9 to raise your hand then *6 to unmute yourself when instructed.
VIRTUALLY LIVE: Members of the public may participate via Zoom by https://zoom.us/join and entering the Zoom Meeting ID: 813 3236 4343 Passcode: 2021
Public participation may also be made via the Zoom app by using the "Raise Hand" feature when it is your turn to speak the host will unmute you. Participation will not be accepted in the QandA Chat function of the zoom app.
WRITTEN COMMENTS: Public participation may be emailed to [email protected] or mailed to: City Clerk's Office, 7100 Garfield Ave., Bell Gardens, CA 90201. To ensure distribution to the members of the City Council prior to consideration of the agenda, please submit comments no later than one (1) hour prior to the meeting. Those comments, as well as any comments received after, will be distributed to the members of the City Council and will be part of the official public record of this meeting.
For more information, you may contact the City Clerk's office during regular business hours 7:30 a.m. to 6:00 p.m., Monday through Thursday at (562) 806-7704.
Page
1. CALL TO ORDER
2. INVOCATION
3. PLEDGE OF ALLEGIANCE
4. ROLL CALL OF CITY COUNCIL MEMBERS / SUCCESSOR AGENCY TO THE
COMMUNITY DEVELOPMENT COMMISSION MEMBERS
Marco Barcena, Councilmember / Agency Member
Jorgel Chavez, Councilmember / Agency Member
Dr. Francis De Leon Sanchez, Councilwoman / Agency Member Isabel Guillen, Mayor Pro Tem / Vice Chair
Miguel De La Rosa, Mayor / Chair
5. PRESENTATION
5.1 Certificate of Recognition - Resident Lorraine Wildes
5.2 Certificate of Recognition - Bell Gardens Elementary Teacher Leslie Hiatt
5.3 Certificate of Recognition - Cutting and Tailoring Sewing Class Instructor, Ana Elena Sifuentes
5.4 Primestore Shopping Centers Presentation
5.5 League of California Cities Legislative Update Presentation
5.6 Los Angeles County Fire Department Update
6. PUBLIC PARTICIPATION ON NON-AGENDA ITEMS UNDER THE SUBJECT
MATTER JURISDICTION OF THE CITY COUNCIL / SUCCESSOR AGENCY During this time, the members of the public may address the City Council / Successor Agency regarding any items within the subject matter jurisdiction of the City Council / Successor Agency. Public participation are limited to 3 minutes per person subject to an overall 30-minute period for non-agenda items. Government Code Section 54590 prohibits the City Council / Successor Agency from taking action or engaging in discussion on a specific item unless it appears on the agenda.
7. PUBLIC PARTICIPATION ON AGENDA ITEMS ONLY
During this time, the members of the public may address the City Council / Agency Members regarding any items listed on the agenda. Public participation are limited to 3 minutes per person.
8. COMMITTEE UPDATES
9. CITY MANAGER'S REPORT
10. CONSENT CALENDAR
All matters listed under the Consent Calendar are considered to be routine and can be acted on by one roll call vote. There will be no separate discussion of these items unless members of the City Council / Successor Agency request specific items to be removed from the Consent Calendar for separate action. Items called for separate discussion will be heard as the next order of business.
10.1 General Motion to Waive Full Reading and Approve
Ordinances by Title Only Pursuant to California Government Code Section 36934 with Support from the Majority of the Legislative Body.
RECOMMENDATION: To approve ordinances by title only.
CONCLUSION: Allowing ordinances to be read by title only, according to California State Law, will expedite the conduct of business at Council Meetings.
FISCAL IMPACT: No fiscal impact.
7 10.2 Approval Minutes of City Council/Successor Agency - Joint Meeting
RECOMMENDATION: It is staff's recommendation that the City 8 - 22
Council approve the minutes of the January 26, 2026, City Council/Successor Agency Joint Meeting.
CONCLUSION: If approved, the minutes of the City Council/Successor Agency Joint Meeting will be archived in the City Clerk’s Office.
FISCAL IMPACT: None
ATTACHMENTS:
Exhibit 1 - City Council / Successor Agency to the Community Development Commission Joint Meeting - Jan 26 2026 - Minutes - Html
10.3 Warrant Register and Wire Transfer
RECOMMENDATION: It is staff's recommendation that the City Council receive and file the warrant registers, wire transfers, and net payrolls dated 12/24/25, 01/08/2026, 01/13/2026 and 01/20/2026.
ATTACHMENTS:
Exhibit 1 - Warrant Registers
23 - 44
10.4 Consideration of a Resolution Approving a First Amendment to Professional Services Agreement by and between the City of Bell Gardens and MNS Engineers, Inc. for CDBG/PLHA
Administration Services
RECOMMENDATION: It is staff’s recommendation that the City Council adopt the attached Resolution approving a First Amendment to the Professional Services Agreement between the City of Bell Gardens and MNS Engineers, Inc. for the approval of CDBG/PLHA Administration Services.
ATTACHMENTS :
Exhibit 1 – Resolution No. 2026-17
Exhibit 2 – First Amendment to Professional Services Agreement 45 - 129
10.5 Consideration of a Resolution Approving a Third Amendment to the Existing Agreement for City Attorney Services with Olivarez Madruga Law Organization, LLP
RECOMMENDATION: It is staff’s recommendation that the City Council adopt the attached Resolution authorizing a Third Amendment to the existing agreement for City Attorney Services with Olivarez Madruga Law Organization, LLP.
ATTACHMENTS:
Exhibit 1 - Resolution No. 2026-18
Exhibit 2 – Third Amendment to OMLO Agreement
130 - 155
10.6 Approval of Plans and Specifications for the Police 156 - 253
Department Fire Suppression System Improvements and
Consideration of a Resolution Approving a Cooperative
Agreement with Kimble Fire Protection, a Subsidiary of APi National Service Group, Inc. for the Police Department Fire Suppression System Improvements
RECOMMENDATION: It is staff’s recommendation that the City Council:
1. Approve the plans and specifications for the Police
Department Fire Alarm System Improvements;
2. Adopt the attached Resolution approving a Cooperative Agreement with Kimble Fire Protection, a subsidiary of APi National Service Group, Inc., for the Police Department fire suppression system improvements for a total amount not to exceed $262,059.37, in a form approved by the City Attorney;
3. Authorize the City Manager to execute the Cooperative Agreement and approve change orders that may be necessary during construction to cover any unforeseen condition in an amount not to exceed 10% of the agreement amount; and
4. Appropriate $288,265.35 in General Funds to complete the improvements.
ATTACHMENTS:
Exhibit 1 - Resolution 2026-19
Exhibit 2 - Cooperative Agreement
11. DISCUSSION
11.1 Local Commission
RECOMMENDATION: It is staff's recommendation that the City Council review the Commissions Appointments List and by motion, remove commissioners and/or make appointments to the posted vacancies.
ATTACHMENTS: Exhibit - Notice of Vacancies
254 - 255
11.2 Consideration of Option of One-Year Extension of Agreement with Flock Group, Inc.
RECOMMENDATION: Staff recommends that the City Council:
1. Affirm a one (1)-year extension of the current Agreement under the existing terms and conditions, maintaining the current limited-access / sharing settings; or
2. Affirm a one (1)-year extension of the current Agreement under the existing terms and conditions, reinstating full- access / sharing settings; or
3. Direct the City Manager to provide notice to terminate the 256 - 297
Agreement in accordance with the termination provisions of the Agreement.
ATTACHMENTS:
Exhibit 1 - Agreement
11.3 Proposed 2026 State and Federal Legislative Platform RECOMMENDATION: It is staff's recommendation that the City Council provide direction and adopt the 2026 Proposed State and Federal Legislative Platform (“Platform”).
ATTACHMENTS:
Exhibit 1 - 2026 Legislative Platform
298 - 312
11.4 Discussion of Holiday Banner Pole Alternatives on Florence Avenue and Eastern Avenue
RECOMMENDATION:
It is staff’s recommendation that the City Council:
1. Provide direction to staff regarding the location of holiday banner pole alternatives on Florence Avenue and Eastern Avenue; or
2. Receive and file the report.
ATTACHMENTS: None.
313 - 315
12. CITY COUNCIL / SUCCESSOR AGENCY MEMBER COMMENTS
13. ADJOURNMENT
Daisy Gomez, City Clerk
Agenda Posted on February 5, 2026
CITY OF BELL GARDENS
OFFICE OF THE CITY MANAGER
EXECUTIVE SUMMARY
TO:Honorable Mayor and City Council Members
FROM:Michael B. O’Kelly, City Manager
BY: Daisy Gomez, City Clerk
SUBJECT:General Motion To Waive Full Reading And Approve Ordinances By Title Only Pursuant To California Government Code Section 36934 MEETING DATE: February 09, 2026
RECOMMENDATION:
It is staff's recommendation that the City Council approve a general motion to waive full reading and approve Ordinances by title only pursuant to California Government Code Section 36934.
BACKGROUND / DISCUSSION:
In order to expedite the conduct of business at Council meetings, California State Law (California Government Code Section 36934) allows Ordinances to be read by title if a majority of the Council supports the motion waiving the full reading. Most California cities adopt a standard motion at the beginning of each meeting in order to effectuate this waiver.
Since most of the Ordinances introduced and adopted consist of multiple pages of technical language, reading by title only allows the Council to eliminate the communication of redundant information and attend to other matters during the meetings. Otherwise, the entire Ordinance language will have to be read in full.
CONCLUSION:
Allowing ordinances to be read by title only, according to California State Law, will expedite the conduct of business at Council Meetings.
FISCAL IMPACT:
No fiscal impact.
ELECTRONICALLY APPROVED BY:
Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney
Manual Carrillo, Director of Finance and Administrative Services
CITY OF BELL GARDENS
OFFICE OF THE CITY MANAGER
EXECUTIVE SUMMARY
TO:Honorable Mayor and City Council Members
FROM:Michael B. O’Kelly, City Manager
BY: Daisy Gomez, City Clerk
SUBJECT:Minutes for the January 26, 2026, City Council/Successor Agency Joint Meetings
MEETING DATE:February 09, 2026
RECOMMENDATION:
It is the staff’s recommendation that the City Council approve the minutes of the January 26, 2026, City Council/Successor Agency Joint Meetings.
BACKGROUND / DISCUSSION:
Every Closed Session and City Council/Successor Agency Joint Meetings the City Clerk documents the actions made by the Agency Members/City Council.
CONCLUSION:
If approved, the minutes of the City Council/Successor Agency Joint Meeting will be archived in the City Clerk's Office.
FISCAL IMPACT:
No fiscal impact.
ELECTRONICALLY APPROVED BY:
Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney
Manuel Carrillo, Director of Finance and Administration Services
CITY OF BELL GARDENS
MINUTES
City Council / Successor Agency to the Community Development Commission Joint Meeting
Monday, January 26, 2026, 6:00 PM
LOCATION: CITY COUNCIL CHAMBERS, 7100 GARFIELD AVENUE, BELL GARDENS, CA 90201 The meeting will be held at Bell Gardens City Hall in the Council Chambers. The public may attend the meeting in person or virtually as instructed below. You may view the meeting live on the City's website at https://www.bellgardens.org/i-want-to/watch-city-council-meetings .
ACCESSIBILITY: If requested, the agenda and backup materials will be made available in appropriate alternative formats to persons with a disability, as required by Section 202 of the Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132), and the federal rules and regulations adopted in implementation thereof. Any person who requires a disability-related modification or accommodation, in order to observe and/or offer public participation may request such reasonable modification, accommodation, aid, or service by contacting the City Clerk's office by telephone at 562-806-7704 or via email to [email protected] no later than 72-hours before the scheduled meeting.
PUBLIC PARTICIPATION: The members of the public may address the City Council on any item listed on the agenda. Public participation are limited to three (3) minutes. Public participation for non-agenda items will be limited to a total of 30 minutes. Public participation can be made by any of the following ways:
IN-PERSON: Members of the public can provide in-person participation at the podium in the Council Chamber. The Council Chambers will have seating available for members of the public to attend the meeting in person, subject to capacity limits. Public participation are limited to (3) minutes per speaker, unless different time is announced by the presiding chair. Speakers who
wish to address the City Council should do so by submitting a "Public Comment Card" by 5:00 pm.
BY TELEPHONE: Phone Number: (669)900-9128 Webinar ID: 813 3236 4343# Passcode: 2021# To address the City Council press *9 to raise your hand then *6 to unmute yourself when instructed.
VIRTUALLY LIVE: Members of the public may participate via Zoom by https://zoom.us/join and entering the Zoom Meeting ID: 813 3236 4343 Passcode: 2021
Public participation may also be made via the Zoom app by using the "Raise Hand" feature when it is your turn to speak the host will unmute you. Participation will not be accepted in the QandA Chat function of the zoom app.
WRITTEN COMMENTS: Public participation may be emailed to [email protected] or mailed to: City Clerk's Office, 7100 Garfield Ave., Bell Gardens, CA 90201. To ensure distribution to the members of the City Council prior to consideration of the agenda, please submit comments no later than one (1) hour prior to the meeting. Those comments, as well as any comments received after, will be distributed to the members of the City Council and will be part of the official public record of this meeting.
For more information, you may contact the City Clerk's office during regular business hours 7:30 a.m. to 6:00 p.m., Monday through Thursday at (562) 806-7704.
1. CALL TO ORDER
The Council Members of the City of Bell Gardens City Council/Successor Agency held a Joint Regular meeting on January 26, 2026, in the Council Chambers, 7100 Garfield Avenue, Bell Gardens, CA with Mayor Miguel De la Rosa presiding. Mayor Miguel De La Rosa called the joint meeting to order at 6:16 p.m.
2. INVOCATION
The invocation was given by Pastor Reynaldo Leal.
3. PLEDGE OF ALLEGIANCE
The Pledge of Allegiance was led by Police Chief Camacho.
4. ROLL CALL OF CITY COUNCIL MEMBERS / SUCCESSOR AGENCY TO THE
COMMUNITY DEVELOPMENT COMMISSION MEMBERS
Marco Barcena, Councilmember / Agency Member
Jorgel Chavez, Councilmember / Agency Member
Dr. Francis De Leon Sanchez, Councilwoman / Agency Member Isabel Guillen, Mayor Pro Tem / Vice Chair
Miguel De La Rosa, Mayor / Chair
5. PRESENTATION
5.1 Certificate of Recognition - National Crossing Guard Appreciation Day
Mayor Miguel De La Rosa read the certificate of recognition and presented it to Jennifer Lucero, Team Manager and all City Management Services team.
5.2 Gold Energy Action Award Presentation
Hector De La Torre, Executive Director of Gateway Cities Council of Governments, provided a presentation.
5.3 Certificate of Recognition -
This item was moved to a future meeting.
5.4 Athens Presentation
Victoria Martinez Muela, Vice President, Government Affairs for Athens, provided a presentation.
Exhibit 1- Presentation
5.5 Black History Month Proclamation
Mayor Miguel De La Rosa read the certificate of recognition.
6. PUBLIC HEARING
6.1 Consideration of a Resolution Allocating Community
Development Block Grant (CDBG) Funds for FY 2026-2027 for the Residential Rehabilitation Program and the Lead Testing and Abatement Program
RECOMMENDATION: It is staff’s recommendation that the
City Council conduct a public hearing on the City’s
Community Development Block Grant (“CDBG”) Fiscal Year
(FY) 2026-2027 estimated funds and upon consideration of public testimony and discussion of relevant issues, adopt the attached Resolution approving the direction of FY 2026-2027 CDBG funds for the Residential Rehabilitation Program and the Lead Testing and Abatement Program.
ATTACHMENTS:
Exhibit 1 – Resolution 2026-09
Exhibit 2 – Public Hearing Notice
Mayor Miguel De La Rosa opened the public hearing at 7:06 p.m.
Manuel Acosta, Director of Community Development
Department, provided a presentation.
PUBLIC COMMENT
City Clerk Daisy Gomez announced that no written or comments were received and no public comments were provided.
Mayor Miguel De La Rosa closed the public hearing at 7:14 p.m.
A motion was made by Mayor Miguel De La Rosa, seconded by Mayor Pro Tem Isabel Guillen to approve this item.
The motion carried 5 - 0 with the following vote:
Moved by: Miguel De La Rosa
Seconded by: Isabel Guillen
Yes Marco Barcena, Jorgel Chavez, Miguel De La
Rosa, Dr. Francis De Leon Sanchez, and Isabel
Guillen
Carried 5-0
6.2 Consideration of Adoption of Ordinance No. 962, Amending Certain Sections of Title 6 (Buildings and Construction) of the Bell Gardens Municipal Code to Adopt by Reference Los
Angeles County Code Titles 26 through 31, Which Adopt by Reference and Amend the 2025 California Building Standards Code, and Adopting by Reference the 2024 International
Property Maintenance Code as Published by the International Code Council
RECOMMENDATION: It is staff’s recommendation that the
City Council conduct a public hearing, receive testimony, conduct the second reading and adopt Ordinance No. 962, amending certain sections of Title 6 (Buildings and
Construction) of the Bell Gardens Municipal Code, to adopt by reference Los Angeles County Code Title 26 (Building Code), Title 27 (Electrical Code), Title 28 (Plumbing Code), Title 29 (Mechanical Code), Title 30 (Residential Code), and Title 31 (Green Building Standards Code), which amend and adopt by reference the 2025 California Building Standards Code, and adopt by reference the 2024 International Property
Maintenance Code as published by the International Code Council.
ATTACHMENTS:
Exhibit 1 - Ordinance No. 962
Exhibit 2 - Public Hearing Notices - January 15 and 22, 2026
Mayor Miguel De La Rosa opened the public hearing at 7:14 p.m.
Manuel Acosta, Director of Community Development
Department, provided a presentation.
PUBLIC COMMENT
City Clerk Daisy Gomez announced that no written or comments were received and no public comments were provided.
Mayor Miguel De La Rosa closed the public hearing at 7:20 p.m.
A motion was made by Councilmember Marco Barcena,
seconded by Councilwoman Dr. Francis De Leon Sanchez to approve this item.
The motion carried 5 - 0 with the following vote:
Moved by: Marco Barcena
Seconded by: Dr. Francis De Leon Sanchez
Yes Marco Barcena, Jorgel Chavez, Miguel De La
Rosa, Dr. Francis De Leon Sanchez, and Isabel
Guillen
Carried 5-0
7. PUBLIC PARTICIPATION ON NON-AGENDA ITEMS UNDER THE SUBJECT
MATTER JURISDICTION OF THE CITY COUNCIL / SUCCESSOR AGENCY During this time, the members of the public may address the City Council / Successor Agency regarding any items within the subject matter jurisdiction of the City Council / Successor Agency. Public participation are limited to 3 minutes per person subject to an overall 30-minute period for non-agenda items. Government Code Section 54590 prohibits the City Council / Successor Agency from taking action or engaging in discussion on a specific item unless it appears on the agenda.
City Clerk Daisy Gomez announced that there was no written comment received and there were no public comments provided.
8. PUBLIC PARTICIPATION ON AGENDA ITEMS ONLY
During this time, the members of the public may address the City Council / Agency Members regarding any items listed on the agenda. Public participation are limited to 3 minutes per person.
City Clerk Daisy Gomez announced that there was no written comment received and there were no public comments provided.
9. COMMITTEE UPDATES
Councilmember Jorgel Chavez provided a brief update on the Housing Community and Economic Development Ad Hoc Committee.
Councilwoman Dr. Francis De Leon Sanchez provided an update on the California Cities for Self-Reliance Joint Powers Authority .
10. CITY MANAGER'S REPORT
City Manager Michael B. O'Kelly provided a brief report.
11. CONSENT CALENDAR
All matters listed under the Consent Calendar are considered to be routine and can be acted on by one roll call vote. There will be no separate discussion of these items unless members of the City Council / Successor Agency request specific items to be removed from the Consent Calendar for separate action. Items called for separate discussion will be heard as the next order of business.
A motion was made by Councilwoman Dr. Francis De Leon Sanchez, second by Mayor Pro Tem Isabel Guillen to approve Consent Calendar Item Nos. 11.1 - 11.10.
The motion carried 5 - 0 with the following vote:
Moved by: Dr. Francis De Leon Sanchez
Seconded by: Isabel Guillen
Yes Marco Barcena, Jorgel Chavez, Miguel De La
Rosa, Dr. Francis De Leon Sanchez, and Isabel
Guillen
Carried 5-0
11.1 General Motion to Waive Full Reading and Approve
Ordinances by Title Only Pursuant to California Government Code Section 36934 with Support from the Majority of the Legislative Body.
RECOMMENDATION: To approve ordinances by title only.
ATTACHMENTS: None
11.2 Approval Minutes of City Council/Successor Agency - Joint Meeting
RECOMMENDATION: It is staff's recommendation that the
City Council approve the minutes of the January 12, 2026, City Council/Successor Agency Joint Meeting.
ATTACHMENTS:
11.3 Warrant Register and Wire Transfer
RECOMMENDATION: It is staff's recommendation that the
City Council receive and file the warrant registers, wire transfers, and net payrolls dated 12/11/2025, 12/16/2025, 12/24/2025, 12/30/2025 and 01/06/2026.
ATTACHMENTS:
Exhibit 1 - Warrant Registers
11.4 Warrant Register Successor Agency
RECOMMENDATION: It is staff’s recommendation that the
Successor Agency members receive and file the warrant
register dated 01/06/2026.
ATTACHMENTS:
Exhibit 1 - Warrant Register Successor Agency
11.5 Treasurer Report - December 2025
RECOMMENDATION: It is recommended that the City Council receive, approve, and file the December 2025 Treasurer's Report.
ATTACHMENTS:
Exhibit 1 - Treasurer Report December 2025
11.6 Consideration of a Resolution Approving Adoption of New Part-Time Hourly Pay Schedule and Rescinding Resolution No. 2023-045
RECOMMENDATION: It is recommended that the City Council:
1. Adopt the attached Resolution approving adoption of
the new hourly pay schedule for positions designated
as temporary / part-time; and
2. Rescind Resolution No. 2023-045.
ATTACHMENTS:
Exhibit 1 – Resolution No. 2026-10
11.7 Consideration of a Resolution Approving a Third Amendment to a Professional Services Agreement between City of Bell Gardens and Norris Realty Advisors for Appraisal Services for Fair Market Rent and Administrative Proceeding Services RECOMMENDATION: It is staff’s recommendation that the
City Council adopt the attached Resolution authorizing the City Manager to execute a Third Amendment to the
Professional Services Agreement between the City of Bell Gardens and Norris Realty Advisors.
ATTACHMENTS:
Exhibit 1 - Resolution No. 2026-11
Exhibit 2 - Third Amendment with Exhibits
11.8 Consideration of a Resolution Approving the State Homeland Security Program Subrecipient Agreement Grant Year 2024 Between the County of Los Angeles and the City of Bell
Gardens
RECOMMENDATION: It is staff's recommendation that the
City Council adopt the attached Resolution approving the State Homeland Security Program Subrecipient Agreement
Grant Year 2024 between the County of Los Angeles and the City of Bell Gardens.
ATTACHMENTS:
Exhibit 1- Resolution No. 2026-12
Exhibit 2 - 2024 Homeland Security
11.9 Consideration of a Resolution Approving a Contract Services Agreement with DG Prime Solutions LLC for Janitorial
Services at the Police Department
RECOMMENDATION: Staff recommends that the City Council
adopt the attached Resolution authorizing the City Manager to execute a Contract Services Agreement with DG Prime
Solutions for janitorial services for the Bell Gardens Police Department.
ATTACHMENTS:
Exhibit 1- Resolution No. 2026-13
Exhibit 2- Agreement with attachments
11.10 Consideration of a Resolution Recognizing Parkwest Bicycle Casino as a Vital Community Partner and Contributor to the City’s Economic, Civic, and Philanthropic Well-being
RECOMMENDATION: It is staff's recommendation that the
City Council adopt the attached Resolution Recognizing
Parkwest Bicycle Casino as a Vital Community Partner and Contributor to the City’s Economic, Civic, and Philanthropic Well-being.
ATTACHMENTS:
Exhibit 1 - Resolution No. 2026-14
12. DISCUSSION
12.1 Local Commission
RECOMMENDATION: It is staff's recommendation that the
City Council review the Commissions Appointments List and by motion, remove commissioners and/or make
appointments to the posted vacancies.
ATTACHMENTS: Exhibit - Notice of Vacancies
No action was taken.
12.2 Consideration of a Resolution Approving a Professional Services Agreement with RRM Design Group for Design,
Architecture and Engineering Services for the Veterans Park Refurbishment Project
RECOMMENDATION: It is staff’s recommendation that the
City Council:
1. Adopt the attached Resolution authorizing the City
Manager to execute a Professional Services Agreement
with RRM Design Group (“RRM”) for Design,
Architecture and Engineering Services for the Veterans
Park Refurbishment Project, in a form approved by the
City Attorney; and
2. Authorize the City Manager to approve additional
design services that may be necessary to cover any
unforeseen conditions in an amount not to exceed 10%
of the Professional Services Agreement.
ATTACHMENTS:
Exhibit 1 – Resolution No. 2026-15
Exhibit 2 – Professional Services Agreement with Exhibits Bernardo Iniguez, Director of Public Works/Facilities, provided a presentation.
A motion was made by Councilwoman Dr. Francis De Leon
Sanchez, seconded by Councilmember Jorgel Chavez to
approve staff's recommendation.
The motion carried 4 - 1 with the following vote:
Moved by: Dr. Francis De Leon Sanchez
Seconded by: Jorgel Chavez
Yes Marco Barcena, Jorgel Chavez, Miguel De La
Rosa, Dr. Francis De Leon Sanchez, and Isabel
Guillen
Carried 5-0
12.3 Consideration of a Resolution Approving a Professional Services Agreement for Design, Architecture and Engineering Services for the Veterans Park Restroom Renovation
RECOMMENDATION: It is staff’s recommendation that the
City Council:
1. Adopt the attached Resolution authorizing the City
Manager to execute a Professional Services Agreement
with Infrastructure Architects, Inc. for Design,
Architecture and Engineering Services for the Veterans
Park Restroom Renovation, in a form approved by the
City Attorney; and
2. Authorize the City Manager to approve additional
design services that may be necessary to cover any
unforeseen conditions in an amount not to exceed 10%
of the Professional Services Agreement.
ATTACHMENTS:
Exhibit 1 – Resolution No. 2025-16
Exhibit 2 – Professional Services Agreement with Exhibits Bernardo Iniguez, Director of Public Works/Facilities, provided a presentation.
A motion was made by Mayor Pro Tem Isabel Guillen, seconded by Councilmember Marco Barcena to approve staff's
recommendation.
The motion carried 5 - 0 with the following vote:
Moved by: Isabel Guillen
Seconded by: Marco Barcena
Yes Marco Barcena, Jorgel Chavez, Miguel De La
Rosa, and Dr. Francis De Leon Sanchez
No Isabel Guillen
Carried 4-1
12.4 Discussion Regarding Fiscal Year 2025-2026 Card Room Revenue Update
RECOMMENDATION: It is staff’s recommendation that the
City Council receive, discuss, and file the Fiscal Year 2025- 2026 Cardroom Revenue update report.
ATTACHMENTS:
Exhibit 1- Presentation
Manuel Carrillo, Director of Finance and Administrative Services, provided a presentation.
A motion was made by Councilmember Marco Barcena,
seconded by Councilwoman Dr. Francis De Leon Sanchez to receive and file this item.
The motion carried 5 - 0 with the following vote:
Moved by: Marco Barcena
Seconded by: Dr. Francis De Leon Sanchez
Yes Marco Barcena, Jorgel Chavez, Miguel De La
Rosa, Dr. Francis De Leon Sanchez, and Isabel
Guillen
Carried 5-0
12.5 Discussion of Holiday Decorations on City’s Right-Of-Way and Facilities
RECOMMENDATION: It is staff’s recommendation that the
City Council:
1. Provide direction to staff regarding expanding the
City’s holiday decorations; or
2. Receive and file the report.
ATTACHMENTS: None.
Bernardo Iniguez, Director of Public Works/Facilities, provided a presentation.
A motion was made by Councilmember Jorgel Chavez,
seconded by Mayor Pro Tem Isabel Guillen to purchase lights and multi purpose use banner for year-round use with a
maximum of 50% of general fund with the "City of Bell Gardens" placed on the banner on Florence and Eastern poles.
The motion carried 5 - 0 with the following vote:
Moved by: Jorgel Chavez
Seconded by: Isabel Guillen
Yes Marco Barcena, Jorgel Chavez, Miguel De La
Rosa, Dr. Francis De Leon Sanchez, and Isabel
Guillen
Carried 5-0
13. CITY COUNCIL / SUCCESSOR AGENCY MEMBER COMMENTS
Members of the Council and Successor Agency made community
announcements and comments.
14. ADJOURNMENT
Mayor Miguel De La Rosa adjourned the meeting at 9:16 p.m.
Daisy Gomez, City Clerk
CITY OF BELL GARDENS
OFFICE OF THE CITY MANAGER
EXECUTIVE SUMMARY
TO:Honorable Mayor and City Council Members
FROM: Michael B. O’Kelly, City Manager
BY:Manuel Carrillo, Director of Finance & Administrative Services SUBJECT:Warrant Register and Wire Transfer
MEETING DATE:February 09, 2026
RECOMMENDATION: It is staff's recommendation that the City Council receive and file the warrant registers, wire transfers, and net payrolls dated 12/24/25, 01/08/2026, 01/13/2026 and 01/20/2026.
BACKGROUND/DISCUSSION:
The attached warrant registers, wire transfers, and net payrolls are for 12/24/25, 01/08/2026, 01/13/2026 and 01/20/2026.
CONCLUSION:
If the recommendation to the City Council is approved, then the warrant registers, wire transfers, and net payrolls dated 12/24/2025, 01/08/2026, 01/13/2026 and 01/20/2026.
FISCAL IMPACT:
APPROVED ELECTRONICALLY BY:
Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney
Wire Transfer 01/08/2026 3070 – 3073 $300,265.63
Wire Transfer 12/24/2025 3067 $198,614.63
Warrant Register 01/13/2026 198728 – 198821 $1,468,438.65 Total Bank $1,967,318.91
Net Payroll Transfer 01/08/2026 $586,319.92
Total Voucher $2,553,638.83
Warrant Register 01/20/2026 198822 – 198891 $398,771.77 Total Voucher $398,771.77
Grand Total
Vouchers
$2,952,410.60
Manuel Carrillo, Director of Finance and Administrative Services
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5 CITY OF BELL GARDENS
OFFICE OF THE CITY MANAGER
EXECUTIVE SUMMARY
TO: Honorable Mayor and City Council Members FROM: Michael B. O'Kelly, City Manager
BY: Manuel Acosta, Director of Community Development
SUBJECT: Consideration of a Resolution Approving a First Amendment to Professional Services Agreement by and between the City of Bell Gardens and MNS Engineers, Inc. for CDBG/PLHA Administration Services
DATE: February 9, 2026
RECOMMENDATION:
It is staff’s recommendation that the City Council adopt the attached Resolution approving a First Amendment to the Professional Services Agreement between the City of Bell Gardens and MNS Engineers, Inc. for the approval of CDBG/PLHA Administration Services.
BACKGROUND/ DISCUSSION:
CDBG Program
The City of Bell Gardens (“City”) participates in the U.S. Department of Housing and Urban Development's (“HUD”) Community Development Block Grant (“CDBG”) Program through the Los Angeles County Development Authority (“LACDA”). Each year, CDBG funds are allocated to cities by HUD and administered through LACDA. Participating cities, whose total population is less than 50,000, participate in LACDA’s Los Angeles Urban County CDBG Program, and receive funding based upon the total number of cities participating in the County's program. CDBG funding is also based on a city's need to provide housing, economic and social services; and community development opportunities that principally benefit persons of low- and moderate-income levels, aid in the prevention of neighborhood deterioration, and meet other urgent community development needs due to natural disasters or other emergencies.
On June 9, 2025, the City Council approved a Professional Services Agreement with MNS Engineers, Inc. for CDBG/PLHA Administration Services for a total not-to-exceed amount of $55,100. Due to additional labor compliance services related to the Ford Park Aquatics Center Project, MNS Engineers, Inc. is requesting authorization to amend the current agreement to increase the not-to-exceed amount for Year 1, for continued CDBG administration and labor compliance services. Therefore, MNS Engineers, Inc. is requesting a First Amendment to their Professional Services Agreement for an additional $18,040 for Year 1 for a total not-to-exceed amount of $73,140.
CONCLUSION:
It is recommended that the City Council approve the attached Resolution approving a First Amendment to Professional Services Agreement between the City of Bell Gardens and MNS Engineers, Inc. for additional compensation for Year 1, for CDBG/PLHA Administration Services.
FISCAL IMPACT:
The consulting services will be reimbursed with CDBG and PLHA funds. Therefore, there will be no impact to the City’s General Fund.
APPROVED ELECTRONICALLY BY:
Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney
Manuel Carrillo, Director of Finance and Administrative Services
RESOLUTION NO. 2026-17
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL
GARDENS, CALIFORNIA, APPROVING A FIRST AMENDMENT TO THE
PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE
CITY OF BELL GARDENS AND MNS ENGINEERS, INC. FOR
CDBG/PLHA ADMINISTRATION SERVICES
WHEREAS, on June 9, 2025, the City of Bell Gardens (“City”) and MNS Engineers, Inc. (“MNS”) executed and entered into a Professional Services Agreement for MNS to provide CDBG/PLHA administration services (hereinafter “Master Agreement”); and WHEREAS, due to the John Anson Ford Park Aquatics Center Project, the City required additional labor compliance services; and
WHEREAS, the City and MNS now wish to modify the Professional Services Agreement to increase the Year One Annual Not-to-Exceed Sum from $55,100 by $18,040 for a new Year One Annual Not-to-Exceed Sum of $73,140; and WHEREAS, the City now desires to enter into a First Amendment to revise the Scope of Work and increase the Year One Annual Not-to-Exceed Sum for CDBG/PLHA Administration Services.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Bell Gardens as follows:
SECTION 1. The City Council, after consideration of the staff report and discussion, hereby find that the above recitals are true and correct and incorporates them herein.
SECTION 2. Based upon the above recitals, the staff report accompanying this Resolution, and such other oral and written evidence, the Bell Gardens City Council hereby approves a First Amendment to the Professional Services Agreement with MNS, which is attached to the staff report as Exhibit 2.
SECTION 3. The City Council further authorizes and directs the City Manager to execute the First Amendment and take all actions necessary to appropriate, implement and effectuate the intent of the City Council as set forth in this Resolution.
SECTION 4. The City Clerk shall attest and certify to the passage and adoption of this Resolution and enter it into the book of original resolutions, and it shall become effective immediately upon its approval.
[Signatures on the following page]
Resolution No. 2026-17
2 of 3
PASSED, APPROVED, and ADOPTED this 9th day of February, 2026.
THE CITY OF BELL GARDENS
Miguel De La Rosa, Mayor
APPROVED AS TO FORM: ATTEST:
Stephanie Vasquez Daisy Gomez
City Attorney City Clerk
Resolution 2026-17
3 of 3
I, ____________________, City Clerk of the City of Bell Gardens, hereby CERTIFY that City Council Resolution No. ___________was adopted by the Bell Gardens City Council at a regular meeting of the City Council held on ___________________, and was approved and passed by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
Daisy Gomez
City Clerk
1 2026
FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT
(Engagement: CDBG/PLHA Administration Services)
(Parties: MNS Engineers, Inc. and City of Bell Gardens)
THIS FIRST AMENDMENT (hereinafter, “First Amendment”) to that certain agreement entitled “2025 Professional Services Agreement” and dated June 30, 2025 (hereinafter, the “Master Agreement”), is hereby made and entered into this ____ day of ____________, 2026 (hereinafter, “Effective Date”), by and between the CITY OF BELL GARDENS, a municipal corporation (hereinafter, “City”) and MNS ENGINEERS, INC. (hereinafter, “Consultant”). For purposes of this First Amendment, the capitalized term “Parties” shall be a collective reference to both City and Consultant. The capitalized term “Party” may refer to either City or Consultant, interchangeably as appropriate.
RECITALS
This First Amendment is made and entered into with respect to the following facts:
WHEREAS, on November 9, 2023, the Parties executed and entered into the Master Agreement for CDBG/PLHA administration services; and
WHEREAS, the Master Agreement is attached and incorporated hereto as Exhibit “A”; and
WHEREAS, under the terms of the Master Agreement, the City agreed to pay Consultant an Annual Not-To-Exceed Sum for Year One in the amount of FIFTY-FIVE THOUSAND ONE HUNDRED DOLLARS ($55,100) (hereinafter, “Year One Annual Not- to-Exceed Sum”) to provide CDBG/PLHA administration services; and
WHEREAS, due to the John Anson Ford Park Aquatics Center Project, the City required additional labor compliance services; and
WHEREAS, per City request, on February 5, 2026, Consultant provided the City with a supplemental proposal entitled “Extension to Professional Services Agreement for Community Development Block Grant (CDBG)” (hereinafter, “February 2026 Supplemental Proposal”), which is attached and incorporated hereto as Exhibit “B”, for the cost of the additional services required; and
WHEREAS, the Parties now wish to increase the Year One Annual Not-to-Exceed Sum of FIFTY-FIVE THOUSAND ONE HUNDRED DOLLARS ($55,100) by EIGHTEEN THOUSAND FORTY DOLLARS ($18,040) for a new Year One Annual Not-to-Exceed Sum of SEVENTY-THREE THOUSAND ONE HUNDRED FORTY DOLLARS ($73,140) for the remainder of Year One.
NOW, THEREFORE, in consideration of the mutual agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the Parties agree as follows:
SECTION 1. Section 1.2 (SCOPE OF WORK) of the Master Agreement is hereby
2 amended to include those services provided in Consultant’s supplemental scope of services quote entitled “Extension to Professional Services Agreement for Community Development Block Grant (CDBG)” (hereinafter, “February 2026 Supplemental Proposal”), which is attached and incorporated hereto as Exhibit “B.”
SECTION 2. Section 1.4 (COMPENSATION) of the Master Agreement is hereby amended to increase the Year One Annual Not-to-Exceed Sum of FIFTY-FIVE THOUSAND ONE HUNDRED DOLLARS ($55,100) by EIGHTEEN THOUSAND FORTY DOLLARS ($18,040) for a new Year One Annual Not-to-Exceed Sum of SEVENTY- THREE THOUSAND ONE HUNDRED FORTY DOLLARS ($73,140) for the remainder of Year One.
SECTION 3. Except as otherwise set forth in this First Amendment, the Master Agreement, shall remain binding, controlling, and in full force and effect. Section 6.19 of the Master Agreement notwithstanding, this First Amendment, together with the Master Agreement, shall constitute the entire, complete, final, and exclusive expression of the Parties with respect to the matters addressed in both documents.
SECTION 4. The provisions of this First Amendment shall be deemed a part of the Master Agreement, and except, as otherwise provided under this First Amendment, the Master Agreement, and all provisions contained therein shall remain binding and enforceable. In the event of any conflict or inconsistency between the provisions of this First Amendment and the provisions of the Master Agreement, the provisions of this First Amendment shall control, but only in so far as such provisions conflict with the Master Agreement, and no further.
(SIGNATURES ON NEXT PAGE)
3 IN WITNESS WHEREOF, the Parties hereto have caused this First Amendment to be executed on the day and year first appearing above.
CITY:
CITY OF BELL GARDENS
By:_____________________________
Michael B. O’Kelly, City Manager
Date:
APPROVED AS TO FORM:
By:_____________________________
Stephanie Vasquez, City Attorney
Date:
CONSULTANT:
MNS ENGINEERS, INC.
By:_____________________________
Name:_________________________
Title: ___________________________
Date:
4 EXHIBIT “A”
MASTER AGREEMENT
5 EXHIBIT “B”
FEBRUARY 2026 SUPPLEMENTAL PROPOSAL
3850 Vine Street, Suite 110 | Riverside, CA 92507
mnsengineers.com
February 5, 2026
Mayra Garcia
Housing Program Manager
7100 Garfield Avenue
Bell Gardens, CA 90201
SUBJECT: Extension to Professional Services Agreement for Community Development Block Grant (CDBG)
Dear Ms. Garcia,
MNS Engineers (MNS) is pleased to extend services provided to the City of Bell Gardens for the Professional Services Agreement for an additional $18,040 and the not-to-exceed amount increased to $73,140. MNS Engineers will continue to provide a full complement of community development services to our client, including CDBG Administration and labor compliance activities.
The lead proposed team members include:
•Joyce Lee, Project Manager
•Sandra Lee, Labor Compliance Officer
The consulting services to be extended will include, but are not limited to:
MNS is well versed in HUD and HCD grants and program administration. Our team are qualified individuals who have demonstrated experience within the community development, federal and state grants, and housing development industry. MNS looks forward to continuing to provide Professional Services to the City of Bell Gardens. If you have any questions regarding this letter, please contact Damien Delany at 310-408-5052 or [email protected].
Sincerely,
Damien Delany
Hosing Practice Lead
Task
CDBG Administration
Labor Compliance Services
LEGAL NAME
MNS Engineers, Inc.
FIRM OWNERSHIP TYPE
C-Corporation
YEAR FIRM ESTABLISHED
1962
CALIFORNIA DEPARTMENT
OF INDUSTRIAL RELATIONS
DIR No. 1000003564
CORPORATE OFFICE
201 N. Calle Cesar Chavez,
Suite 300
Santa Barbara, CA
93103 805.692.6921
Office/Fax
mnsengineers.com
LOCAL OFFICE
3850 Vine Street
Suite 110
Riverside, CA 92507
PROJECT CONTACT
Damien Delany
Housing Practice
Lead 310.408.5052
[email protected]
CITY OF BELL GARDENS
OFFICE OF THE CITY MANAGER
EXECUTIVE SUMMARY
TO:Honorable Mayor and City Council Members
FROM:Michael O’Kelly, City Manager
BY:Michael O’Kelly, City Manager
SUBJECT:Consideration of a Resolution Approving a Third Amendment to the Existing Agreement for City Attorney Services with Olivarez Madruga Law Organization, LLP
MEETING DATE:February 9, 2026
RECOMMENDATION
It is staff’s recommendation that the City Council adopt the attached Resolution authorizing a Third Amendment to the existing agreement for City Attorney Services with Olivarez Madruga Law Organization, LLP.
BACKGROUND/DISCUSSION
Olivarez Madruga Law Organization, LLP (OMLO) has ably served the City of Bell Gardens (“City”) as its City Attorney since January 28, 2019, when the City Council approved the Agreement (“Master Agreement”) for general legal counsel services. On September 9, 2019, the Master Agreement was amended by way of the First Amendment.
The Master Agreement was again amended on December 11, 2023.
OMLO is a public agency-focused law firm with approximately 30 attorneys and staff.
OMLO attorneys have extensive experience on a broad range of municipal law matters, including the transparency laws like the Ralph M. Brown Act and the California Public Records Act; conflict of interest laws; public agency procurement and contracting matters; election law matters; land use regulation; land development and environmental review; labor and employment law; municipal finance and taxation; police matters and water law.
During its tenure, the City has benefited from OMLO’s expert handling of legal issues on a range of subject areas, including contracts, open meetings and public records, planning, zoning, land use and development, CEQA, election and appointment law compliance matters, cannabis, immigration enforcement, administrative hearings, employment matters and review and defense of subpoenas. OMLO staff also participate in weekly Executive Staff meetings and are available on a day-to-day basis to provide advice and counsel to City staff and City Councilmembers alike.
In light of substantial cost increases over the past few years, OMLO’s current rates have not adequately kept pace with the market and inflation, placing adverse pressures on the retention of key personnel and the recruitment of new personnel.
The proposed hourly rate schedule requested by OMLO as part of the latest amendment to its agreement with the City is as follows:
Partner/Of Counsel $301.00
Associate $280.00
Paralegal/Law Clerk $171.00
Special Matters Partner $385.00
Special Matters Associate $365.00
Reimbursable Partners $456.00
Reimbursable Associate $408.00
The proposed rates would take effect March 1, 2026. The proposed rates shall apply prospectively and shall have no application to any legal services rendered prior to March 1, 2026. The proposed rates shall automatically increase annually on July 1st of each calendar year five percent (5%).
CONCLUSION
It is recommended that the City Council approve the Third Amendment to the existing Agreement for City Attorney Services with OMLO.
FISCAL IMPACT
Pending City Council approval, adjustments will be incorporated through the Fiscal Year 2025-2026 midyear budget process. Please note that some legal fees are payable from non-general fund sources, or are reimbursable from third parties.
APPROVALS:
Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney
Manuel Carrillo, Director of Finance and Administrative Services
RESOLUTION NO. 2026-18
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL
GARDENS, CALIFORNIA, APPROVING A THIRD AMENDMENT TO THE
AGREEMENT FOR CITY ATTORNEY SERVICES WITH OLIVAREZ
MADRUGA LAW ORGANIZATION, LLP
WHEREAS, the City of Bell Gardens (“City”) is a general law city incorporated under the laws of the State of California; and
WHEREAS, on January 28, 2019, the City and Olivarez Madruga Law Organization, LLP (“OMLO”) executed and entered into that certain agreement for general legal counsel services entitled “Agreement for Interim City Attorney Services for the City of Bell Gardens” (hereinafter, the “Master Agreement”); and WHEREAS, the Master Agreement was amended at the Regular Meeting of September 9, 2019, by way of execution of the 2019 First Amendment to Agreement for City Attorney Services, dated September 9, 2019; and
WHEREAS, the Master Agreement was again amended at the Regular Meeting of December 11, 2023; and
WHEREAS, the City and OMLO wish to amend their existing Agreement; and WHEREAS, the approval of the Third Amendment was made at the open session portion of the City Council’s Regular Meeting Agenda in compliance with Government Code Sections 53262, 54953(c)(3) and 54956(b).
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Bell Gardens as follows:
SECTION 1. The City Council finds that the above recitals are true and correct and incorporates them herein.
SECTION 2. The City Council hereby approves the Third Amendment to the Agreement for City Attorney Services with OMLO.
SECTION 3. The City Council further authorizes the City Manager to execute the Third Amendment to City Attorney Services Agreement with OMLO, and consistent with this Resolution, along with any ancillary documents reasonably necessary to effectuate the intent of this Resolution.
SECTION 4. The City Clerk shall attest and certify to the passage and adoption of this Resolution, enter it into the book of original resolutions, and it shall become effective immediately upon its approval.
[Signatures on the following page]
Resolution No. 2026-18
2 of 3
PASSED, APPROVED AND ADOPTED this 9th day of February 2026.
THE CITY OF BELL GARDENS
Miguel De La Rosa, Mayor
APPROVED AS TO FORM: ATTEST:
Stephanie Vasquez Daisy Gomez
City Attorney City Clerk
Resolution No. 2026-18
3 of 3
I, ________________, City Clerk of the City of Bell Gardens, hereby CERTIFY that City Council Resolution No. ___________was adopted by the Bell Gardens City Council at a regular meeting of the City Council held on Monday, ___________ and was approved and passed by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
________________________________
Daisy Gomez
City Clerk
1 2026
THIRD AMENDMENT TO THE
AGREEMENT FOR CITY ATTORNEY SERVICES WITH
OLIVAREZ MADRUGA LAW ORGANIZATION, LLP
THIS 2026 THIRD AMENDMENT TO THE AGREEMENT FOR CITY ATTORNEY SERVICES (“Third Amendment”) is made and entered into this 9th day of February 2026 (“Effective Date”), by and between the law firm of OLIVAREZ MADRUGA LAW ORGANIZATION, LLP, a California limited liability partnership (the “FIRM”), and the CITY OF BELL GARDENS (the “CITY”). CITY and FIRM are sometimes individually referred to herein as a “Party” and collectively referred to herein as “Parties.”
RECITALS
WHEREAS, on January 28, 2019, the Parties executed and entered into that certain agreement for general legal counsel services entitled “Agreement for Interim City Attorney Services for the City of Bell Gardens” (hereinafter, the “Master Agreement”); and
WHEREAS, the Master Agreement was amended at the Regular Meeting of September 9, 2019, by way of execution of the 2019 First Amendment to Agreement for City Attorney Services, dated September 9, 2019; and
WHEREAS, the Master Agreement was again amended at the Regular Meeting of December 11, 2023; and
WHEREAS, for the purposes of this Third Amendment, the Master Agreement, as amended by the Second Amendment and First Amendment, may be collectively referred to as the “Master Agreement,” which is attached and incorporated hereto as Exhibit “A”; and
WHEREAS, Section 16 (INTEGRATED AGREEMENT; AMENDMENT) of the Master Agreement requires that any modifications or additions to the Master Agreement must be made in writing; and
WHEREAS, this Third Amendment was approved by the City Council at its regular meeting of February 9, 2026, in open session as part of the Regular Meeting Agenda in compliance with Government Code Sections 53262 and 54956(b).
THIRD AMENDMENT TO AGREEMENT
NOW THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES AND COVENANTS CONTAINED HEREIN, THE PARTIES AGREE AS FOLLOWS:
SECTION 1. Section 5 (COMPENSATION) of the Master Agreement is hereby repealed, deleted and replaced in its entirety and shall instead read as follows:
2 Effective March 1, 2026, FIRM shall be compensated for the performance of legal services at the following hourly rates:
Personnel Rate
Partner/Of Counsel $301.00
Associate $280.00
Paralegal/Law Clerk $171.00
Special Matters Partner $385.00
Special Matters Associate $365.00
Reimbursable Partners $456.00
Reimbursable Associate $408.00
Definition of Special Matters
The definition of the term “Special Matters” may include, but is not limited to the following:
• Litigation and formal administrative or other adjudicatory hearing matters, including subpoenas, Pitchess motions and other police litigation matters. • SB 1421 Public Records Acts Requests.
• Labor negotiations and employment matters.
• Redevelopment/successor agency and housing matters.
• CEQA, complex environmental matters and solid waste matters. • Non-routine land use and development matters, including development agreements and general plan updates. Tax, assessment and property related fee/charge matters governed by Prop 218.
• Preparation of ballot measure ordinances and related materials. • Public works construction disputes.
• Utility related matters.
• Land acquisition and disposition.
• Non-routine real estate matters.
• Telecommunications.
The FIRM shall work with the City Manager to prepare procedures for authorizing individual Special Matter efforts, which procedures shall include that the FIRM first obtain the approval of the City Manager before proceeding with the matter.
Definition of Reimbursable (Cost Recovery)
The Parties acknowledge, understand, and agree that from time to time FIRM may be tasked with performing legal services for the CITY for which fees and other related costs charged by FIRM are reimbursable to CITY by third parties pursuant to: (i) agreements between the CITY and such third pa rties, including but not limited to development agreements, cooperative agreements, cost sharing
3 agreements and/or memorandums of understanding; (ii) conditions of land use or other approvals granted and/or imposed by the CITY, including but not limited to fees and costs associated with the CITY’s participation in the defense of CITY - granted land use entitlements and other approvals on behalf of, or in cooperation with, third-party real party in interest applicants where the applicant has agreed to indemnify, defend and hold harmless the CITY for such defense; (iii) judgments or orders issued by State or federal courts or State, federal or other regulatory bodies; and/or (iv) legal settlements between the CITY and any third party, such reimbursable fees and costs hereinafter referred to collectively as “Reimbursable Fees.”
Commencing as of July 1, 2026, and annually on July 1st of each calendar year thereafter, the rates set forth above (hereinafter, the “Approved Rate Schedule”) shall be increased automatically by FIRM by five percent (5%). CITY shall pay sums due on all invoices within thirty (30) days from the date of receipt.”
SECTION 2. Except as otherwise provided under this Third Amendment, the Master Agreement shall remain binding, controlling and in full force and effect. (A true and correct copy of the original Master A greement is attached and incorporated hereto as Exhibit “A” to this Third Amendment.)
SECTION 3. The provisions of the Third Amendment shall be deemed a part of the Master Agreement, as amended by the Second Amendment, First Amendment, and except as otherwise provided under the Third Amendment, the Second Amendment, the First Amendment and the Master Agreement and all provisions contained therein shall remain binding and enforceable. In the event of any conflict or inconsistency between the provisions of the Third Amendment and the provisions of the Second Amendment, the First Amendment and Master Agreement, the provisions of the Third Amendment shall govern and control, but only in so far as such provisions conflict with the Second Amendment, the First Amendment and Master Agreement, and no further.
SECTION 4. The Master Agreement together with the Third Amendment, the Second Amendment and the First Amendment shall constitute the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersede all other agreements or understandings, whether oral or written, or entered into between CITY and FIRM prior to the execution of the same. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid or binding. No amendment, modification or supplement to the Master Agreement, Third Amendment, Second Amendment or First Amendment shall be valid and binding unless in writing and duly executed by the Parties in the form of a written agreement amendment.
4 IN WITNESS WHEREOF, the Parties hereto have caused this Third Amendment to be executed on the day and year first appearing above.
CITY OF BELL GARDENS
By:
Michael B. O’Kelly, City Manager
OLIVAREZ MADRUGA LAW ORGANIZATION, LLP
By:________________________________
Stephanie Vasquez, City Attorney
5 EXHIBIT “A”
MASTER AGREEMENT
CITY OF BELL GARDENS
OFFICE OF THE CITY MANAGER
EXECUTIVE SUMMARY
REVISED
TO:Honorable Mayor and City Council Members
FROM:Michael B. O’Kelly, City Manager
BY: Bernardo Iniguez, Director of Public Works/Facilities SUBJECT: Approval of Plans and Specifications for the Police Department Fire Suppression System Improvements and Consideration of a
Resolution Approving a Cooperative Agreement with Kimble Fire Protection, a Subsidiary of APi National Service Group, Inc. for the Police Department Fire Suppression System Improvements
MEETING DATE:February 9, 2026
RECOMMENDATION:
It is staff’s recommendation that the City Council:
1. Approve the plans and specifications for the Police Department Fire Alarm System Improvements;
2. Adopt the attached Resolution approving a Cooperative Agreement with Kimble Fire Protection, a subsidiary of APi National Service Group, Inc., for the Police Department fire suppression system improvements for a total amount not to exceed $262,059.37, in a form approved by the City Attorney;
3. Authorize the City Manager to execute the Cooperative Agreement and approve change orders that may be necessary during construction to cover any unforeseen condition in an amount not to exceed 10% of the agreement amount; and
4. Appropriate $288,265.35 in General Funds to complete the improvements.
BACKGROUND / DISCUSSION:
City facilities with fire protection systems are subject to annual inspections to ensure proper response during emergencies and unforeseen circumstances. The Los Angeles County Fire Department (LACFD) is the local agency that oversees these protocols and deploys inspectors to verify that fire protection systems are working properly.
Site inspections at the Police Department facility revealed deficiencies in the fire systems which require additional repairs in order to complete the mandatory inspections and meet all requirements set forth by the Los Angeles County Fire Department.
Under Section 3.04.100(E) of the Bell Gardens Municipal Code, the City's purchasing policy allows for an exception to the purchasing policy when the supplier offers the same
or better price, terms and conditions as a supplier offered as the lowest responsible bidder under a competitive procurement conducted by another city or public agency.
Sourcewell (formerly National Joint Powers Alliance NJPA) was created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) as a service cooperative.
Sourcewell is a local government unit, public corporation, and public agency that offers cooperative procurement solutions to its members. Participation is open to all levels of a governmental entity, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada. The City of Bell Gardens is a member of Sourcewell, and membership entitles the City to access competitively bid national contracts resulting in lower priced vehicles due to economies of scale.
Sourcewell is authorized to establish competitively awarded cooperative purchasing contracts on behalf of itself and its participating agencies, and follows the competitive contracting law process to solicit, evaluate, and award cooperative purchasing contracts for goods and services.
On October 22, 2024, Sourcewell issued a Request for Proposals (Sourcewell RFP) for Facility Security Systems, Equipment, and Software with Related Services. On December 9, 2024, APi National Service Group, Inc. (APi) submitted a bid and on February 18, 2025, Sourcewell and APi entered into Contract Number 121024-API (Sourcewell Contract) with an effective date of February 18, 2025, and expiration date of February 18, 2029.
In order to expedite the completion of the proposed fire suppression system improvements, on January 20, 2026, Public Works staff requested a cost proposal from Kimble Fire Protection, a subsidiary of APi, under the Sourcewell Contract for the Police Department fire suppression system improvements. Kimble Fire Protection, a subsidiary of APi provided a cost proposal totaling $262,059.37 for the improvements.
The scope of work will include the following items:
•Provide labor and materials to upgrade/replace existing non-operational fire alarm system as required by LACFD per LACFD approved drawings dated 7-22-25. •All work to be in accordance with NFPA (Current Editions) requirements and local authorities having legal control, i.e. the Los Angeles County Fire Department. •Daily clean up by Api.
• Provide all conduits and wire, as needed, to install per approved plans where existing conduits are not currently installed.
• Prevailing wages per current DIR through September 2026. • Working hours to be Non-Holiday Friday and Saturday for a total of 10-hour days per man.
• Provide and install Non-Proprietary fire alarm system and components. • Project Management and supervision for scope of work. • Signage for panels and equipment.
• As-builts drawing, equipment training, and close out documentation.
ENVIRONMENTAL ANALYSIS:
Pursuant to the California Environmental Quality Act (CEQA) (Public Resources Code §§ 21000, et seq.) and CEQA Guidelines (California Code of Regulations, Title 14, §§ 15000, et seq.), the City conducted an environmental assessment. Based on the environmental assessment, the Police Department fire suppression system improvements were
determined to be categorically exempt pursuant to CEQA Guidelines § 15303 (Class 1 – Existing Facilities). A Notice of Exemption will be prepared and filed with the L.A. County Registrar Recorder’s Office.
CONCLUSION:
If the attached plans and specifications are approved and the attached Resolution is adopted, staff will process the agreement for signatures and issue a Notice to Proceed for the Police Department fire suppression improvements to Kimble Fire Protection, a subsidiary of APi.
FISCAL IMPACT:
The Cooperative Agreement not to exceed amount is $262,059.37. A 10% contingency in the amount of $26,205.98 would be added to the Cooperative Agreement to cover unforeseen or additional costs, for a total amount of $288,265.35. An appropriation of $288,265.35 in General Funds is needed to complete the Police Department fire suppression system improvements.
APPROVALS:
Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney
Manuel Carrillo, Director of Finance and Administrative Services
RESOLUTION NO. 2026-19
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL
GARDENS, CALIFORNIA, APPROVING A COOPERATIVE AGREEMENT
BY AND BETWEEN THE CITY OF BELL GARDENS AND KIMBLE FIRE
PROTECTION, A SUBSIDIARY OF API NATIONAL SERVICE GROUP, INC. FOR THE POLICE DEPARTMENT FIRE SUPPRESSION SYSTEM
IMPROVEMENTS
WHEREAS, the City of Bell Gardens (“City”) Police Department needs a secured facility with a proper fire suppression system, and
WHEREAS, site inspections revealed deficiencies in the fire suppression system which require additional repairs in order to complete the mandatory inspections and meet all requirements set forth by the Los Angeles County Fire Department; and WHEREAS, it has been determined that the Police Department facility requires new fire suppression system improvements; and
WHEREAS, under Section 3.04.100(E) of the Bell Gardens Municipal Code, the City’s purchasing policy allows for an exception when the supplier offers the same or better price, terms and conditions as a supplier offers the lowest responsible bidder under a competitive procurement conducted by another city or public agency; and WHEREAS, Sourcewell (formerly National Joint Powers Alliance NJPA) is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to its members; and
WHEREAS, on October 22, 2024, Sourcewell issued a Request for Proposals (Sourcewell RFP #121024) for Facility Security Systems, Equipment, and Software with Related Services, and
WHEREAS, On December 9, 2024, APi National Service Group, Inc. (“APi”) submitted a proposal in response to the Sourcewell RFP; and WHEREAS, on February 18, 2025, APi and Sourcewell entered into Contract Number 121024-API (“Sourcewell Contract”) with an effective date of February 18, 2025, and expiration date of February 18, 2029, and
WHEREAS, Kimble Fire Protection is a subsidiary of APi; and WHEREAS, the City is a member of Sourcewell and membership entitles the City to access competitively bid national contracts; and
WHEREAS, the City Council finds that the City has complied with the procurement processes; and
Resolution No. 2026-19
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WHEREAS, the City desires to enter into a Cooperative Agreement with Kimble Fire Protection, a subsidiary of APi, for the Police Department fire suppression system improvements under Sourcewell Contract Number 121024-API.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Bell Gardens as follows:
SECTION 1. The City Council, after consideration of the staff report and presentation, discussion, oral testimony and evidence presented to the City Council, hereby finds that the above recitals are true and correct and incorporate them herein.
SECTION 2. The City Council finds that the City has complied with local, state and federal requirements for procurement as members of Sourcewell.
SECTION 3. The City Council hereby approves a Cooperative Agreement with Kimble Fire Protection, a subsidiary of APi, for the Police Department fire suppression system improvements for a total not-to-exceed sum of $262,059.37, with a ten percent (10%) contingency, in a form approved by the City Attorney.
SECTION 4. The City Council further authorizes and directs the City Manager to execute the Cooperative Agreement with Kimble Fire Protection, a subsidiary of APi, consistent with this Resolution along with any ancillary documents reasonably necessary to effectuate the intent of this Resolution.
SECTION 5. The City Clerk shall attest and certify to the passage and adoption of this Resolution and enter it into the book of original resolutions, and it shall become effective immediately upon approval.
PASSED, APPROVED, and ADOPTED this 9th day of February, 2026.
THE CITY OF BELL GARDENS
Miguel De La Rosa, Mayor
APPROVED AS TO FORM: ATTEST:
Stephanie Vasquez Daisy Gomez
City Attorney City Clerk
Resolution No. 2026-19
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I, ____________________, City Clerk of the City of Bell Gardens, hereby CERTIFY that City Council Resolution No. ___________was adopted by the Bell Gardens City Council at a regular meeting of the City Council held on February 9, 2026, and was approved and passed by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
1 2026
COOPERATIVE AGREEMENT
(Engagement: Police Department Fire Suppression System Improvements ) (Parties: City of Bell Gardens and Kimble Fire Protection, a Subsidiary of APi National Service Group, Inc.)
THIS COOPERATIVE AGREEMENT (hereinafter, “Agreement”) is made and entered into this day of 2026, by and between the CITY OF BELL GARDENS, a municipal corporation (hereinafter, “City”) and KIMBLE FIRE PROTECTION, A SUBSIDIARY OF API NATIONAL SERVICE GROUP, INC. (hereinafter, “Contractor”).
For the purposes of this Agreement, City and Contractor may be referred to collectively by the capitalized term “Parties.” The capitalized term “Party” may refer to City or Contractor interchangeably.
RECITALS
WHEREAS, City is a municipal corporation organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose; and
WHEREAS, City requires fire suppression system improvements at the Police Department; and
WHEREAS, per Section 3.04.100(E) (Exceptions) of Chapter 3.04 (Purchasing System) of the Bell Gardens Municipal Code (hereinafter, “Section 3.04.100”), the purchasing policy may be dispensed with when supplies, services or equipment can be produced from a supplier who offers the same or better prices, terms and/or conditions as the supplier previously offered as the lowest responsible bidder under competitive procurement conducted by another city or public agency; and
WHEREAS, on October 22, 2024, Sourcewell (hereinafter, “Sourcewell”) issued RFP #121024, Request for Proposals for Facility Security Systems, Equipment and Software with Related Services (hereinafter, “Sourcewell RFP”); and
WHEREAS, on December 9, 2024, Contractor submitted a proposal; and
WHEREAS, on February 18, 2025, Contractor and Sourcewell entered into Contract Number 121024-API (hereinafter, “Sourcewell Contract”) with an expiration date of February 18, 2029; and
WHEREAS, as authorized under Section 3.04.100(E) of the Bell Gardens Municipal Code, City wishes to avail itself of the opportunity to receive services and pricing as provided under the Sourcewell Contract; and
WHEREAS, City desires to enter into an agreement with Contractor for services for the fire suppression system improvements at the Police Department, upon the conditions set forth below.
2 NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, City and Contractor, agree as follows:
Section 1. DESCRIPTION OF MATERIALS AND SERVICES
A. Subject to all the terms and conditions of this Agreement, Contractor agrees to provide services for the fire suppression system improvements at the Police Department, as described in the City’s General Provisions (hereinafter, “General Provisions”), which are attached and incorporated hereto as Exhibit “A” and in Contractor’s “City of Bell Gardens Fire Alarm System Upgrades” dated February 6, 2025 (hereinafter, the “Quote”), which is attached and incorporated hereto as Exhibit “B”. For purposes of this Agreement, the capitalized term “Project” shall refer to the services for the fire suppression system improvements at the Police Department. The prices charged by Contractor to City for the Project listed in the Quote shall be no greater than the prices charged to Sourcewell under the Sourcewell RFP. Except as otherwise provided herein the Project shall, in all respects, meet the specifications for identical Project set forth under the Sourcewell RFP and shall be subject to all warranties set forth under the Sourcewell RFP and Sourcewell Contract (Collectively referred to as “Sourcewell Documents”). A true and correct copy of the Sourcewell Documents are attached and incorporated hereto as Exhibit “C”.
B. Contractor’s performance under this Agreement includes all transportation services, labor, material, tools and equipment necessary for Contractor to complete the Project at the location(s) specified by the City Representatives in a good workmanlike manner. Contractor shall not commence the Project until such time as City issues a written notice to proceed (hereinafter, the “Notice to Proceed”) with the Project, which notice shall specify the date, time and location , along with such other written instructions as may be provided by the City Representatives.
C. Contractor shall perform all services and tasks contemplated under this Agreement continuously and with due diligence. City shall in no way be responsible for undertaking the Project with its own personnel or any other contracted third-party, nor shall City be responsible for providing Contractor’s personnel with training, tools or equipment required to complete the Project. The Project shall be completed within thirty (30) working days from the City’s issuance of a written Notice to Proceed.
D. The Project shall be subject to inspection by City and may be rejected by City if the Project does not meet the specifications called for under this Agreement or is otherwise defective. The Project shall be considered accepted upon City’s issuance of a written Notice of Acceptance, which shall not be unreasonably withheld or delayed. At any time prior to the issuance of a Notice of Acceptance, City may reject, and demand repairs for the tasks which do not meet the required specifications of the Project and such repairs shall be borne solely and exclusively by Contractor. No payment shall be required until repairs are complete. Prior to
3 the issuance of such Notice of Acceptance, Contractor, at Contractor’s sole cost and expense, shall be required to make all such repairs, modifications or corrections to the Project as may be necessary to ensure that the Project is performed in accordance with the agreed specifications.
E. City’s acceptance of the Project shall be conditioned upon the final inspection by City, as specified under Section 5 of this Agreement, below, to ensure that the Project satisfies the requirements of the City and is capable of performing in accordance with performance standards set forth in the specifications of the Sourcewell RFP. City reserves the right to direct to repair, at no additional cost to City, any portion of the Project which is determined to be damaged, defective or other non-compliant with such specifications.
Section 2. STANDARD OF CARE
A. Contractor represents, acknowledges and agrees as follows:
1. Contractor shall perform all work and services contemplated under this Agreement skillfully, competently and to the highest standards applicable to the Contractor’s field;
2. Contractor shall perform all work in a manner reasonably satisfactory to the City;
3. Contractor shall comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000, et seq.);
4. Contractor understands the nature and scope of the work to be performed under this Agreement as well as any and all schedules of performance ;
5. All of Contractor’s employees and agents (including but not limited to Contractor’s subcontractors and subconsultants) possess sufficient skill, knowledge, training and experience to perform those services and tasks contemplated under this Agreement; and
6. All of Contractor’s employees and agents (including but not limited to Contractor’s subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals shall be maintained throughout the term of this Agreement.
The Parties acknowledge and agree that Contractor’s acceptance of any work performed by or on Contractor’s behalf shall not constitute a release of any defects or damage to the Project undetectable or otherwise unknown to City at the time of
4 acceptance. The Parties further acknowledge, understand and ag ree that City has relied upon the foregoing representations of Contractor, including but not limited to the representation that possesses the skills, training, knowledge and experience necessary to perform all services and tasks contemplated under this Agreement in a skillful and competent manner.
Section 3. REPRESENTATIVES
A. City Representative. For the purposes of this Agreement, the Agreement administrator and City’s representative shall be Bernardo Iniguez, Director of Public Works/Facilities (hereinafter, the “City Representative”). It shall be Contractor’s responsibility to assure that the City Representative is kept informed of the progress of the performance of the services and Contractor shall refer any decisions which must be made by City to the City Representative. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the City Representative.
B. Contractor Representative. For the purposes of this Agreement, Rene Suarez, Project Manager, is hereby designated as the principal and representative of Contractor authorized to act on its behalf with respect to Contractor’s performance under this Agreement and to make all decisions in connection therewith (the “Contractor Representative”). Notice to the Contractor Representative shall be written to constitute notice to Contractor.
Section 4. CONTRACTOR’S PERSONNEL
A. Contractor represents that it has, or will secure at its own expense, all personnel required to perform the services and tasks required under this Agreement. All such services will be performed by or under its supervision, and all personnel engaged in the work shall possess the qualifications, permits and licenses required by applicable law to perform such services.
B. Contractor shall be solely responsible for the satisfactory work performance of all personnel engaged in performing services required by this Agreement, and compliance with all reasonable performance standards established by C ity.
C. In the event that City, in its sole and absolute discretion, at any time during the term of this Agreement, desires the removal of any person or persons assigned to perform services pursuant to this Agreement, Contractor shall remove any such person immediately upon receiving notice from City of the desire of City for the removal of such person or persons.
D. Contractor shall be responsible for payment of all employees’ and subcontractors’ wages and benefits and shall comply with all requirements pertaining to employer’s liability, workers’ compensation, unemployment insurance, and Social Security.
E. Permits and Licenses. Contractor shall obtain and maintain during the Agreement
5 term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a City business license.
Section 5. INSTRUCTION ON MAINTENANCE
City’s personnel, in coordination with Contractor’s personnel, shall have a period of thirty (30) calendar days from the date the Project completion to run performance tests of the Project in order to determine whether or not the Project meets specifications, is not damaged and is functioning properly. Contractor, during the testing and inspection period contemplated herein, shall also provide City personnel with instruction and training on maintenance of the Project and shall supply City with true and correct copies of all technical specifications, operating manuals and other materials relating to the maintenance and upkeep of the Project. The foregoing shall be in addition to and not in lieu of any training program specified under the Sourcewell Documents. Unless otherwise notified in writing, the Project shall be deemed accepted following the end of the 30-day testing and instruction period. City’s issuance of notification of conditions, circumstances or other factors which make the City unwilling to accept the Project shall toll, the expiration of the 30-day testing and instruction period as to the entire Project.
Section 6. WARRANTIES
Contractor shall extend to City all such warranties for the Project provided to Sourcewell under the Sourcewell Documents, subject to the same terms and conditions set forth therein.
Section 7. COMPENSATION
A. Compensation. Contractor shall complete the Project as referenced in the Quote at pricing that is no greater than the pricing provided to Sourcewell for identical services under the Sourcewell Documents. The foregoing notwithstanding, Contractor’s total aggregate compensation for the Project shall not exceed the aggregate sum of TWO HUNDRED SIXTY-TWO THOUSAND FIFTY-NINE DOLLARS AND THIRTY-SEVEN CENTS ($262,059.37) (hereinafter, the “Not-to- Exceed Amount”).
B. As authorized by the City Council at its Regular Meeting of February 9, 2026, and subject to any applicable restrictions set forth under the Bell Gardens Municipal Code as the same may be amended from time to time or applicable State law, City, in its sole and absolute discretion, may authorize expenditures in excess of the Not-to-Exceed Amount without further City Council approval provided such additional expenditures do not cumulatively exceed an amount equal to ten percent (10%) of the Not-to-Exceed Amount. Any such additional expenditures must be approved by the City Manager in writing before they may be incurred.
Section 8. SURETY BOND
A. Performance Bond. Contractor shall execute and provide to City concurrently with
6 this Agreement a Performance Bond in the amount of the total Not-to-Exceed Sum.
The Performance Bond shall be in a form approved by City. No payment shall be made to Contractor until the Performance Bond has been received and approved by the City or the requirement for the Performance Bond has been waived.
B. Labor and Materials Bond. Contractor shall execute and provide to City concurrently with this Agreement a Labor and Materials Bond in the amount of the Not-to-Exceed Sum. The Labor and Materials Bond shall be in a form approved by City. No payment shall be made to Contractor until the Labor and Materials Bond has been received and approved by the City.
Section 9. PREVAILING WAGES AND GENERAL LABOR COMPLIANCE AND
REPORTING
A. Contractor shall comply with the provisions of the Labor Code applicable to public works, in the manner set forth under this Section. In addition to any other indemnification obligation set forth under this Agreement, Contractor shall indemnify, hold harmless, and defend City concerning any liability arising out of Labor Code Section 1720 et seq.
B. Contractor and any subcontractor performing or contracting any portion of the Project shall comply with all applicable provisions of the California Labor Code for all workers, laborers and mechanics of all crafts, classifications or types, including, but necessarily limited to the following:
1. In accordance with California Labor Code Section 1810, eight (8) hours of labor in performance of the Project shall constitute a legal day’s work under this Contract. Contractor and any subcontractor shall pay workers overtime pay (not less than 1 1/2 times the base rate of pay) as required by California Labor Code Section 1815. Contractor and any subcontractor shall, as a penalty to the City, forfeit Twenty-Five Dollars ($25) for each worker employed in the execution of the contract by the respective con tractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation to the provisions of Article 3 of Chapter 1 of Part 7, Division 2 of the California Labor Code, which is incorporated by this reference as though fully set forth herein.
2. Pursuant to the provisions of California Labor Code Sections 1770 et. seq., Contractor and any subcontractor under Contractor shall pay not less than the prevailing rate of per diem wages as determined by the Director of the California Department of Industrial Relations. Pursuant to the provisions of California Labor Code Section 1773.2, Contractor is hereby advised that copies of the prevailing rate of per diem wages and a general prevailing rate for holidays, Saturdays and Sundays and overtime work in the locality in which the work is to be performed for each craft, classification, or type of worker required to execute the Agreement, are on file at the Public Works
7 Yard, which copies shall be made available to any interested party on request. Contractor shall post a copy of said prevailing rate of per diem wages at each job site.
C. As required by Section 1773.1 of the California Labor Code, Contractor shall pay travel and subsistence payments to each worker needed to execute the Project, as such travel and subsistence payments are defined in the applicable collective bargaining agreements filed in accordance with this Section.
D. To establish such travel and subsistence payments, the representative of any craft, classification, or type of workman needed to execute the contracts shall file with the Department of Industrial Relations fully executed copies of collective bargaining agreements for the particular craft, classification or type of work involved. Such agreements shall be filed within ten (10) days after their execution and thereafter shall establish such travel and payments.
E. Contractor shall comply with the provisions of Section 1775 of the California Labor Code and shall, as a penalty to City, forfeit up to Fifty Dollars ($50) for each calendar day, or portion thereof, for each worker paid less than the prevailing rate of per diem wages for each craft, classification, or type of worker needed to execute the contract. Contractor shall pay each worker an amount equal to the difference between the prevailing wage rates and the amount paid worker for each calendar day or portion thereof for which a worker was paid less than the prevailing wage rate. Contractor is required to pay all applicable penalties and back wages in the event of violation of prevailing wage law, and Contractor and any subcontractor shall fully comply with California Labor Code Section 1775, which is incorporated by this reference as though fully set forth herein.
F. Contractor and any subcontractor shall maintain and make available for inspection payroll records as required by Labor Code Section 1776, which is incorporated by this reference as though fully set forth herein. Contractor is responsible for ensuring compliance with Labor Code Section 1776 and shall keep accurate payroll records containing all such information as may be called for under Labor Code Section 1776 and other applicable provisions of State law.
G. Contractor and any subcontractors shall, when they employ any person in any apprenticeable craft or trade, apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the work site for a certificate approving Contractor or subcontractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected; and shall comply with all other requirements of Section 1777.5 of the California Labor Code, which is incorporated by this reference as though fully set forth herein. The responsibility of compliance with California Labor Code Section 1777.5 during the performance of this contract rests with CONTRACTOR. Pursuant to California Labor Code Section 1777.7, in the event CONTRACTOR knowingly fails to comply with the provisions of California Labor Code Section 1777.5, civil penalties will be assessed. Contractor shall also be
8 subject to California Labor Code Section 1777.1.
H. In accordance with the provisions of Article 5, Chapter 1, Part 7, Division 2 (commencing with Section 1860), and Chapter 4, Part 1, Division 4 (commencing with Section 3700) of the California Labor Code, Contractor is required to secure the payment of compensation to its employees and for that purpose obtain and keep in effect adequate Workers' Compensation Insurance and Employers Liability Insurance. If Contractor, in the sole discretion of the City satisfies the City of the responsibility and capacity under the applicable Workers' Compensation Laws, if any, to act as self-insurer, Contractor may so act, and in such case, the insurance required by this paragraph need not be provided. Contractor is advised of the provisions of Section 3700 of the California Labor Code, which requires every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code and shall comply with such provisions and have Employer’s General Liability limits of $1,000,000 per accident before commencing the performance of the Work of this Agreement.
The Notice to Proceed with the Project under this Agreement will not be issued, and Contractor shall not commence the Work, until Contractor submits written evidence that it has obtained full Workers' Compensation Insurance coverage for all persons whom it employs or may employ in carrying out the Project under this Agreement. This insurance shall be in accordance with the requirements of the most current and applicable state Workers' Compensation Insurance Laws. In accordance with the provisions of Section 1861 of the California Labor Code, Contractor in signing this Agreement certifies to the City as true the following statement: "I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the Work of this Agreement." A subcontractor is not allowed to commence the Project until verification of Workers’ Compensation Insurance coverage has been obtained and verified by Contractor and submitted to the Public Work’s Director for the City’s review and records.
I. In accordance with the provisions of Section 1727 of the California Labor Code, the City, before making payment to Contractor of money due under a contract for public work, shall withhold and retain therefrom all amounts required to satisfy any civil wage and penalty assessment issued by the Labor Commissioner, along with the terms of Chapter 1, Part 7, Division 2 of the California Labor Code (commencing with Section 1720). But no sum shall be withheld, retained or forfeited, except from the final payment, without a full investigation by either the Division of Labor Standards Enforcement or by the City.
Section 10. PROHIBITED INTERESTS
Contractor warrants, represents and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants and represents that it has
9 not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the absolute and unfettered right to rescind this Agreement without liability or penalty. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
Section 11. INDEPENDENT CONTRACTOR
Contractor will act hereunder as an independent contractor. This Agreement shall not and is not intended to constitute as an agent, servant, or employee of C ity and shall not and is not intended to create the relationship of partnership, joint ven ture or association between City and Contractor.
Section 12. RECORDS AND INSPECTION
Contractor shall maintain full and accurate records with respect to all matters covered under this Agreement for a period of three (3) years. City shall have access, without charge, upon reasonable notice, during normal business hours to such records, and the right to examine and audit the same and to make transcripts therefrom, and to inspect all program data, documents, proceedings, and activities. This right inspection shall not extend to the makeup of lump sum prices, day rates, or profit margins.
Section 13. CONFLICTS OF INTEREST
Contractor hereby warrants for itself, its employees, and subcontractors that those persons presently have no interest and shall not obtain any interest, direct or indirect, which would conflict in any manner with the performance of the services contemplated by this Agreement. No person having such conflicting interest shall be employed by or associated with in connection with the Project. Contractor hereby warrants for itself, its employees, and subcontractors that no such person shall engage in any conduct which would constitute a conflict of interest under any City ordinance, state law or federal statute. Contractor agrees that a clause substantially similar to this Section shall be incorporated into any sub-contract that executes in connection with the performance of this Agreement.
Section 14. INDEMNIFICATION
Contractor shall indemnify, defend and hold harmless the City, its elected and appointed officials, commissioners, officers, employees, agents and volunteers for the same types of loss, claims, suits, actions, damages and causes of action to the extent caused by the acts or omissions of Contractor and to the same extent afforded to Sourcewell, Sourcewell’s officials, commissioners, officers, agents, employees and volunteers.
10 Section 15. INSURANCE
Contractor shall, at all times during its period of performance under this Agreement, maintain all policies of insurance at the same coverage levels and of the same type and scope as set forth under Sourcewell Documents.
Section 16. MUTUAL COOPERATION
A. City shall provide all pertinent data, documents and other requested information as is reasonably available for the proper performance of Contractor’s services.
B. In the event any claim or action is brought against City relating to Contractor’s performance in connection with this Agreement, Contractor shall render any reasonable assistance that City may require.
Section 17. TERMINATION FOR CONVENIENCE; TERMINATION FOR CAUSE
A. Termination for Convenience. Prior to the issuance of City’s written Notice to Proceed, City may immediately terminate this Agreement, without cause, without liability and free of any charge or cost to City. After the City’s issuance of a written Notice to Proceed, City may terminate this Agreement for convenience and without cause upon fifteen (15) days of written notice to Contractor. Such termination for convenience shall be made in writing signed by the City Representative specifying the effective date of such termination. Contractor may only terminate this Agreement for cause. Except as otherwise provided herein, in the event of City’s termination of this Agreement for convenience, Contractor shall be compensated for any materials delivered to and accepted by City and for such services performed up to the effective date of the termination.
B. Termination for Cause. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) shall occur. For all Events of Default, the Party alleging an Event of Default shall give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which shall specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default shall be cured, which shall not be less than the applicable cure period set forth under subsection 1 7(C) below, or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default shall constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement. An Event of Default shall include, but shall not be limited to the following: (i) Contractor’s failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (ii) Contractor’s and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iii) the
11 initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to Contractor, whether voluntary of involuntary; (iv) Contractor’s refusal or failure to perform or observe any covenant, condition, obligation or provision of this Agreement; and/or (v) City’s discovery that a statement representation or warranty by relating to this Agreement is false or erroneous in any material respect.
C. Contractor shall cure the following Events of Defaults within the following time periods:
1. Within ten (10) calendar days of City’s issuance of a Default Notice for any failure to timely provide City or its agents with any information and/or written reports, documentation or work product which Contractor is obligated to provide to City or its agents under this Agreement. Prior to the expiration of the 10-day cure period, Contractor may submit a written request for additional time to cure the Event of Default upon a showing that it has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 10-day cure period. The foregoing notwithstanding, City shall be under no obligation to grant additional time for the cure of an Event of Default under this subsection that exceeds thirty (30) calendar days from the end of the initial 10-day cure period; or
2. Within fifteen (15) calendar days of City’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 15-day cure period, may submit a written request for additional time to cure the Event of Default upon a showing that has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 30-day cure period. The foregoing notwithstanding, City shall be under no obligation to grant additional time for the cure of an Event of Default under this subsection that exceeds fifteen (15) calendar days from the end of the initial 15-day cure period.
If an Event of Default relates to a material falsehood or misrepresentation set forth in the Surfacing specifications that is not susceptible to a cure, City in its sole and absolute discretion may elect to treat the falsehood or misrepresentation as a breach of this Agreement or waive the falsehood or misrepresentation. The foregoing notwithstanding, the prior waiver of a falsehood or misrepresentation as an Event of Default shall not operate as a waiver or any other falsehood or misrepresentation later discovered by City.
D. Except as otherwise specified in this Agreement, City shall cure any Event of Default asserted by within thirty (30) calendar days of Contractor’s issuance of a Default Notice, unless the Event of Default cannot reasonably be cured within the 30-day cure period. Prior to the expiration of the 30-day cure period, City may submit a written request for additional time to cure the Event of Default upon a showing that City has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 30-day cure period.
12 The foregoing notwithstanding, an Event of Default dealing with City’s failure to timely pay any undisputed sums to Contractor shall be cured by City within thirty (30) calendar days from the date of Contractor’s Default Notice to City.
E. City, in its sole and absolute discretion, may also immediately suspend Contractor’s performance under this Agreement (or the performance of any specific task or function performed by under this Agreement) pending Contractor’s cure of any Event of Default by giving written notice of C ity’s intent to suspend Contractor’s performance (hereinafter, a “Suspension Notice”). City may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, Contractor shall be compensated only for those services and tasks which have been rendered to the reasonable satisfaction of C ity up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of City shall operate to prohibit or otherwise restrict City’s ability to suspend this Agreement as provided herein.
F. No waiver of any Event of Default or breach under this Agreement shall constitute a waiver of any other or subsequent Event of Default or breach. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
G. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. In addition to any other remedies available to City at law or under this Agreement in the event of any breach of this Agreement, City, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
1. Upon fifteen (15) day written notice to Contractor, the City may terminate this Agreement in whole or in part;
2. Upon written notice to Contractor, the City may extend the time of performance;
3. The City may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for Contractor’s breach of the Agreement, obtain specific performance from Contractor or to terminate the Agreement; or
4. The City may exercise any other available and lawful right or remedy.
H. In the event City is in breach of this Agreement, Contractor’s sole remedy shall be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed under this Agreement for completed services and tasks. In no event shall Contractor be entitled to receive more than the amount that would be paid to for the full performance of the services required by this Agreement.
13 I. No waiver of any default or breach under this Agreement shall constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
Section 18. FORCE MAJEURE
Contractor shall not be liable for any failure to perform if it presents acceptable evidence, in City’s reasonable judgment, that such failure was due to causes beyond the control and without the fault or negligence of Contractor. In the event that a FORCE MAJEURE event materially increases the Contractor’s costs of performance hereunder, then City shall make an equitable contribution to all such increased costs of performance to the extent that such costs are not covered by Contractor’s insurance.
Section 19. NOTICES
Any notices, bills, invoices, or reports required by this Agreemen t shall be deemed received on: (a) the day of delivery if delivered by hand or overnight courier service during Contractor and City’s regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses heretofore below, or to such other addresses as the parties may, from time to time, designate in writing.
If to CITY: If to CONTRACTOR:
City of Bell Gardens
7100 S. Garfield Avenue
Bell Gardens, CA 90201
Attn: Bernardo Iniguez,
Director of Public Works/Facilities
562-806-7770
Kimble Fire Protection, a Subsidiary of APi
National Service Group, Inc.
15182 Bolsa Chica Street
Suite A
Huntington Beach, CA 92649
Attn: Rene Suarez, Project Manager
562-784-1160
Section 20. NON-DISCRIMINATION AND EQUAL EMPLOYMENT OPPORTUNITY
In the performance of this Agreement, Contractor shall not deny the contract’s benefits to any person on the basis of nor shall they discriminate unlawfully against any employee, subcontractor, or applicant for employment because of: race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition, genetic information, gender, gender identity, gender expression, sexual orientation, or military and veteran status or other basis prohibited by law. Contractor will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment without regard to their race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition, or sexual orientation.
14 Section 21. PROHIBITION AGAINST ASSIGNMENT
Contractor shall not delegate, transfer, subcontract or assign its duties or rights hereunder, either in whole or in part, without City’s prior written consent, which shall not be unreasonably withheld or delayed and any attempt to do so shall be void and of no effect. City shall not be obligated or liable under this Agreement to any party other than Contractor.
Section 22. ATTORNEY FEES
In the event that City or Contractor commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to recover its costs of suit, including reasonable attorney’s fees.
Section 23. ENTIRE AGREEMENT
All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. Except as expressly provided in this Agreement or its Exhibits, in the event of any conflict or inconsistency between the express provisions of this Agreement and provisions of any document incorporated by reference, the provisions of this Agreement shall prevail and control. This instrument contains the entire Agreement between C ity and Contractor with respect to the subject matter herein. No other prior oral or written agreements are binding on the parties. Any modification of this Agreement will be effective only if it is in writing and executed by both City and Contractor.
Section 24. GOVERNING LAW; JURISDICTION
This Agreement shall be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, shall be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, shall be in the Central District of California located in the City of Los Angeles, California.
Section 25. SEVERABILITY
Wherever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect.
Section 26. AMENDMENT; MODIFICATION
No amendment, modification or supplement of this Agreement shall be valid or binding unless executed in writing and signed by both Parties, subject to C ity approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver shall be void and invalid.
15 Section 27. CAPTIONS
The captions used in this Agreement are solely for reference and the convenience of the parties. The captions are not a part of the Agreement, in no way bind, limit, or describe the scope or intent of any provision, and shall have no effect upon the const ruction or interpretation of any provision herein.
Section 28. AUTHORIZATION
Both parties represent and warrant that the person executing this Agreement on behalf of each party is an authorized agent who has actual authority to bind each party to each and every term, condition, and obligation of this Agreement and that all requirem ents of each party have been fulfilled to provide such actual authority .
Section 29. SURVIVAL OF PROVISIONS AND OBLIGATIONS
Any provision of this Agreement, which by its nature must be exercised after termination of this Agreement, will survive termination and remain effective for a reasonable time. Any obligation that accrued prior to termination of this Agreement will survive termination of this Agreement.
Section 30. EXECUTION
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument. One fully executed original counterpart will be delivered to Contractor and two original counterparts will be retained by City. [SIGNATURES ON FOLLOWING PAGE]
16 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.
CITY OF BELL GARDENS KIMBLE FIRE PROTECTION, A
SUBSIDIARY OF API NATIONAL
SERVICE GROUP, INC.
By:_____________________________ By:_____________________________ Michael B. O’Kelly, City Manager
Date:_______________ Date:__________________
APPROVED AS TO FORM:
By:
Stephanie Vasquez, City Attorney
17 EXHIBIT “A”
GENERAL PROVISIONS
EXHIBIT A
GENERAL PROVISIONS
Section I – General
1-1 Location and Description of Work
The work shall be performed at 7100 Garfield Avenue (work site), all of which is known as the replacement of the Police Department Fire Alarm System Improvements (the “Project”). The work will be as described in Vendor’s Work Order and engineering plans.
All work shall be performed according to the requirements in the “General Provisions ,” engineering drawings and Vendor’s Work Order. The image below illustrates the Project limits:
1-2 to 1-4. Intentionally left blank.
1.5 Record Drawings
If applicable, Vendor shall have on file a minimum of one (1) set of Construction Drawings, hereinafter referred to as “RECORD DRAWINGS,” upon which he/she shall record all variations between the work as built and as originally shown on the Construction Drawings or other Contract Documents. Said record drawings shall be supplemented by any detailed sketches as necessary or as directed by the Director of Public Works/Facilities (“Director”) to indicate fully the work as actually constructed. Said record drawings shall be kept at the job site and shall be accessible at all times during the construction period and shall be delivered to the Director within ten (10) days after completion of the work. 1-5 to 1-15. Intentionally left blank.
1-16 Site Conditions and Restrictions
1-16.1 “Time of Completion”:
(1) The Vendor shall perform no Work on days other than Working Days or outside of normal working hours (defined as the hours between 7:00 a.m. to 5:00 p.m.) without the consent of the Director, unless otherwise specified. In any event, all Work shall be subject to approval of the Director. Before starting such work, the Vendor shall make arrangements with the Director for the continuous or periodic inspection of the work and tests of materials, when necessary. If the Vendor requests permission to perform Work outside of the above time periods and if the City grants such request, the Vendor shall pay all extra expense to the City for inspection and other incidental expenses caused by such overtime Work. If the City requests the Vendor to work overtime or if overtime Work is specifically required by these Specifications, the City will pay all extra expense of inspection.
(2) If the Vendor finds it necessary, in order to complete the work according to schedule, to perform certain of its operations outside of Working Days or normal working hours, these operations shall be performed as part of the Work included in the Contract Price and shall not constitute a basis for additional payments. 1-16.2 Access for emergency vehicles throughout the Project shall be maintained at all times.
1-17. Intentionally left blank.
1-18 Traffic Control and Access
1-18.1 The Vendor shall provide safe and continuous passage for pedestrian and vehicular traffic in accordance with the Work Area Traffic Control Handbook (WATCH), latest edition.
1-18.2 The Vendor shall maintain two-way traffic on all streets at all times. Lane closures permitted with the prior approval of the Director and shall conform to Caltrans or WATCH Manual guidelines.
1-18.3 The Vendor shall maintain all travel lanes open during non-work hours except as may be allowed at the Agency’s convenience and discretion to expedite the work. 1-19 Protection and Restoration of Existing Improvements Whenever, in the opinion of the Director, an emergency exists against which the Vendor has not taken sufficient precaution for the public safety, protection of utilities and protection of adjacent structures or property, which may be damaged by the Vendor’s operations and when, in the opinion of the Director, immediate action shall be considered necessary in order to protect the public or property due to the Vendor’s operations under this Agreement, the Director will order the Vendor to provide a remedy for the unsafe condition. If the Vendor fails to act on this situation within a reasonable time period, the City will provide suitable protection of said interests by causing such work to be done and material to be furnished as may seem reasonable and necessary at the expense of the Vendor.
1-19.1 “Responsibilities of the Vendor”
(1) The Vendor shall become familiar with all existing improvements and facilities, both public and private, on the Work site and provide adequate safeguards to prevent damage to existing structures and improvements. The Vendor shall repair any damage to property from any cause that might have been prevented by the Vendor, the Vendor’s employees, agents or subcontractors within five calendar days after such damage occurs, at the Vendor’s sole cost and expense. The Vendor shall repair water service breaks the same day. In the event that the Vendor fails to repair such damages, the City will make the repairs, or cause them to be made, and will deduct the cost of repairs from the money due or to become due to the Vendor.
(6) In accordance with the requirements of Section 21464 of the Vehicle code of the State of California, no person shall without lawful authority remove any official traffic control device, guidepost or signpost placed or erected as authorized or required by law.
Therefore, the Vendor shall not remove or relocate any such existing traffic control device, guidepost or signpost located within the alignment of or interfering with the new construction work required herein without first obtaining permission to do so from the Police Department of the City of Bell Gardens.
1-20 Claim Notification
If the Vendor should claim that any instruction, request, drawings, specification, action, condition, omission, default, or other situation obligates the City to pay additional compensation to the Vendor or to grant an extension of time for the Completion of the Contract, or constitutes a waiver of any provision in the contract, it shall notify the Director, in writing, of such claim within 10 days from the date he has actual or constructive notice
of the factual basis supporting the claim. The Vendor's failure to notify the Director within such ten (10) day period shall be deemed a waiver and relinquishment of the claim against the City.
1-21 Specification Changes
No changes, additions or deletions will be made to these specifications and plans unless directed by the Director.
1-22 to 1-23 – Intentionally left blank.
1-25. Intentionally left blank.
1-26 Superintendence by Vendor
The Vendor shall designate by letter to the Director a competent superintendent, satisfactory to the Director and with authority to act for the Vendor. The designated superintendent shall be on the job site at all times during performance until the work is completed and accepted by the City. Work will not be performed in the absence of a competent superintendent. Should a change in the job superintendent be necessary, the Director shall be notified by letter.
1-27 Clean-Up
Clean-up shall be made as each portion of work progresses. Refuse and excess dirt shall be removed from the site, all walks and paving shall be broomed daily, and any damage sustained on the work of others shall be repaired to original conditions. WASH DOWNS ARE PROHIBITED.
1-28 Removal and Disposal of Materials
All materials removed shall become the property of the Vendor and shall be disposed of outside the right-of-way unless otherwise specified. Materials that are removed shall be disposed of in a legal manner by the Vendor. The Vendor shall make its own arrangements for disposing of materials and it shall pay all costs involved. It is the Vendor’s responsibility to inform the City of any environmentally impacted material. The cost of Removing and Disposing of Materials that are not environmentally impacted shall be included in the various Contract items of Work and no additional compensation will be allowed, therefore. All construction debris is to be disposed of in accordance with the City of Bell Gardens Recycling Policy. The contactor shall be responsible for the payment of any deposits to the City of Bell Gardens, as part of the Recycling Policy. Please note that such deposits are refundable only after the Vendor has provided the required documentation to substantiate compliance with the Recycling Policy.
1-29 to 1-32. Intentionally left blank.
1-33 Public Convenience, Public Safety, Signing and Traffic Control 1-33.1 The Vendor shall not close traffic lanes on arterial streets before 8:30a.m. or after 3:30 p.m. without consent of the Director.
1-33.2 Intentionally left blank.
1-35 Removal and Disposal of Materials
All materials removed shall become the property of the Vendor. Materials that are removed shall be disposed of in a legal manner by the Vendor. The Vendor shall make its own arrangements for disposing of materials and it shall pay all costs involved. The cost of Removing and Disposing of Materials shall be included in the various contract items of work and no additional compensation will be allowed, therefore. 1-36. Intentionally left blank.
(1) 1-38. Intentionally left blank.
1-40 Materials and Workmanship
1-40.1 “Protection of Work and Materials”:
a. The Vendor shall remove and replace materials damaged by the Vendor’s operations at the Vendor’s sole expense before the final inspection and acceptance. (2) “Test of Materials”:
a. The Vendor shall submit samples of materials, at the Vendor’s sole expense, as the Director may require, 15 days in advance of being incorporated in the Work to a testing laboratory designated by the City.
b. Samples of materials to be tested shall be properly identified and shall establish exact nature and character of materials. The City may reject any material or part thereof that proves defective as a result of testing and requires satisfactory replacement. (3) “Trade Names or Equals”:
a. Where a specific manufacturer is noted on the Plans or listed in the Specifications, unless otherwise noted, an “approved equal” item may be substituted. b. If a Bidder desires to bid an” approved equal” item, the Bidder shall submit a request to do so to the Director in writing by the time and as shown in the Instructions to Bidders. 1-41. Intentionally left blank.
1.42 Air Pollution Control
The Vendor shall comply with all air pollution control rules, regulations, ordinances and statutes which apply to any Work performed pursuant to the Contract, including any air pollution control rules, regulations, ordinances and statutes, specified in Section 11017 of the Government Code. In the absence of any applicable air pollution control rules, regulations, ordinances or statues governing solvents, all solvents, including but not limited to the solvent portions of paints, thinners, curing compounds, and liquid asphalt used on the Project shall comply with the applicable material requirements of the South Coast Air Quality Management District (SCAQMD). All containers of paint, thinner, curing compound or liquid asphalt shall be labeled to indicate that the contents fully comply with said requirements. Material to be disposed of shall not be burned, either inside or outside of the premises. The provisions of Section 300-1.3, "Removal and Disposal of Materials", of the SSPWC permitting disposal of material by burning shall not apply. 1-43 Completion, Acceptance and Warranty
1-43.1 (1) Upon acceptance by the Director, the Director will file a Notice of Completion with the Los Angeles County Registrar-Recorder. The date the Notice of Completion is filed will be the date of acceptance of the Work and the date the Vendor is relieved from responsibility to protect the Work.
(2) The acceptance of the Work or the payment of any money by the City shall not operate as a waiver of any provision of the Agreement, or of any power reserved to the City, or of any right to damages or indemnity provided in the Agreement. The waiver of any breach of the Agreement, or any default hereunder, shall not be held to be a waiver of any other or subsequent breach or default.
(3) The Vendor shall guarantee all Work against failure due to defective materials and faulty workmanship for a period of 1 year after the date of acceptance of the Work by the City, unless some longer period is expressly set forth in any manufacturer’s warranty or within the Specifications.
(4) When the City discovers defective material or workmanship that requires repair or replacement under guarantee, the Vendor shall furnish all necessary labor, materials, and equipment to correct and make good, at no expense to the City, all such defects. The Vendor shall commence repair or replacement within 24 hours after receiving written notice from the Director, and diligently and continuously perform the Work until the repair or replacement is completed and the City has accepted it. 1-44. Intentionally left blank.
1-45 Storage of Equipment and Materials
It shall be the Vendor's responsibility to locate any storage sites for materials and equipment needed and such sites must be approved in advance by the Director, and must be free of objectionable material. The Vendor must submit to the Director for approval any and all agreement(s) between the Vendor and the property owner(s) of said storage site(s) and/or construction site(s) for approval prior to the start of construction. Said agreement(s) must provide for the restoration of the site(s) by the Vendor prior to the filing of "Notice of Completion" by the Director. Stockpiling or storage of materials on any public Page 184 of 315
right-of-way or parking areas will not be permitted without the approval of the Director.
Materials spilled along or on said right-of-way or parking areas shall be removed completely and promptly. All stockpile and storage areas shall be kept in a safe, neat,clean, and orderly fashion, and shall be restored to equal or better than original condition upon completion of the Work
Vendor shall only use a haul route approved in writing by the Director. The Vendor shall keep the work site as well as the route to and from the disposal site clean at all times.
The Vendor shall immediately remove and haul away all materials included in the various items of removals.
1-46 Work Site Maintenance
1-46.1 “Responsibilities of the Vendor”;
(1) “General”:
a. The Vendor shall include all cleanup costs in its Bid. The City will make no additional payment for this work.
(2) “Noise Control”:
a. The Vendor shall keep the noise level resulting from Work operations to a minimum at all times, especially during the morning hours.
b. Noise control is subject to the provisions of Bell Gardens Municipal Code section 16.24, “Noise Regulation.”
(3) “Water Pollution Control”:
a. Best Management Practices (BMPs) shall be defined as any program, technology, process, operating method, measure, or device that controls, prevents, removes, or reduces pollution.
b. At a minimum, the Vendor shall implement the following BMPs in conjunction with the Work:
Title Number
General Site Management
Water Conservation NS-1
Vehicle and Equipment Cleaning NS-8
Vehicle and Equipment Fueling NS-9
Vehicle and Equipment Maintenance NS-10
Employee/Subcontractor Training --
Construction Materials and Waste Management
Material Delivery and Storage WM-1
Material Use WM-2
Spill Prevention and Control WM-4
Solid Waste Management WM-5
Hazardous Waste Management WM-6
Concrete Waste Management WM-8
Erosion/Sediment Control
Storm Drain Inlet Protection SE-10 Page 185 of 315
c. A description of each BMP is included in these Specifications. The Vendor shall have at least two readily accessible copies of these descriptions at the Work site at all times. d. The Vendor shall continuously implement BMPs during the Work. The Vendor shall implement BMPs for erosion control and sedimentation during the period from October 15th to April 15th and whenever the National Weather Service predicts rain within 24 hours. e. The Vendor shall conduct all aspects of the Work performed pursuant to these Plans and Specifications in accordance with all state and federal laws and regulations, including but not limited to all environmental laws and regulations, Order No. 99 -060 of the California Regional Water Quality Control Board, Los Angeles Region (“Waste Discharge Requirements for Municipal Storm Water and Urban Runoff Discharges within the City of Bell Gardens) and related BMPs. The City will deduct from the money due or to become due to the Vendor the total amount of any fines levied on the City, plus legal and staff costs, as a result of the Vendor’s failure to comply with these provisions or less than complete implementation of the specified BMPs. In addition, the Vendor shall defend, indemnify, and hold the City harmless for any liability, loss, damage, fines, penalties, actions, costs and expenses related to the Vendor’s (or its subcontractor’s) failure to comply with these laws and regulations.
f. Full payment for the implementation of BMPs, including the construction, removal, and furnishing of all necessary labor, equipment, and materials, shall be considered as included in the unit prices bid for the various items of work or the lump sum bid (as the case may be), and no additional payment will be made.
1-47 Protection and Restoration of Existing Improvements 1-47.1
(1) The Vendor shall become familiar with all existing improvements and facilities, both public and private, on the Work site and provide adequate safeguards to prevent damage to existing structures and improvements. The Vendor shall repair any damage to property from any cause that might have been prevented by the Vendor, the Vendor’s employees, agents or subcontractors within five calendar days after such damage occurs, at the Vendor’s sole cost and expense. In the event that the Vendor fails to repair such damages, the City will make the repairs, or cause them to be made, and will deduct the cost of repairs from the money due or to become due to the Vendor. (2) through (5). Intentionally left blank.
(6) In accordance with the requirements of Section 21464 of the Vehicle code of the State of California, no person shall without lawful authority remove any official traffic control device, guidepost or signpost placed or erected as authorized or required by law.
Therefore, the Vendor shall not remove or relocate any such existing traffic control device, guidepost or signpost located within the alignment of or interfering with the new construction work required herein without first obtaining permission to do so from the Police Department of the City of Bell Gardens.
SYMBOL MANUF.CATALOG #DESCRIPTION C.S.F.M. NUMBER QTY MOUNTING INFO
MOUNTING BOX/CABINET INCLUDED
ES-200X 7165-0075:0500 1INTELLIGENT ADDRESSABLE CONTROL PANEL SD365 OPTICAL SMOKE DETECTOR 7272-0075:0502FIRE-LITE
MOUNTING BOX/CABINET INCLUDED
SINGLE GANG BOX OR 4S BOX
FIRE-LITE
1 SRD (ACE-11) SYSTEM RECORD DOCUMENT BOX - RED 7300-0553:0110SSU00689 1SPACE AGE FIELD VERIFY LOCATION
UNIVERSAL WIRELESS COMMUNICATOR
7MMF-300 ADDRESSABLE SINGLE MONITOR MODULE 7300-0075:0185 SINGLE/DOUBLE GANG BOX OR 4S BOX 4CRF-300 ADDRESSABLE SIGNAL CONTROL RELAY 7300-0075:0185 SINGLE/DOUBLE GANG BOX OR 4S BOX 16PC2RLED24V HORN /STROBE, CEILING RED, MULTI-CANDELASYSTEM SENSOR 4 × 4 × 1½" BACK BOX, 4" OCTAGON BACK BOX
DOUBLE-GANG BACK BOX
2P2RLED24V HORN/STROBE, WALL, RED, MULTI-CANDELASYSTEM SENSOR FL-PS6 7315-0075:0510 1REMOTE POWER SUPPLY MOUNTING BOX/CABINET INCLUDEDFIRE-LITE
FIRE-LITE
FIRE-LITE
FIRE-LITE
H365 ADDRESSABLE THERMAL/HEAT DETECTOR 7270-0075:0501
12 SINGLE GANG BOX OR 4S BOX
FIRE-LITE
FIRE-LITE
B300-6
B300-6
STANDARD DETECTOR BASE
STANDARD DETECTOR BASE
5 19SCRLED24V HORN /STROBE, CEILING RED, MULTI-CANDELASYSTEM SENSOR 4 × 4 × 1½" BACK BOX, 4" OCTAGON BACK BOX
DOUBLE-GANG BACK BOX
7300-1653:0109
7300-1653:0109
TO INSTALL AND UPGRADE: NEW FIRE ALARM SYSTEM FOR THE BELL GARDENS CITY HALL. INSTALL A NEW ADDRESSABLE FIRE-LITE ES200X FACP. INSTALL A NEW WIRELESS COMMUNICATOR AND DOCUMENT STORAGE BOX.
INSTALL NEW POWER SUPPLY & NEW NOTIFICATION DEVICES THROUGHOUT BUILDING AS SHOWN. REPLACE ALL EXISTING INITIATING DEVICES WITH NEW. NEW ELEVATOR CONTROLS FOR RECALL. TIE IN THE SPRINKLER SYSTEM (INSTALLED UNDER A SEPARATE PERMIT) FOR MONITORING.
FULL FUNCTIONAL TEST TO BE PERFORMED BEFORE FINAL INSPECTION.
TELGUARD TG-7FS 7300-1402:0109
7BG-12LX ADDRESSABLE MANUAL PULL STATION 7150-0075:0184FIRE-LITE SINGLE/DOUBLE GANG BOX OR 4S BOX 7125-1653:0531
7125-1653:0531
7300-1653:0525
1ST FLOOR - 10,550 SF.BUILDING SQ. FT.
COVER PAGE & NOTES
FA 02
FA 01
CITY HALL 1ST & 2ND FLOOR FIRE ALARM PLAN
FA 05
RISER DIAGRAM
2ND FLOOR - 4,250 SF.
FA 06
FACP & WIRELESS COMMINICATOR DETAILS & CALCULAITONS
RPS DETAILS , CALCULATIONS & COMMAND CENTER DETAILS
DEVICE DETAILS
FA 03
FA 04
APPROX.
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COVER PAGE & NOTES
4 × 4 × 1½" BACK BOX, 4" OCTAGON BACK BOX
DOUBLE-GANG BACK BOX
7100 GARFIELD AVE
BELL GARDENS, CALIFORNIA 90201
CITY OF BELL GARDENS - CITY HALL
PATHWAY CLASS: CLASS "B", STYLE "Y"
PATHWAY SURVIVABILITY: LEVEL 1
PER NFPA 72, PATHWAY CLASS & SURVIVABILITY :
FIRE ALARM SYSTEM REPLACEMENT
III-B
"B"
NO
2 YES
HIGH-RISE:
SPRINKLERED:
OCCUPANCY GROUP:
NUMBER OF STORIES:
CONSTRUCTION TYPE:
6358-005-900AIN NO:
1ST FLOOR = 71, 2ND FLOOR = 28OCCUPANCY LOAD:
APPROX. 24'-0" TO TOP OF ROOFBUILDING HEIGHT:
MATERIAL/SYMBOL LISTSCOPE OF WORK
#14 AWGINCHES
1 1/2"
1 1/4"
CONDUIT SIZE
1/2"
2"
1"
3/4"
MAXIMUM CONDUCTORS
* RECOMMENDATION FOR CONDUIT SIZE BY N.E.C
19 216
132
97 55
34 #18 AWG
1315
169
104
76 43
26 94
69 39
154
24 #16 AWG
SHEET INDEX
BUILDING DATA
CCR, TITLE 24, PART 1: 2022 CALIFORNIA ADMINISTRATIVE CODE CCR, TITLE 24, PART 2: 2022 CALIFORNIA BUILDING CODE (CBC) CCR, TITLE 24, PART 3: 2022 CALIFORNIA ELECTRICAL CODE (CEC) CCR, TITLE 24, PART 4: 2022 CALIFORNIA MECHANICAL CODE (CMC) CCR, TITLE 24, PART 9: 2022 CALIFORNIA FIRE CODE (CFC)
CCR, TITLE 24, PART 12: 2022 CALIFORNIA REFERENCE STANDARDS CODE.
NATIONAL FIRE PROTECTION ASSOCIATION (NFPA) 72, AS AMENDED IN CHAPTER 45 OF THE 2022 CFC 2023 LA COUNTY FIRE CODE
SEQUENCE OF OPERATION
CENTRAL STATION INFORMATION
CODES AND STANDARDS
CONDUIT FILL CHART
WIRE LEGEND
SITE MAP VICINITY MAP
FIRE ALARM NOTES
GENERAL NOTES
1.THE FIRE ALARM SYSTEM SHALL CONFORM TO ARTICLE 760 OF THE CALIFORNIA ELECTRICAL CODE.
2.UPON COMPLETION OF THE INSTALLATION OF THE FIRE ALARM SYSTEM A SATISFACTORY TEST OF THE
ENTIRE FIRE ALARM SYSTEM SHALL BE MADE IN THE PRESENCE OF THE FIRE MARSHAL FOR ENFORCING AGENCY.
3.A STAMP SET OF APPROVED FIRE ALARM PLANS SHALL BE ON THE JOB SITE AND USED FOR INSTALLATION
ANY DEVIATION FROM THE APPROVED PLANS INCLUDING THE SUBSTITUTION OF DEVICES SHALL BE APPROVED BY THE FIRE MARSHAL FOR ENFORCING AGENCY.
4.ANY DISCREPANCIES BETWEEN THE DRAWINGS AND THE CODE OR RECOGNIZED STANDARDS SHALL BE BROUGHT TO THE ATTENTION OF THE INSPECTOR OF RECORD.
5.ALL DEVICES OF THE FIRE ALARM SYSTEM SHALL BE APPROVED AND LISTED BY THE CALIFORNIA STATE FIRE MARSHAL.
6.A CERTIFICATE OF COMPLETION SHALL BE PREPARED BY THE INSTALLER AND GIVEN TO THE FIRE MARSHAL UPON COMPLETION OF THE INSTALLATION.
7.CONSULT INSTALLER BEFORE MAKING ANY MODIFICATIONS TO THE SYSTEM WIRING.
8.UPON COMPLETION OF THE INSTALLATION THE INSTALLER SHALL SUPPLY THE OWNER WITH WRITTEN
OPERATING TESTING AND MAINTENANCE INSTRUCTIONS POINT-TO-POINT AS-BUILT DRAWINGS AND EQUIPMENT SPECIFICATIONS.
9.120V AC 60HZ INPUT POWER FOR THE FIRE ALARM CONTROLS SHALL BE A DEDICATED CIRCUIT BREAKER PROPERLY LABELED FIRE ALARM.
10.VAC IS NOT PERMITTED IN SAME CONDUIT AS LOW VOLTAGE WIRING.
11.THE LOCATION OF THE FIRE ALARM PANEL AND ANNUNCIATOR SHALL BE APPROVED BY THE FIRE MARSHAL OR ENFORCING AGENCY.
12.ALL OPENINGS IN RATED ASSEMBLIES SHALL BE REPAIRED PER UFC, NAC, UBC AND STANDARD BUILDING CODES IN EFFECT AT THE TIME OF APPROVAL.
13.LOCATE JUNCTION BOXES AS REQUIRED.
14.ALL PANELS SHALL BE MOUNTED WITH CLEARANCES FOR OBSERVATION AND TESTING AND ALL FIRE ALARM JUNCTION BOXES SHALL BE MARKED FOR IDENTIFICATION.
15.WIRING OF INITIATING DEVICES AND ANNUNCIATOR PANEL SHALL BE SUPERVISED TO THE PRINCIPAL POINT
OF ANNUNCIATION THE FIRE ALARM CONTROL PANEL IS TO SUPERVISE THE ANNUNCIATOR PANEL ALL CIRCUITS AND INITIATING DEVICES.
16.(RESERVED)
17."T" TAPPING OF ELECTRICALLY SUPERVISED CIRCUITS IS PROHIBITED.
18.ALL FIRE ALARM WIRING MUST TEST FREE OF OPENS SHORTS AND GROUNDS.
19.SEE INSTALLATION MANUALS FOR FIELD WIRING SPECIFICATIONS FOR ADDITIONAL INSTALLATION
20.PRIMARY PHONE LINE MUST BE DEDICATED.
21.TRANSPOSING OR CHANGING OF WIRES IS NOT PERMITTED ALL CONDUCTORS IN CONDUIT CONTAINING MORE THAN ONE WIRE SHALL BE LABELED ON BOTH ENDS.
22.WIRING COLOR CODE SHALL BE CONSISTENT THROUGHOUT SYSTEM AND SHALL ALLOW FOR EASY IDENTIFICATION OF INITIATING, INDICATING AND AUXILIARY CIRCUITS.
23.CABINET TERMINALS SHALL BE NUMBERED AND CODED.
24.FLEXIBLE CONNECTORS SHALL BE USED FOR ALL DEVICES MOUNTED IN SUSPENDED PANELS.
25.THE FIRE DEPARTMENT WILL TEST AND VERIFY ADEQUATE AUDIBILITY BEING PROVIDED THROUGH PARTICULARLY AN OPEN WORK AREAS AND IN TESTING AREAS.
26.CONDUIT AND JUNCTION BOXES ARE NOT TO BE USED FOR UNRELATED WIRING.
27.ALL CONDUIT MOUNTING BOXES AND PANELS SHALL BE HUNG AND FASTENED WITH FITTINGS TO ENSURE POSITIVE GROUNDING THROUGH THE ENTIRE SYSTEM.
28.PROVIDE 24-HOUR TELEPHONE NUMBER OF CENTRAL STATION NEAR ANNUNCIATOR PANEL AND FACP.
29.EQUIPMENT MUST BE COMPATIBLE WITH EXISTING COMPONENTS.
30.ROOM HOUSING FACP OR SIMILAR EQUIPMENT SHALL BE IDENTIFIED WITH EXTERIOR DOOR SIGN.
31.PERMANENTLY POSTED COLOR-CODED FLOOR PLAN SHALL BE POSTED AT MAIN ANNUNCIATOR.
32.SLC = SIGNAL LINE CIRCUIT - CONTROL PANEL
33.IDC = INITIATING DEVICE CIRCUIT - SMOKE DETECTOR PULL STATIONS WATERFLOW TAMPER.
34.NAC = NOTIFICATION APPLIANCE CIRCUIT - STROBES HORNSTROBE.
1.ALL WIRING, INITIATING DEVICES, AND ANNUNCIATOR PANEL SHALL BE SUPERVISED TO THE PRINCIPAL POINT
OF POINT OF ANNUNCIATION (F/A PANEL TO SUPERVISE THE ANNUNCIATOR PANEL ALL CIRCUITS AND INITIATING DEVICES).
2.WIRING SHALL NOT BE LOOPED THROUGH DEVICES; WIRE MUST BE CUT FOR IN AND OUT.
3.POINT AND COMMON ANNUNCIATION PROHIBITED. NON ADDRESSABLE CIRCUITS T-TAPPING IS PROHIBITED.
4.ALL DEVICES IN THE ALARM SYSTEM SHALL BE COMPATIBLE AND INSTALLED TO MANUFACTURERS SPECIFICATIONS.
5.AUDIBILITY OF ALARM AND VOICE COMMUNICATION SHALL BE NOT LESS THAN 15dBA ABOVE AMBIENT SOUND, BUT NOT LESS THAN 75 dBA, THROUGHOUT AREA OF ALARM.
6.AREAS HAVING MORE THAN 2 STROBES IN THE FIELD OF VIEW SHALL BE SYNCHRONIZED.
7.SMOKE DETECTORS AND HEAT DETECTOR LOCATIONS ARE BASED ON SMOOTH CEILING WITH MAXIMUM HEIGHT OF 10 FEET UNLESS OTHERWISE NOTED.
8.STROBE LOCATION IS BASED ON 10 FOOT CEILING HEIGHT AND ARE INSTALLED ACCORDING TO NFPA 72 REQUIREMENTS UNLESS OTHERWISE NOTED.
9.WALL MOUNTED STROBES SHALL HAVE THEIR BOTTOMS NOT LESS THAN 80 INCHES ABOVE FINISHED FLOOR AND NO GREATER THAN 96 INCHES ABOVE FINISHED FLOOR.
10.STROBES IN SLEEPING AREAS SHALL BE LOCATED WITHIN 16 FEET OF PILLOW AND HAVE MINIMUM INTENSITY OF 110cd. FOR STROBES LESS THAN 24 INCHES FROM CEILING, MINIMUM INTENSITY SHALL BE 117cd.
11.CENTER OF PULL STATIONS SHALL BE MOUNTED AT 48 INCHES ABOVE FLOOR LEVEL.
12.FIRE ALARM SIGNAL SHALL MEET ANSI S3.41, AUDIBLE EMERGENCY EVACUATION SIGNAL (TEMPORAL PATTERN).
USAGE
NOTIFICATION CIRCUIT
SLC ADDRESSABLE LOOPA
N
CALLOUT
2#16 AWG
2#14 AWG
TYPE
ANNUNCIATOR CIRCUITG 4#16 AWG
AUX. POWERD 2#14 AWG
YES YES
YES YES
YES
YES
YES
YES
YES
YES
YES YES
YES
YES
YES
YES YES YESYES YESYES YES YESYES
YES
YES
YES
YES
YES YES YES
YES
YES
YES
YES
YES
YES
YES
YES
YES
YES
YES
YES
YES
YES
YES
2 2
1 COUNTY OF LOS ANGELES
FIRE DEPARTMENT
FIRE PREVENTION ENGINEERING
APPROVED
FIRE ALARM SYSTEM
By_______________________
Fire Prevention Engineer
Date_____________________
□ Subject to field inspection approval.
□ Subject to conditions on plans.
□ Subject to compliance with correction
sheet requirements.
The stamping of this plan and specifications
SHALL NOT be held to permit or to be an
approval of the violation of any provision of
any County/City Ordinance or State Law.
L. Ha
07/15/2025
PLAN #:FEAP2025-0436
V3 07-15-2025
**One printed set of stamped
approved plans is required to be
brought to the jurisdictional Fire
Inspection office upon approval and
48 hours prior to any inspection
requests.**
Inspection Office
4801 E Third Street
Los Angeles, CA 90022
Phone: (323) 881-7068
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STAIRS
PART OF POLICE
DEPT
CITY CLERK
135
EQUIPMENT
132
IT ROOM
136
STORAGE
131
HALLWAY
CITY MANAGER
128
OFFICE
127
DEPUTY
CITY MANAGER
127
OFFICE
125
139
REPRO
140 MAIL
141
COUNCIL CHAMBERS
103
MEETING
ROOM
106
STORAGE
108
TOILET
105
MEN
102
CORRIDOR
104
CLOSET
MEN
PERSONNEL
LIBRARY CONFERENCE118
116 115
114 113
BUILDING DEPARTMENT
LOBBY
101
ELEV.
109
ELEVATOR EQUIP.
109
STAIRS
PLAN STORAGE
112
WOMEN
121
CORRIDOR
110
JANITOR
110
ASSISTANT
SENIOR
PLANNER
117
PERSONNEL
111
STAIRS DOWN
TO BASEMENT
133
HALLWAY
ELEC ROOM
ELEC ROOM
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SINGLE
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NEW SINGLE
OFFICE
NEW SINGLE
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NEW SINGLE
OFFICE NEW SINGLE
OFFICE
MAIN ENTRANCE
RESTROOM
NEW SINGLE
OFFICE
FINANCE
DIRECTOR
SINGLE OFFICE SINGLE OFFICE
SINGLE OFFICE
KITCHEN
CONFERENCE
ROOM
HR OFFICE PAYROLL OFFICE FINANCE
118
116 115 114
REST ROOM
HR OFFICE FINANCE OFFICE
OFFICE
FINANCE
LOBBY
201
COPY
ROOM
STAIRS
RADIO ROOM
STORAGE
SINGLE SINGLE
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2 LA
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CITY HALL 1ST & 2ND FLOOR
FIRE ALARM PLAN
2ND FLOOR FIRE ALARM PLAN
1 2
2 COUNTY OF LOS ANGELES
FIRE DEPARTMENT
FIRE PREVENTION ENGINEERING
APPROVED
By________________________
Fire Prevention Engineer
Date_______________________
L. Ha
07/15/2025
FEAP2025-0436
V3 07-15-2025 AP
PLAN #:
Pa
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UWC
FIRE-LITE
ES-200X
FACP
FL-PS6
FIRE-LITE
RPS
RISER DIAGRAM
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DEPT. STAMP
LA COUNTY FIRE
2 LA
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RISER DIAGRAM
11 1
1 111
1 1
2 2
COUNTY OF LOS ANGELES
FIRE DEPARTMENT
FIRE PREVENTION ENGINEERING
APPROVED
By________________________
Fire Prevention Engineer
Date_______________________
L. Ha
07/15/2025
FEAP2025-0436
V3 07-15-2025 AP
PLAN #:
Pa
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9 o
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5 ES200X FIRE ALARM CONTROL PANEL DETAIL & CALCULATIONS2WIRELESS COMMUNICATOR DETAILS & CALCULATIONS 1 @
250V
COMMUNICATOR
DISPLAY
2A
NPM
BATTERYN/L2EARTHH/L1 USB-A A NN-LC
ES
5 0
-
PCA
REV
NAC1
TO
NAC2
TO
NAC3
TO
NAC4
TO
TO SLC
ADDRESSABLE
DEVICES
IPOTS-COM
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DEPT. STAMP
LA COUNTY FIRE
2 LA
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FACP DETAILS & CALCULATIONS
1 COUNTY OF LOS ANGELES
FIRE DEPARTMENT
FIRE PREVENTION ENGINEERING
APPROVED
By________________________
Fire Prevention Engineer
Date_______________________
L. Ha
07/15/2025
FEAP2025-0436
V3 07-15-2025 AP
PLAN #:
Pa
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5 TB4 AC Power
Supervised,
Non-power-limited
AC2 (Neutral)
Earth
AC1 (Hot)
AC1 AC2
Output Status LEDs
Trouble (yellow)
Power (red)
(Optional relay for
Canadian applications)
AC Trouble and Trouble
relays are Fail-safe,
shown energized
J8
ZNAC-PS Connector
TB5, TB6, TB7
Command Inputs
Input #1
EOL
-
+
EOL
Input #2
EOL
-
+
EOL
SW1 Ground Fault
Detection
(slide left to disable)
(slide right to enable)
TB15
Input #3
EOL
-
+
EOL
LEDs
Power (green)
Batt/Chgr Fault (yellow)
Ground Fault (yellow)
Global Output 7 Output 6 Output 5 Output 4 Output 3 Output 2 Output 1 Form-C Relays
Non-supervised
NAC/Out 5 -
NAC/Out 5 +
NAC/Out 4 -
NAC/Out 4 +
NAC/Out 3 -
NAC/Out 3 +
NAC/Out 2 -
NAC/Out 2 +
NAC/Out 1 -
NAC/Out 1 +
TB
4 TB
3 TB
2 TB
1 OU
T
5 OU
T
4 OU
T
3 OU
T
2 OU
T
1 12V Battery 12V Battery
FIRE STOP PENETRATION DETAILS
TYPICAL EQUIPMENT ELEVATION DETAILS
I
POWER SUPPLY DETAIL & CALCULATIONS 41
3 2
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DEPT. STAMP
LA COUNTY FIRE
2 LA
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2 06/
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POWER SUPPLY DETAILS &
CALCULATIONS
2 COUNTY OF LOS ANGELES
FIRE DEPARTMENT
FIRE PREVENTION ENGINEERING
APPROVED
By________________________
Fire Prevention Engineer
Date_______________________
L. Ha
07/15/2025
FEAP2025-0436
V3 07-15-2025 AP
PLAN #:
Pa
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5 BG-12LX
Addressable Pull Station
DEVICE DETAILS
MANUAL PULL STATION DETAILS
STRIP GAUGE
4321
SMOKE DETECTOR DETAILS
9 6
321
4 5
87 SINGLE MONITOR MODULE DETAILS CONTROL RELAY MODULE DETAILS
WALL WEATHERPROOF LED HORN/STROBE DETAILS ---
6.83" diam.
(173.5 mm)
(52.6 mm)
1.25"
(31.8 mm)
2.07"
A0608-00
Strobes and Horn Strobes
for CeilingsSystem Wiring
INPUT
FROM
FACP
OR
PRIOR
DEVICE
+
–
OUTPUT
TO
NEXT
DEVICE
OR EOL
+
–
CEILING MOUNTED STROBE & HORN/STROBE DETAILS
Outdoor Compact Wall Horn with
Compact Surface Mount Back Box (SBBGRL/SBBGWL)
3.762
5.846
3.111
1.550
System Wiring
INPUT
FROM
FACP
OR
PRIOR
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FIRE DEPARTMENT
FIRE PREVENTION ENGINEERING
APPROVED
By________________________
Fire Prevention Engineer
Date_______________________
L. Ha
07/15/2025
FEAP2025-0436
V3 07-15-2025 AP
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EXHIBIT “B”
QUOTE
[Sister Company of APi NSG] [Lead Contract Holder] Contract #: 121024
APi National Service Group | 5931 Rice Creek Parkway Shoreview, MN 55126
1 February 6, 2026 Quote #: G-5718
Attention: City of Bell Gardens
8327 Garfield Ave
Bell Gardens, CA 90201
Regarding: Police Station – Fire Alarm System Upgrade Replacement
APi National Service Group and Western States Fire Protection are pleased to present the following scope of work and proposal for the referenced property.
Scope of Work:
1. Provide labor and materials to upgrade/replace existing non-operational fire alarm system as required by LACFD. Provide and Install devices per LACFD approved drawing dated 7-22-25
2. All work to be in accordance with NFPA (Current Editions) requirements and local authorities having legal control as follows: Los Angeles County Fire Department.
Qualifications:
3. Daily clean up by APi, deep cleaning will be by city public works.
4. Pricing is based on job walkthrough and access to work area on Friday and Saturday.
Provide and install all fire alarm devices and components listed on the approved LACFD drawing.
5. Provide all conduits and wire as needed to install per approved plans where existing conduits are not currently installed.
6. Prevailing wages per current DIR through September 2026.
7. Working hours to be Non-Holiday Friday and Saturday for a total of 10-hour days per man.
8. Provide and install Non-Proprietary fire alarm system and components.
9. Project Management and supervision for scope of work.
10. Signage for panels and equipment.
11. As-builts drawing, equipment training, and close out documentation.
Exclusions:
• Any additional fees for further requirements not outlined within the given scope of work and/or contract. • Any credentials required to access facilities at the local level. • Additional costs incurred by third-party reporting required by AHJ’s at the local level. • The testing of systems tied into fire systems that are outside defined scope(s) such as inspections requiring coordination with an electrician, elevator technician, mechanic, plumber, etc. • Painting of any kind
• Patching or cutting of any kind.
• Fees for labor outside of defined scopes as required by jurisdictional requirements. • Damage incurred from lack of integrity of existing system components. • Fire watch and / or temporary fire protection is specifically excluded. • X-raying, cutting, patching, and painting of any walls, floors, or ceilings. • Warranty of existing systems and owner provided equipment. • Protection of the existing building, furniture, or equipment while performing our work. • Electrical of any nature or fire alarm wiring
• Any plans or permits
• Any fire department fees or penalties
• Any moving of onsite storage
• Any delays in draining or delays in work due to denied access to area(s) of work • Any plastic or CPVC pipe repairs or replacement
[Sister Company of APi NSG] [Lead Contract Holder] Contract #: 121024
APi National Service Group | 5931 Rice Creek Parkway Shoreview, MN 55126
2 • Floors or pipe
• Any repairs other than listed above
• Any monitoring or monitoring conversion
• Asbestos removal or working conditions of any kind.
Clarifications:
• If required additional pricing will be provided, any Tie-in and or modifications to existing Inergen System located in the building.
Technician Labor: $118,800.00
Technician Labor OT: $99,000.00
OTHER DIRECT COSTS/ MATERIALS WITHOUT PRICING CATALOG ON CONTRACT:
• Other Materials: $29,471.70
• Warehouse Labor: $5,457.44
• Engineering As-Builds: $5,457.44
Project Subtotal: $258,186.58
Performance & Payment Bond (1.5% of Contract Total): $3,872.79
Project Total: $262,059.37
*This is a Firm Fixed Price Proposal
[Sister Company of APi NSG] [Lead Contract Holder] Contract #: 121024
APi National Service Group | 5931 Rice Creek Parkway Shoreview, MN 55126
3 Due to the volatility of products and material costs, we reserve the right to adjust all prices based on the cost of materials at the time of contract. The customer may be required to pay for materials at the time of contract to guarantee price and/or an equitable adjustment will be added to our contract amount by means of a change order equal to the amount of the “material” increase. Any contractual agreement related to this quoted work must include language that relieves APi from any costs or liquidated damages that may result from unavailability of products. This includes inflated material costs due to material shortages and tariffs.
APi National Service Group (NSG) assumes that no federal funds are being appropriated to fund this project. NSG understands EDGAR requirements are applicable when federal funds are appropriated for this project.
Furthermore, no DBE/HUB participation goals or EDGAR requirements are included or inferred. Should this project involve DBE/HUB goals, prevailing wage, and/or federal funding, please advise in writing regarding the specific nature of those goals or requirements and specifically how they impact APi National Service Group.
This proposal may not be combined with any other proposals or contracts unless written approval from NSG.
The pricing in this proposal is valid for 30 days unless otherwise approved by APi NSG
Unless otherwise stated above, this quote excludes the cost of any state, federal or local taxes.
[Sister Company of APi NSG] [Lead Contract Holder] Contract #: 121024
APi National Service Group | 5931 Rice Creek Parkway Shoreview, MN 55126
4 PAYMENT
Payment is to be made monthly as the work progresses to the value of 100 (%) percent of all work complete and material on job site. The entire amount of the contract to be paid within 30 days after completion.
TERMS AND CONDITIONS
THE PROPOSAL, TOGETHER WITH THESE TERMS AND CONDITIONS, CONSTITUTE THE ENTIRE AGREEMENT ("AGREEMENT") OF THE PARTIES.
1. TO THE FULLEST EXTENT PERMITTED BY LAW, CUSTOMER AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS COMPANY, ITS PARENT AND ITS
AFFILIATES, AND ITS/THEIR OFFICERS, DIRECTORS, SHAREHOLDERS, MANAGERS, MEMBERS, GOVERNORS, PARTNERS, EMPLOYEES, AND AGENTS FROM AND AGAINST ALL THIRD-PARTY CLAIMS, SUITS, LOSSES, DAMAGES AND EXPENSES, INCLUDING WITHOUT LIMITATION ATTORNEYS’ FEES, WHICH MAY BE ASSERTED AGAINST OR INCURRED BY COMPANY ARISING OUT OF, RESULTING FROM OR IN ANY MANNER CONNECTED WITH THE COMPANY’S WORK
PROVIDED FOR IN THIS PROPOSAL, THE PROPERTY, OR ITS PRESENCE ON THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE ACTIVE OR PASSIVE
NEGLIGENCE OF COMPANY, ITS PARENT AND ITS AFFILIATES, OR ANY OF ITS/THEIR OFFICERS, DIRECTORS, SHAREHOLDERS, MANAGERS, MEMBERS, GOVERNORS, PARTNERS, EMPLOYEES, OR AGENTS. CUSTOMER SHALL MAINTAIN GENERAL LIABILITY INSURANCE UNDER WHICH COMPANY SHALL BE NAMED AS AN ADDITIONAL INSURED AND WHICH SHALL INSURE CUSTOMER’S INDEMNIFICATION OBLIGATIONS HEREUNDER. CUSTOMER ALSO SHALL
MAINTAIN A POLICY OF PROPERTY INSURANCE COVERING THE PROPERTY, ON A REPLACEMENT COST BASIS, COVERING ALL RISKS OF LOSS DUE TO FIRE, THEFT, BURGLARY AND OTHER CASUALTIES, WHICH POLICY SHALL WAIVE SUBROGATION AS AGAINST COMPANY. SAID POLICIES SHALL BE PRIMARY AND NON-CONTRIBUTORY.
2. CUSTOMER AGREES TO RELEASE COMPANY AND WAIVE SUBROGATION AGAINST COMPANY FROM ANY AND ALL CLAIMS COVERED UNDER SUCH INSURANCE POLICIES.
3. CUSTOMER AGREES TO LIMIT THE LIABILITY OF COMPANY, ITS PARENT AND ITS AFFILIATES, AND ITS/THEIR OFFICERS, DIRECTORS, SHAREHOLDERS, MANAGERS, MEMBERS, GOVERNORS, PARTNERS, EMPLOYEES, CONSULTANTS, SUBCONTRACTORS AND VENDORS, TO A MAXIMUM OF $_5,000.00__ OR THE AMOUNT OF THE CONTRACT/PRICE OF WORK TO BE PERFORMED, WHICHEVER IS LESS. THIS LIMITATION OF LIABILITY SHALL APPLY TO ALL
JUDGMENTS, CLAIMS, LIABILITY, COSTS, CLAIM EXPENSES, LEGAL FEES AND ALL DAMAGES OR LOSSES OF ANY NATURE, SUSTAINED BY CUSTOMER, CONTRACTOR OR SUBCONTRACTORS OR ANY OTHER PARTY CLAIMING BY OR THROUGH THEM. THIS LIMITATION APPLIES TO CLAIMS OF INTENTIONAL, WILLFUL OR WANTON ACTS BUT ONLY TO THE EXTENT PERMITTED BY LAW.
4. IT IS UNDERSTOOD AND AGREED BY THE CUSTOMER THAT THE COMPANY IS NOT AN INSURER AND THAT INSURANCE COVERAGE SHALL BE OBTAINED BY
THE CUSTOMER AND THAT THE AMOUNTS PAYABLE TO THE COMPANY HEREUNDER ARE BASED UPON THE VALUE OF THE SERVICES AND ARE UNRELATED TO THE VALUE OF THE CUSTOMER’S PROPERTY AND THE PROPERTY OF OTHERS LOCATED ON THE PROPERTY. CUSTOMER AGREES TO LOOK EXCLUSIVELY TO THE CUSTOMER’S INSURANCE TO RECOVER FOR INJURY OR DAMAGE IN THE EVENT OF ANY LOSS OR INJURY AND THE CUSTOMER RELEASES AND WAIVES ALL RIGHT OF RECOVERY AGAINST COMPANY ARISING BY WAY OF SUBROGATION.
5. THIS QUOTATION INFORMATION IS PROPRIETARY AND MAY NOT BE COPIED OR RELEASED OTHER THAN FOR THE EXPRESS PURPOSE OF THE CURRENT SYSTEM SELECTION AND PURCHASE. THIS INFORMATION MAY NOT BE GIVEN TO OUTSIDE PARTIES OR USED FOR ANY OTHER PURPOSE WITHOUT WRITTEN CONSENT FROM API NATIONAL SERVICE GROUP.
PURCHASE ORDERS
In order to remain compliant with our co-op contract, please name all purchase orders to:
APi National Service Group
5931 Rice Creek Parkway
Shoreview, MN 55126
PLEASE SEND ALL PURCHASE ORDERS TO: [email protected]
ACCEPTANCE OF PROPOSAL
Please sign and return one copy of this agreement to our office and retain one copy for your records. The proposal is to be emailed to [email protected]. If you have any questions regarding the proposed services, please do not hesitate to contact Alec Hansen at (888) 274-8595.
The above proposal is accepted this day of , 2026.
By Print Name
19 EXHIBIT “C”
SOURCEWELL DOCUMENTS
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
RFP #121024
REQUEST FOR PROPOSALS
for
Facility Security Systems, Equipment, and Software with Related Services
Proposal Due Date: December 10, 2024, 4:30 p.m., Central Time
Sourcewell, a State of Minnesota local government unit and service cooperative, is requesting proposals for Facility Security Systems, Equipment, and Software with Related Services to result in a procurement solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [ https://proportal.sourcewell-mn.gov] . Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than December 10, 2024, at 4:30 p.m. Central Time, and late proposals will not be considered.
SOLICITATION SCHEDULE
Public Notice of RFP Published: October 22, 2024
Pre-proposal Conference: November 19, 2024, 10:00 a.m., Central Time Question Submission Deadline: December 2, 2024, 4:30 p.m., Central Time Proposal Due Date: December 10, 2024, 4:30 p.m., Central Time Late responses will not be considered.
Opening: December 10, 2024, 4:30 p.m., Central Time
See RFP Section V.G. “Opening”
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
I. ABOUT SOURCEWELL
A. SOURCEWELL
Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that facilitates a competitive public solicitation and master agreement award process for the benefit of its 50,000+ participating entities across the United States and Canada. Sourcewell’s solicitation process complies with State of Minnesota law and policies, conforms to Canadian trade agreements (including Canadian Free Trade Agreement, Ontario-Quebec Trade and Cooperation Agreement, and Canada-European Union Comprehensive Economic and Trade Agreement, as applicable), and results in cooperative purchasing solutions from which Sourcewell’s Participating Entities procure equipment, products, and services.
Cooperative purchasing provides participating entities and suppliers increased administrative efficiencies and the power of combined purchasing volume that result in overall cost savings. At times, Sourcewell also partners with other purchasing cooperatives to combine the purchasing volume of their membership into a single solicitation and master agreement expanding the reach of awarded suppliers’ potential pool of end users.
Sourcewell uses a website-based platform, the Sourcewell Procurement Portal, through which all proposals to this RFP must be submitted.
B. USE OF RESULTING MASTER AGREEMENTS
In the United States, Sourcewell’s master agreements are available for use by:
• Federal and state government entities;
• Cities, towns, and counties/parishes;
• Education service cooperatives;
• K-12 and higher education entities;
• Tribal government entities;
• Some nonprofit entities; and
• Other public entities.
In Canada, Sourcewell’s master agreements are available for use by current and future members including:
• Federal, provincial, and territorial government departments, ministries, agencies, boards, councils, committees, commissions, and similar agencies; • Indigenous self-governing bodies;
• Regional, local, district, and other forms of municipal government, municipal organizations, school boards, and publicly funded academic, health, and social service entities referred to as MASH sector (this should be construed to include but not be
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
limited to the cities of Calgary, Edmonton, Toronto, Ottawa, and Winnipeg), as well as any corporation or entity owned or controlled by one or more of the preceding entities; • Crown corporations, government enterprises, and other entities that are owned or controlled by these entities through ownership interest; and • Canoe procurement group of Canada’s current and future members. Canoe members include:
o Federal, provincial and territorial government departments, ministries, agencies, boards, councils, committees, commissions, and similar agencies; o Crown corporations, government enterprises, and other entities that are owned or controlled by these entities through ownership interest; o Indigenous self-governing bodies;
o Airport authorities;
o Regional, local, district, and other forms of municipal government, municipal organizations, school boards, and publicly funded academic, health, and social service entities referred to as MASH sector (this should be construed to include but not be limited to the cities of Calgary, Edmonton, Toronto, Ottawa, and Winnipeg), as well as any corporation or entity owned or controlled by one or more of the preceding entities; and
o Canoe procurement group of Canada’s current and future partner associations, including Saskatchewan Association of Rural Municipalities, Association of Manitoba Municipalities, Local Authorities Services/Association of Municipalities Ontario, Nova Scotia Federation of Municipalities, Federation of Prince Edward Island Municipalities, Municipalities Newfoundland Labrador, Union of New Brunswick Municipalities, Northwest Territories Association of Communities, Association of Yukon Communities, CivicInfo BC, Association and their current and future members.
For a listing of current United States and Canadian Participating Entities visit Sourcewell’s website (note: there is a tab for each country): https://www.sourcewell-mn.gov/sourcewell-for- vendors/agency-locator.
Participating Entities typically access master agreements for equipment, products, or services through a purchase order issued directly to the awarded supplier. A Participating Entity may request additional terms or conditions related to a purchase. Use of Sourcewell master agreements is voluntary and Participating Entities retain the right to obtain similar equipment, products, or services from other sources.
To meet Participating Entities’ needs, Sourcewell broadly publishes public notice of all solicitation opportunities, including this RFP. In addition, where applicable, other purchasing cooperatives and procurement officials receive notice and are encouraged to re-post the solicitation opportunity.
Proof of publication will be available at the conclusion of the solicitation process.
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
II. SOLICITATION DETAILS
A. SOLUTIONS-BASED SOLICITATION
This RFP and contract award process is a solutions-based solicitation; meaning that Sourcewell is seeking equipment, products, or services that meet the general requirements of the scope of this RFP and are commonly desired or are required by law or industry standards.
B. REQUESTED EQUIPMENT, PRODUCTS, OR SERVICES
It is expected that proposers will offer a wide array of equipment, products, or services at lower prices and with better value than what they would ordinarily offer to a single government entity, school district, or regional cooperative.
1. Sourcewell is seeking proposals for Facility Security Systems, Equipment, and Software with Related Services, including, but not to be limited to:
a. Alarm and signal systems;
b. Building security automation and integration, motion-controlled lighting, occupancy detection solutions;
c. Fire detection, sprinkler and suppression systems;
d. Intrusion and breach prevention and detection solutions; e. Glass and window security, armor, and ballistic applications and solutions; f. Closed circuit television (CCTV), surveillance, and recording solutions; g. Facility and parking access control solutions;
h. Robotic and Artificial Intelligence (AI) surveillance solutions; and i. Biometric scanning and screening.
Proposers may include related equipment, accessories, and services to the extent that these solutions are complementary to the equipment, products, or services being proposed in 1. a.– i. above including but not limited to training, consultative, monitoring, administrative, maintenance, mobile, remote, and smart access control, technical support services, emergency alert or call solutions, cloud-based security and integrated security management systems and supplies.
2. The primary focus of this solicitation is on Facility Security Systems, Equipment, and Software. This solicitation should NOT be construed to include:
a. Body-worn or vehicle-mounted cameras;
b. Security personnel services;
c. Public sector and education software solutions;
d. Unmanned and remotely operated vehicles and related technology; e. Fleet management software solutions; or
f. General technology and software and services.
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
Generally, the solutions for Participating Entities are turn-key solutions, providing a combination of equipment, products and services, delivery, and installation to a properly operating status. However, equipment-only or products-only solutions may be appropriate for situations where Participating Entities possess the ability, either in-house or through local third- party contractors, to properly install and bring to operation the equipment or products being proposed.
Sourcewell prefers suppliers that provide a sole source of responsibility for the equipment, products, and services provided under a resulting master agreement. If proposer is including the equipment, products, and services of its subsidiary entities, the proposer must also identify all included subsidiaries in its proposal. If proposer requires the use of distributors, dealers, resellers, or subcontractors to provide the equipment, products, or services, the proposal must address how the equipment, products or services will be provided to Participating Entities, and describe the network of distributors, dealers, resellers, and/or subcontractors that will be available to serve Participating Entities under a resulting master agreement.
Sourcewell encourages suppliers to offer the broadest possible selection of equipment, products, and services being proposed over the largest possible geographic area and to the largest possible cross-section of Sourcewell current and future Participating Entities.
C. REQUIREMENTS
It is expected that proposers have knowledge of all applicable industry standards, laws, and regulations and possess an ability to market and distribute the equipment, products, or services to Participating Entities.
1. Safety Requirements. All items proposed must comply with current applicable safety or regulatory standards or codes.
2. De viation from Industry Standard. Deviations from industry standards must be identified with an explanation of how the equipment, products, and services will provide equivalent function, coverage, performance, and/or related services.
3. New Equipment and Products. Proposed equipment and products must be for new, current model; however, proposer may offer certain close-out equipment or products if it is specifically noted in the Pricing proposal.
4. Delivered and operational. Unless clearly noted in the proposal, equipment and products must be delivered to the Participating Entity as operational.
5. Warranty. All equipment, products, supplies, and services must be covered by a warranty that is the industry standard or better.
D. PROSPECTIVE MASTER AGREEMENT TERM
The term of any resulting master agreement(s) awarded by Sourcewell under this solicitation will be four years. Sourcewell and supplier may agree to up to three additional one-year extensions based on the best interests of Sourcewell and its Participating Entities. Sourcewell
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
retains the right to consider additional extensions beyond seven years as required under exceptional circumstances.
E. ESTIMATED MASTER AGREEMENT VALUE AND USAGE
Based on past volume of similar master agreements, the estimated annual value of all transactions from master agreements resulting from this RFP are anticipated to be USD $160M; therefore, proposers are expected to propose volume pricing. Sourcewell anticipates considerable activity under the master agreement(s) awarded from this RFP; however, sales and sales volume from any resulting master agreement are not guaranteed.
F. MARKETING PLAN
Proposer’s sales force will be the primary source of communication with Participating Entities.
The proposer’s Marketing Plan should demonstrate proposer’s ability to deploy a sales force or dealer network to Participating Entities, as well as proposer’s sales and service capabilities. It is expected that proposer will promote and market any master agreement award.
G. ADDITIONAL CONSIDERATIONS
1. Master agreements will be awarded to proposers able to best meet the need of Participating Entities. Proposers should submit their complete line of equipment, products, or services that are applicable to the scope of this RFP.
2. A proposer may submit only one proposal. If related, affiliated, or subsidiary entities elect to submit separate proposals, rather than a single parent-entity proposal, each such proposal must be prepared independently and without cooperation, collaboration, or collusion.
3. If a proposer works with a consultant on its proposal, the consultant (an individual or company) may not assist any other entity with a proposal for this solicitation.
4. Proposers should include all relevant information in its proposal, since Sourcewell cannot consider information that is not included in the proposal. Sourcewell reserves the right to verify proposer’s information and may request clarification from a proposer, including samples of the proposed equipment or products.
5. Depending upon the responses received in a given category, Sourcewell may need to organize responses into subcategories in order to provide the broadest coverage of the requested equipment, products, or services to Participating Entities. Awards may be based on a subcategory.
6. A proposer’s documented negative past performance with Sourcewell or its Participating Entities occurring under a previously awarded Sourcewell master agreement may be considered in the evaluation of a proposal.
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
III. PRICING
A. REQUIREMENTS
All proposed pricing must be:
1. Either Line-Item Pricing or Percentage Discount from Catalog Pricing, or a combination of these:
a. Line-item Pricing is pricing based on each individual product or service. Each line must indicate the proposer’s published “List Price,” as well as the “Master Agreement Price.”
b. Percentage Discount from Catalog or Category is based on a percentage discount from a catalog or list price, defined as a published Manufacturer’s Suggested Retail Price (MSRP) for the products or services. Individualized percentage discounts can be applied to any number of defined product groupings. Proposers will be responsible for providing and maintaining current published MSRP with Sourcewell, and this pricing must be included in its proposal and provided throughout the term of any master agreement resulting from this RFP.
2. The proposer’s not to exceed price. A not to exceed price is the highest price for which equipment, products, or services may be billed to a Participating Entity. However, it is permissible for suppliers to sell at a price that is lower than the agreed upon price.
3. Stated in U.S. and Canadian dollars (as applicable).
4. Clearly understandable, complete, and fully describe the total cost of acquisition (e.g., the cost of the proposed equipment, products, and services delivered and operational for its intended purpose in the Participating Entity’s location).
Proposers should clearly identify any costs that are NOT included in the proposed product or service pricing. This may include items such as installation, set up, mandatory training, or initial inspection. Include identification of any parties that impose such costs and their relationship to the proposer. Additionally, proposers should clearly describe any unique distribution and/or delivery methods or options offered in the proposal.
B. ADMINISTRATIVE FEES
Proposers awarded a master agreement are expected to pay to Sourcewell an administrative fee in exchange for Sourcewell facilitating the resulting master agreements. The administrative fee is normally calculated as a percentage of the total sales to Participating Entities for all equipment, products, or services made during a calendar quarter, and is typically one percent (1%) to two percent (2%). In some categories, a flat fee may be an acceptable alternative.
IV. MASTER AGREEMENT
Proposers awarded a master agreement will be required to execute a master agreement with Sourcewell (see attached template). Only those modifications the proposer indicates in its proposal will be available for discussion. Much of the language in the Master Agreement
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
reflects Minnesota legal requirements and cannot be altered. Numerous and/or onerous exceptions that contradict Minnesota law may result in the proposal being disqualified from further review and evaluation.
To identify any exception, or to request any modification, to Sourcewell’s standard master agreement terms, conditions, or specifications, a proposer must submit the proposed exception(s) or requested modification(s) via redline in the Master Agreement Template provided in the “Documents” section of the “Bid Details” page on the Sourcewell Procurement Portal and uploaded as part of its response. Only those exceptions noted at the time of the proposal submission will be considered.
Exceptions must:
1. Clearly identify the affected article and section.
2. Clearly note the requested modification; and as applicable, provide requested alternative language.
Unclear requests will be automatically denied.
Only those exceptions that have been accepted by Sourcewell will be included in the master agreement document provided to the awarded supplier for signature.
If a proposer receives a master agreement award resulting from this solicitation it will have up to 30 days to sign and return the master agreement. After that time, at Sourcewell’s sole discretion, the master agreement award may be revoked.
V. RFP PROCESS
A. PRE-PROPOSAL CONFERENCE
Sourcewell will hold an optional, non-mandatory pre-proposal conference via webcast on the date and time noted in the Solicitation Schedule for this RFP and on the Sourcewell Procurement Portal. The purpose of this conference is to allow potential proposers to ask questions regarding this RFP and Sourcewell’s competitive procurement process. Information about the webcast will be sent to all entities that have registered for this solicitation opportunity through their Sourcewell Procurement Portal Vendor Account. Pre-proposal conference attendance is optional.
B. QUESTIONS REGARDING THIS RFP AND ORAL COMMUNICATION
All questions regarding this RFP must be submitted through the Sourcewell Procurement Portal.
The deadline for submission of questions is found in the Solicitation Schedule and on the Sourcewell Procurement Portal. Answers to questions will be issued through an addendum to this RFP. Repetitive questions will be summarized into a single answer and identifying information will be removed from the submitted questions.
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
All questions, whether specific to a proposer or generally related to the RFP, must be submitted using this process. Do not contact individual Sourcewell staff to ask questions or request information as this may disqualify the proposer from responding to this RFP. Sourcewell will not respond to questions submitted after the deadline.
C. ADDENDA
Sourcewell may modify this RFP at any time prior to the proposal due date by issuing an addendum. Addenda issued by Sourcewell become a part of the RFP and will be delivered to potential proposers through the Sourcewell Procurement Portal. Sourcewell accepts no liability in connection with the delivery of any addenda.
Before a proposal will be accepted through the Sourcewell Procurement Portal, all addenda, if any, must be acknowledged by the proposer by checking the box for each addendum. It is the responsibility of the proposer to check for any addenda that may have been issued up to the solicitation due date and time.
If an addendum is issued after a proposer submitted its proposal, the Sourcewell Procurement Portal will WITHDRAW the submission and change the proposer’s proposal status to INCOMPLETE. The proposer can view this status change in the “MY BIDS” section of the Sourcewell Procurement Portal Vendor Account. The proposer is solely responsible to check the “MY BIDS” section of the Sourcewell Procurement Portal Vendor Account periodically after submitting its proposal (and up to the Proposal Due Date). If the proposer’s proposal status has changed to INCOMPLETE, the proposer is solely responsible to:
1. make any required adjustments to its proposal;
2. acknowledge the addenda; and
3. ensure the re-submitted proposal is received through the Sourcewell Procurement Portal no later than the Proposal Due Date and time shown in the Solicitation Schedule above.
D. PROPOSAL SUBMISSION
Proposer’s complete proposal must be submitted through the Sourcewell Procurement Portal no later than the date and time specified in the Solicitation Schedule. Any other form of proposal submission, whether electronic, paper, or otherwise, will not be considered by Sourcewell. Late proposals will not be considered. It is the proposer’s sole responsibility to ensure that the proposal is received on time.
It is recommended that proposers allow sufficient time to upload the proposal and to resolve any issues that may arise. The time and date that a proposal is received by Sourcewell is solely determined by the Sourcewell Procurement Portal web clock.
In the event of problems with the Sourcewell Procurement Portal, follow the instructions for technical support posted in the portal. It may take up to 24 hours to respond to certain issues.
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
Upon successful submission of a proposal, the Sourcewell Procurement Portal will automatically generate a confirmation email to the proposer. If the proposer does not receive a confirmation email, contact Sourcewell’s support provider at [email protected].
To ensure receipt of the latest information and updates via email regarding this solicitation, or if the proposer has obtained this solicitation document from a third party, the onus is on the proposer to create a Sourcewell Procurement Portal Vendor Account and register for this solicitation opportunity.
Within the Sourcewell Procurement Portal, all proposals must be digitally acknowledged by an authorized representative of the proposer attesting that the information contained in the proposal is true and accurate. By submitting a proposal, proposer warrants that the information provided is true, correct, and reliable for purposes of evaluation for potential master agreement award. The submission of inaccurate, misleading, or false information is grounds for disqualification from a master agreement award and may subject the proposer to remedies available by law.
E. GENERAL PROPOSAL REQUIREMENTS
Proposals must be:
1. In substantial compliance with the requirements of this RFP or it will be considered nonresponsive and be rejected.
2. Complete. A proposal will be rejected if it is conditional or incomplete.
3. Submitted in English.
4. Valid and irrevocable for 90 days following the Proposal Due Date.
Any and all costs incurred in responding to this RFP will be borne by the proposer.
F. PROPOSAL WITHDRAWAL
Prior to the proposal deadline, a proposer may withdraw its proposal.
G. OPENING
The Opening of proposals will be conducted in the Sourcewell Procurement Portal immediately following the proposal due date and time. To view the list of proposers resulting from the opening, verify that the Sourcewell Procurement Portal opportunities list search is set to “All” or “Closed.”
Members of the public may attend the Opening at Sourcewell’s office located at 202 12th Street NE, Staples, MN to hear the results.
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
VI. EVALUATION AND AWARD
A. EVALUATION
It is the intent of Sourcewell to award one or more master agreements to responsive and responsible proposers offering the best overall quality, selection of equipment, products, and services, and price that meet the commonly requested specifications of Sourcewell and its Participating Entities. The award(s) will be limited to the number of proposers that Sourcewell determines is necessary to meet the needs of its Participating Entities.
Factors to be considered in determining the number of master agreements to be awarded in any category may include the following:
1. Total evaluation scores (giving consideration to natural breaks in the scoring of responsive proposals);
2. The number and geographic location of highest-scoring proposers that offer:
a. A comprehensive selection of the requested equipment, products, or services; b. A sales and service network ensuring availability and coverage for Participating Entities’ use; and
c. Other attributes of the proposer or contents of its proposal that assist Participating Entities in achieving environmental and social requirements, and goals.
Information submitted as part of a proposal should be as specific as possible when responding to the RFP. Do not assume Sourcewell has any knowledge about a specific supplier or product.
B. AWARD(S)
Award(s) will be made to the highest-scoring proposer(s) whose proposal conforms to all conditions and requirements of the RFP, and consistent with the award criteria defined in this RFP.
Sourcewell may request written clarification of a proposal at any time during the evaluation process.
Proposal evaluation will be based on the following scoring criteria and the Sourcewell Evaluator Scoring Guide (a copy is available in the Sourcewell Procurement Portal):
Conformance to RFP Requirements Pass/Fail
Financial Viability and Marketplace Success 50
Ability to Sell and Deliver Solutions 150
Marketing Plan 100
Value Added Attributes 100
Depth and Breadth of Offered Solutions 200
Pricing 400
TOTAL POINTS 1000
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
C. PROTESTS OF AWARDS
Any protest made under this RFP by a proposer must be in writing, addressed to Sourcewell’s Executive Director, and delivered to the Sourcewell office located at 202 12th Street NE, P.O.
Box 219, Staples, MN 56479. All documents that comprise the complete protest package must be received, and time stamped at the Sourcewell office by 4:30 p.m., Central Time, no later than 10 calendar days following Sourcewell’s notice of master agreement award(s) or non- award. A protest must allege a procedural, technical, or legal defect, with supporting documentation. A protest that merely requests a re-evaluation of a proposal’s content will not be entertained.
A protest must include the following items:
• The name, address, and telephone number of the protester; • Identification of the solicitation by RFP number;
• A precise statement of the relevant facts;
• Identification of the alleged procedural, technical, or legal defect; • Analysis of the basis for the protest;
• Any additional supporting documentation;
• The original signature of the protester or its representative; and • Protest bond in the amount of $20,000 (except where prohibited by law or treaty).
Protests that do not address these elements will not be reviewed.
D. RIGHTS RESERVED
This RFP does not commit Sourcewell to award any master agreement, and a proposal may be rejected if it is nonresponsive, conditional, incomplete, conflicting, or misleading. Proposals that contain false statements or do not support an attribute or condition stated by the proposer may be rejected.
Sourcewell reserves the right to:
• Modify or cancel this RFP at any time;
• Reject any and all proposals received;
• Reject proposals that do not comply with the provisions of this RFP; • Select, for master agreements or for discussion, a proposal other than that with the lowest cost;
• Independently verify any information provided in a proposal; • Disqualify any proposer that does not meet the requirements of this RFP, is debarred or suspended by the United States or Canada, State of Minnesota, Participating Entity’s state or province; has an officer, or other key personnel, who have been charged with a serious crime; or is bankrupt, insolvent, or where bankruptcy or insolvency are a reasonable prospect;
Rev. 6/2024 Sourcewell RFP #121024
Facility Security Systems, Equipment, and Software with Related Services
• Waive or modify any informalities, irregularities, or inconsistencies in the proposals received;
• Clarify any part of a proposal and discuss any aspect of the proposal with any proposer; and negotiate with more than one proposer;
• Award a master agreement if only one responsive proposal is received if it is in the best interest of Participating Entities; and
• Award a master agreement to one or more proposers if it is in the best interest of Participating Entities.
E. DISPOSITION OF PROPOSALS
All materials submitted in response to this RFP will become property of Sourcewell and will become public record in accordance with Minnesota Statutes Section 13.591, after negotiations are complete. Sourcewell considers that negotiations are complete upon execution of a resulting master agreement. It is the proposer’s responsibility to clearly identify any data submitted that it considers to be protected. Proposer must also include a justification for the classification citing the applicable Minnesota law. Sourcewell may reject proposals that are marked confidential or nonpublic, either substantially or in their entirety.
Sourcewell will not consider the prices submitted by the proposer to be confidential, proprietary, or trade secret materials. Financial information, including financial statements, provided by a proposer is not considered trade secret under the statutory definition.
10/25/2024
Addendum No. 1
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
Does this bid require an 'MSA'? [sic]
Answer 1:
Refer to RFP section IV. Master Agreement.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 10/25/2024, is required at the time of proposal submittal.
11/1/2024
Addendum No. 2
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following amendment to be part of the above-titled solicitation documents.
Line Item 76 is amended as follows:
Provide a detailed description of all the Solutions offered, including used Solutions offered if applicable, in the proposal.
***
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
Line Item 76 has an error in this question, it doesn't read correctly: Provide a detailed description of all the Solutions offered, including used, offered in the proposal. ('Including Used') needs more context. [sic]
Answer 1:
Refer to amendment above.
Question 2:
The new RFP 121024 that we’ve been discussing does cover a lot of Canada interests… However, we noticed this other RFP, APC Reference # AB-2024-08990 for Canoe, which does seem to reference 121024. Does our submission to this 121024 cover the Canoe
APC RFP also? Just ensuring that we do not need to respond to that APC RFP. Thank you. [sic]
Answer 2:
Refer to RFP Section I., Article B. It appears as if the Sourcewell Request for Proposals has been reposted. Please refer to the Sourcewell Procurement Portal for complete RFP information.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 11/1/2024, is required at the time of proposal submittal.
11/01/2024
Addendum No. 3
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
Is Lighting include in the proposition as equipment (off-Grid Lighting) [sic] Answer 1:
The Sourcewell RFP is an open and competitive solicitation process. Each proposer, in its discretion, will propose the equipment, products, and services that it deems to fall within Sourcewell’s requested equipment, products, and services as described in the RFP. Only those products within the scope of the RFP will be included in any contract awarded by Sourcewell as a result of the solicitation and each Proposal will be evaluated based on the criteria stated in the RFP.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 11/01/2024, is required at the time of proposal submittal.
11/07/2024
Addendum No. 4
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
With the bid being public, can any information provided be submitted as confidential? For example, when providing references, can we submit under a separate cover that would be marked confidential and not be published to maintain client privacy.
Answer 1:
Refer to RFP Section VI. E. - Disposition of Proposals, for guidance on materials submitted in response to the RFP and applicable public data laws.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 11/07/2024, is required at the time of proposal submittal.
11/08/2024
Addendum No. 5
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
What is my CAGE code or Unique Entity Identifier (SAM)? Answer 1:
A CAGE or Unique Entity Identifier (SAM) code is not required to be considered for or awarded a Sourcewell contract. Proposals are evaluated based on the criteria as stated in the RFP. Refer to the General Instructions above Questionnaire Table 1. Respond “N/A” if a question does not apply (preferably with an explanation).
Question 2:
What is my NAICS code applicable to Solutions proposed? Answer 2:
Sourcewell utilizes the North American Industry Classification System (NAICS) within the Sourcewell Procurement Portal to allow prospective vendors the ability to broadly identify the types of equipment, products, or services applicable to them at the time of account creation. Prospective vendors who select one or more commodity codes receive system-generated notifications by email of new Sourcewell opportunities matching their commodity code selection.
For this RFP (and all cooperative purchasing contract opportunities), Sourcewell utilizes a competitive, solutions-based solicitation approach that is not based on detailed specifications or finite quantities. A proposer can propose its entire line of equipment, products, or services falling within the requested equipment, products, or services as described in RFP Section II. B.
Question 3:
Is there anything preventing me from bidding?
Answer 3:
Refer to RFP Section V. E. for Sourcewell General Proposal Requirements. Sourcewell Participating Entities (Higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada) may also have their own requirements.
Question 4:
I may have a few other vendors who would actually provide the services, bidding for this. What do I/they need to know regarding this bid?
Answer 4:
All pertinent information can be found in the RFP document and under Resource Materials on the Sourcewell Procurement Portal homepage.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 11/08/2024, is required at the time of proposal submittal.
11/14/2024
Addendum No. 6
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
Can you please provide the call information or meeting link for the pre-bid proposal on 11/19/2024? Thank you [sic]
Answer 1:
Login instructions will be posted to the "Documents" section and available to registered suppliers two business days prior to the web conference.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 11/14/2024, is required at the time of proposal submittal.
11/18/2024
Addendum No. 7
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
Is this for Suppliers only or integrators as well?
Answer 1:
The Sourcewell RFP is an open and competitive solicitation process. Each proposer, in its discretion, will determine the method in which to propose the equipment, products, and services that it deems to fall within Sourcewell’s requested equipment, products, and services as described in the RFP.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 11/18/2024, is required at the time of proposal submittal.
11/20/2024
Addendum No. 8
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
Clarify on page limits:
In Step #1: Tell our Story. Did we understand that there can be up to 10 Microsoft pages per box? What is minimum font size? What is recommend font type? [sic] Answer 1:
There is sufficient space for the proposer to provide a brief but thorough response to each question. The platform designer indicates the character limit of a text field is 32,000. The text boxes do not support the insertion of images or graphics, or different font types and sizes.
Question 2:
What is the maximum pages or size ( Gigabytes) a proposal can be? [sic] Answer 2:
Refer to the instructions for Step 2 – Documents within the Portal, “Maximum file upload size is 500 MB.”
Question 3:
Where is this RFP based/located out of? We are a California based company applying for this RFP. We want to make sure that we will be able to provide services if granted the bid. [sic]
Answer 3:
Sourcewell is seeking solutions to serve the largest possible cross-section of current and potential Sourcewell participating entities or members. Refer to the RFP Article on Participating Entities and Use of the Resulting Contracts for details.
Question 4:
Do we have to bid nationally and Canada up front or can we limit to certian states or geography? [sic]
Answer 4:
A proposer is not required to cover every geographic region to be considered for award.
Each proposal is evaluated based on the criteria stated in the RFP.
Question 5:
Can you limit your own participation to a certain part of the country (ex. a single state, cluster of states like the PNW) [sic]
Answer 5:
Refer to answer four.
Question 6:
In many states this line of work is licensed profession. Do we need to include licenses in our submission?
Answer 6:
In the competitive process, Sourcewell will not advise a proposer on the content of the proposal. It is left to the discretion of each proposer to determine the information necessary to best demonstrate their ability to serve Sourcewell participating entities.
Proposers are responsible for attaining any applicable or required business licenses for any locations they intend to offer their solutions. Proposals are evaluated based on the criteria stated in the RFP.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 11/20/2024, is required at the time of proposal submittal.
11/21/2024
Addendum No. 9
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
Can the bid submission questions be downloaded in order to work on them collaboratively, then once I have the answers, I can transpose them into the system, or can multiple users access the bid submission at the same time? Answer 1:
Each account within the Portal can have up to ten contacts, with each contact identified by a discrete email address. Each contact is able to edit the questionnaire table responses. However, only one contact may edit any one table at a time. Multiple representatives may edit questionnaire tables simultaneously, provided that each user is editing a different questionnaire table.
After selecting “Start Submission,” a proposer may navigate to Step 4 – “Preview Bid” and select “Preview My Bid in PDF,” if a downloadable PDF of the questionnaire tables is desired.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 11/21/2024, is required at the time of proposal submittal.
11/25/2024
Addendum No. 10
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
For Table 6A: Pricing, Question 64, is it required to provide a detailed price list for every part number covered in this proposal, or would providing a document detailing a standard product-category discount or flat rate suffice? Answer 1:
Refer to RFP section III. Pricing. Each proposer, in its discretion, will determine and propose the pricing approach that aligns with its business methods and satisfies all the requirements of the RFP Article on Pricing.
Question 2:
For Table 6A: Pricing, Question 64, if a detailed price list for every part number is required, how should this document be sufficiently marked in order to maintain confidentiality? Much of our pricing from vendors is direct-to-dealer and the information considered proprietary-- the public disclosure of which could affect our vendor relationship integrity and business operations.
Answer 2:
Refer to RFP Section VI. E. – Disposition of Proposals related to the treatment of materials submitted in response to the RFP.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 11/25/2024, is required at the time of proposal submittal.
11/26/2024
Addendum No. 11
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
How do you want us to treat confidentiality regarding our customers' names and phone numbers? Can we redact contact information (e.g., Table 4)? [sic] Answer 1:
It is left to the discretion of each proposer to determine the information or documentation necessary to best demonstrate their ability to serve Sourcewell participating entities and satisfy all the requirements included in the questionnaire tables.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 11/26/2024, is required at the time of proposal submittal.
12/03/2024
Addendum No. 12
Solicitation Number: RFP 121024
Solicitation Name: Facility Security Systems, Equipment, and Software with Related Services
Consider the following Question(s) and Answer(s) to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
May a parent company submit a proposal under a single FEIN, but allow brands that fall under it (different FEINs) to utilize the contract? If so, would purchase orders and bids need to reflect the parent company name only?
Answer 1:
In the competitive process, Sourcewell will not advise a proposer on the content of the proposal. So, it is left to the discretion of each proposer to determine the information necessary to best demonstrate their ability to serve Sourcewell participating entities and that they are willing to include. The solicitation is a competitive process, and proposals are evaluated on the content submitted.
End of Addendum
Acknowledgement of this Addendum to RFP 121024 posted to the Sourcewell Procurement Portal on 12/03/2024, is required at the time of proposal submittal.
121024-API
v052824 1
MASTER AGREEMENT #121024
CATEGORY: &ĂĐŝůŝƚLJ^ĞĐƵƌŝƚLJ^LJƐƚĞŵƐ͕
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SUPPLIER: WŝEĂƟŽŶĂů^ĞƌǀŝĐĞ'ƌŽƵƉ/ŶĐ͘
This Master Agreement (Agreement) is between Sourcewell, ĂDŝŶŶĞƐŽƚĂƐĞƌǀŝĐĞĐŽŽƉĞƌĂƟǀĞlocated at 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and WŝEĂƟŽŶĂů^ĞƌǀŝĐĞ'ƌŽƵƉ Inc., 1200 Old Highway 8 NW, New Brighton, MN 55112 (Supplier).
Sourcewell is a ůŽĐĂůŐŽǀĞƌŶŵĞŶƚĂŶĚƐĞƌǀŝĐĞĐŽŽƉĞƌĂƟǀĞĐƌĞĂƚĞĚƵŶĚĞƌƚŚĞůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨ DŝŶŶĞƐŽƚĂ;DŝŶŶĞƐŽƚĂ^ƚĂƚƵƚĞƐ^ĞĐƟŽŶϭϮϯ͘ϮϭͿŽīĞƌŝŶŐ a CŽŽƉĞƌĂƟǀĞPurchasing Program to eligible ƉĂƌƟĐŝƉĂƟŶŐŐŽǀĞƌŶŵĞŶƚĞŶƟƟĞƐ.
Under this Master Agreement entered with Sourcewell, Supplier will provide /ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐ to WĂƌƟĐŝƉĂƟŶŐ
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1) WƵƌƉŽƐĞ͘ Pursuant to Minnesota law, tŚĞ^ŽƵƌĐĞǁĞůůŽĂƌĚŽĨŝƌĞĐƚŽƌƐŚĂƐĂƵƚŚŽƌŝnjĞĚ ĂŽŽƉĞƌĂƟǀĞ Purchasing Program designed to provide PĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐǁŝƚŚĂĐĐĞƐƐƚŽĐŽŵƉĞƟƟǀĞůLJĂǁĂƌĚĞĚ
ĐŽŽƉĞƌĂƟǀĞƉƵƌĐŚĂƐŝŶŐagreements͘dŽĨĂĐŝůŝƚĂƚĞƚŚĞWƌŽŐƌĂŵ͕^ŽƵƌĐĞǁĞůůhas awarded Supplier this ĐŽŽƉĞƌĂƟǀĞƉƵƌĐŚĂƐŝŶŐDĂƐƚĞƌŐƌĞĞŵĞŶƚĨŽůůŽǁŝŶŐĂĐŽŵƉĞƟƟǀĞƉƌŽĐƵƌĞŵĞŶƚƉƌŽĐĞƐƐŝŶƚĞŶĚĞĚƚŽ ŵĞĞƚĐŽŵƉůŝĂŶĐĞƐƚĂŶĚĂƌĚƐŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚDŝŶŶĞƐŽƚĂůĂǁĂŶĚƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐĐŽŶƚĂŝŶĞĚ herein.
2) /ŶƚĞŶƚ͘ dŚĞŝŶƚĞŶƚŽĨƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚŝƐƚŽĚĞĮŶĞƚŚĞƌŽůĞƐŽĨ^ŽƵƌĐĞǁĞůů͕^ƵƉƉůŝĞƌ͕ĂŶĚ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂƐŝƚƌĞůĂƚĞƐƚŽ^ŽƵƌĐĞǁĞůů͛ƐŽŽƉĞƌĂƟǀĞWƵƌĐŚĂƐŝŶŐWƌŽŐƌĂŵ͘
ϯͿ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĐĐĞƐƐ͘ ^ŽƵƌĐĞǁĞůů͛ƐCŽŽƉĞƌĂƟǀĞPurchasing Program Master Agreements are ĂǀĂŝůĂďůĞƚŽĞůŝŐŝďůĞƉƵďůŝĐĂŐĞŶĐŝĞƐ;WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐͿ. WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͛ƐĂƵƚŚŽƌŝƚLJƚŽĂĐĐĞƐƐ
^ŽƵƌĐĞǁĞůů͛ƐCŽŽƉĞƌĂƟǀĞPurchasing PƌŽŐƌĂŵŝƐĚĞƚĞƌŵŝŶĞĚƚŚƌŽƵŐŚƚŚĞůĂǁƐŽĨŝƚƐƌĞƐƉĞĐƟǀĞ ũƵƌŝƐĚŝĐƟŽŶ͘
4) ^ƵƉƉůŝĞƌĐĐĞƐƐ͘ dŚĞ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐŽīĞƌĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŵĂLJďĞŵĂĚĞĂǀĂŝůĂďůĞƚŽĂŶLJ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘^ƵƉƉůŝĞƌƵŶĚĞƌƐƚĂŶĚƐƚŚĂƚĂWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͛ƐƵƐĞŽĨƚŚŝƐŐƌĞĞŵĞŶƚŝƐĂƚƚŚĞ
WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͛ƐƐŽůĞĐŽŶǀĞŶŝĞŶĐĞ͘^ƵƉƉůŝĞƌǁŝůůĞĚƵĐĂƚĞŝƚƐƐĂůĞƐĂŶĚƐĞƌǀŝĐĞĨŽƌĐĞƐĂďŽƵƚ ^ŽƵƌĐĞǁĞůůĞůŝŐŝďŝůŝƚLJƌĞƋƵŝƌĞŵĞŶƚƐĂŶĚƌĞƋƵŝƌĞĚĚŽĐƵŵĞŶƚĂƟŽŶ͘^ƵƉƉůŝĞƌǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌ ĞŶƐƵƌŝŶŐƐĂůĞƐĂƌĞǁŝƚŚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ.
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5) dĞƌŵ͘ dŚŝƐŐƌĞĞŵĞŶƚŝƐĞīĞĐƟǀĞƵƉŽŶƚŚĞĚĂƚĞŽĨƚŚĞĮŶĂůƐŝŐŶĂƚƵƌĞďĞůŽǁ͘dŚĞƚĞƌŵŽĨƚŚŝƐ ŐƌĞĞŵĞŶƚŝƐĨŽƵƌ;ϰͿLJĞĂƌƐĨƌŽŵƚŚĞĞīĞĐƟǀĞĚĂƚĞ͘dŚĞŐƌĞĞŵĞŶƚĞdžƉŝƌĞƐĂƚϭϭ͗ϱϵW͘D͘ĞŶƚƌĂů Time on February 18, 2029, ƵŶůĞƐƐŝƚŝƐĐĂŶĐĞůůĞĚŽƌĞdžƚĞŶĚĞĚĂƐĚĞĮŶĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚ͘
a)
džƚĞŶƐŝŽŶƐ͘ Sourcewell and Supplier may agree to up to three ;ϯͿ ĂĚĚŝƟŽŶĂůŽŶĞ-year extensions ďĞLJŽŶĚƚŚĞŽƌŝŐŝŶĂůĨŽƵƌ-LJĞĂƌƚĞƌŵ͘dŚĞƚŽƚĂůƉŽƐƐŝďůĞůĞŶŐƚŚŽĨƚŚŝƐŐƌĞĞŵĞŶƚǁŝůůďĞƐĞǀĞŶ(7) LJĞĂƌƐĨƌŽŵƚŚĞĞīĞĐƟǀĞĚĂƚĞ͘
b)
džĐĞƉƟŽŶĂůŝƌĐƵŵƐƚĂŶĐĞƐ͘ ^ŽƵƌĐĞǁĞůůƌĞƚĂŝŶƐƚŚĞƌŝŐŚƚƚŽĐŽŶƐŝĚĞƌĂĚĚŝƟŽŶĂůĞdžƚĞŶƐŝŽŶƐĂƐ ƌĞƋƵŝƌĞĚƵŶĚĞƌĞdžĐĞƉƟŽŶĂůĐŝƌĐƵŵƐƚĂŶĐĞƐ͘
6) ^ƵƌǀŝǀĂůŽĨdĞƌŵƐ͘ EŽƚǁŝƚŚƐƚĂŶĚŝŶŐƚŚĞƚĞƌŵŝŶĂƟŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕ƚŚĞŽďůŝŐĂƟŽŶƐŽĨƚŚŝƐ ŐƌĞĞŵĞŶƚǁŝůůĐŽŶƟŶƵĞƚŚƌŽƵŐŚƚŚĞƉĞƌĨŽƌŵĂŶĐĞƉĞƌŝŽĚŽĨĂŶLJƚƌĂŶƐĂĐƟŽŶĞŶƚĞƌĞĚbetween ^ƵƉƉůŝĞƌĂŶĚĂŶLJWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJďĞĨŽƌĞƚŚĞƚĞƌŵŝŶĂƟŽŶĚĂƚĞ͘
7) ^ĐŽƉĞ͘^ƵƉƉůŝĞƌŝƐĂǁĂƌĚĞĚĂDĂƐƚĞƌŐƌĞĞŵĞŶƚƚŽƉƌŽǀŝĚĞƚŚĞƐŽůƵƟŽŶƐŝĚĞŶƟĮĞĚŝŶ;^ŽůŝĐŝƚĂƟŽŶ 121024) ƚŽWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ͘/Ŷ^ĐŽƉĞƐŽůƵƟŽŶƐŝŶĐůƵĚĞ͗
a) Alarm and signal systems;
b) Building security automation and integration, motion-controlled lighting, occupancy detection solutions;
c) Fire detection, sprinkler and suppression systems;
d) Intrusion and breach prevention and detection solutions; e) 'ůĂƐƐĂŶĚǁŝŶĚŽǁƐĞĐƵƌŝƚLJ͕ĂƌŵŽƌ͕ĂŶĚďĂůůŝƐƚŝĐĂƉƉůŝĐĂƚŝŽŶƐĂŶĚƐŽůƵƚŝŽŶƐ͖ ĨͿ Closed circuit television (CCTV), surveillance, and recording solutions; g) Facility and parking access control solutions;
h) ZŽďŽƚŝĐĂŶĚƌƚŝĨŝĐŝĂů/ŶƚĞůůŝŐĞŶĐĞ;/ͿƐƵƌǀĞŝůůĂŶĐĞƐŽůƵƚŝŽŶƐ͖ and i) Biometric scanning and screening.
8) /ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐ͘ ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůƚŽƚŚĞĂďŽǀĞƌĞĨĞƌĞŶĐĞĚZ&Wis incorporated into this Master ŐƌĞĞŵĞŶƚ͘KŶůLJƚŚŽƐĞ^ŽůƵƟŽŶƐŝŶĐůƵĚĞĚǁŝƚŚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůĂŶĚǁŝƚŚŝŶ^ĐŽƉĞ;/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐͿĂƌĞŝŶĐůƵĚĞĚǁŝƚŚŝŶƚŚĞŐƌĞĞŵĞŶƚĂŶĚŵĂLJďĞŽīĞƌĞĚƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ.
9) /ŶĚĞĮŶŝƚĞYƵĂŶƟƚLJ͘ dŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚĚĞĮŶĞƐĂŶŝŶĚĞĮŶŝƚĞƋƵĂŶƟƚLJŽĨƐĂůĞƐƚŽĞůŝŐŝďůĞ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ.
10) WƌŝĐŝŶŐ͘ WƌŝĐŝŶŐŝŶĨŽƌŵĂƟŽŶ;ŝŶĐůƵĚŝŶŐWƌŝĐŝŶŐĂŶĚĞůŝǀĞƌLJĂŶĚWƌŝĐŝŶŐKīĞƌĞĚtĂďůĞƐͿĨŽƌĂůů/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐǁŝƚŚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůŝƐŝŶĐŽƌƉŽƌĂƚĞĚŝŶƚŽƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚ͘
11) EŽƚƚŽ
džĐĞĞĚWƌŝĐŝŶŐ͘ Suppliers may not exceed the prices listed in the current Pricing List ŽŶĮůĞ with Sourcewell ǁŚĞŶŽīĞƌŝŶŐ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ͘WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐŵĂLJ
ƌĞƋƵĞƐƚĂĚũƵƐƚŵĞŶƚƐƚŽƉƌŝĐŝŶŐĚŝƌĞĐƚůLJĨƌŽŵ^ƵƉƉůŝĞƌĚƵƌŝŶŐƚŚĞŶĞŐŽƟĂƟŽŶĂŶĚĞdžĞĐƵƟŽŶŽĨĂŶLJ ƚƌĂŶƐĂĐƟŽŶ.
12) KƉĞŶDĂƌŬĞƚ͘ ^ƵƉƉůŝĞƌ͛ƐŽƉĞŶŵĂƌŬĞƚƉƌŝĐŝŶŐprocess is included within its Proposal.
13) ^ƵƉƉůŝĞƌZĞƉƌĞƐĞŶƚĂƟŽŶƐ͗
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i) ŽŵƉůŝĂŶĐĞ͘ Supplier represents and warrants it will provide all Included ^ŽůƵƟŽŶƐ ƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚŝŶĨƵůůĐŽŵƉůŝĂŶĐĞǁŝƚŚĂƉƉůŝĐĂďůĞĨĞĚĞƌĂů͕ƐƚĂƚĞ͕ĂŶĚůŽĐĂůůĂǁƐĂŶĚ ƌĞŐƵůĂƟŽŶƐ͘
ii) >ŝĐĞŶƐĞƐ͘ ƐĂƉƉůŝĐĂďůĞ͕^ƵƉƉůŝĞƌǁŝůůŵĂŝŶƚĂŝŶĂǀĂůŝĚƐƚĂƚƵƐŽŶĂůůƌĞƋƵŝƌĞĚĨĞĚĞƌĂů͕ƐƚĂƚĞ͕ ĂŶĚůŽĐĂůůŝĐĞŶƐĞƐ͕ďŽŶĚƐ͕ĂŶĚƉĞƌŵŝƚƐƌĞƋƵŝƌĞĚĨŽƌƚŚĞŽƉĞƌĂƟŽŶŽĨ^ƵƉƉůŝĞƌ͛ƐďƵƐŝŶĞƐƐǁŝƚŚ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ͘WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐŵĂLJƌĞƋƵĞƐƚĂůůƌĞůĞǀĂŶƚĚŽĐƵŵĞŶƚĂƟŽŶĚŝƌĞĐƚůLJĨƌŽŵ Supplier.
iii) ^ƵƉƉůŝĞƌtĂƌƌĂŶƚƐ͘ Supplier warrants that all Included ^ŽůƵƟŽŶƐĨƵƌŶŝƐŚĞĚƵŶĚĞƌƚŚŝƐ ŐƌĞĞŵĞŶƚĂƌĞĨƌĞĞĨƌŽŵůŝĞŶƐĂŶĚĞŶĐƵŵďƌĂŶĐĞƐ͕ĂŶĚĂƌĞĨƌĞĞĨƌŽŵĚĞĨĞĐƚƐŝŶĚĞƐŝŐŶ͕ŵĂƚĞƌŝĂůƐ͕ ĂŶĚǁŽƌŬŵĂŶƐŚŝƉ͘/ŶĂĚĚŝƟŽŶ͕^ƵƉƉůŝĞƌǁĂƌƌĂŶƚƐƚŚĞ^ŽůƵƟŽŶƐĂƌĞƐƵŝƚĂďůĞĨŽƌĂŶĚǁŝůůƉĞƌĨŽƌŵ in accordance with the ordinary uƐĞĨŽƌǁŚŝĐŚƚŚĞLJĂƌĞŝŶƚĞŶĚĞĚ͘
14) ĂŶŬƌƵƉƚĐLJEŽƟĐĞƐ͘ ^ƵƉƉůŝĞƌĐĞƌƟĮĞƐĂŶĚǁĂƌƌĂŶƚƐŝƚŝƐŶŽƚĐƵƌƌĞŶƚůLJŝŶĂďĂŶŬƌƵƉƚĐLJƉƌŽĐĞĞĚŝŶŐ͘ Supplier has disclosed all current and completed bankruptcy proceedings within the past seven years ǁŝƚŚŝŶŝƚƐWƌŽƉŽƐĂů͘^ƵƉƉůŝĞƌŵƵƐƚƉƌŽǀŝĚĞŶŽƟĐĞŝŶǁƌŝƟŶŐƚŽ^ŽƵƌĐĞǁĞůůŝĨŝƚĞŶƚĞƌƐĂďĂŶŬƌƵƉƚĐLJ ƉƌŽĐĞĞĚŝŶŐĂƚĂŶLJƟŵĞĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
15) ĞďĂƌŵĞŶƚĂŶĚ^ƵƐƉĞŶƐŝŽŶ͘ ^ƵƉƉůŝĞƌĐĞƌƟĮĞƐĂŶĚǁĂƌƌĂŶƚƐƚŚĂƚŶĞŝƚŚĞƌŝƚŶŽƌŝƚƐƉƌŝŶĐŝƉĂůƐĂƌĞ ƉƌĞƐĞŶƚůLJĚĞďĂƌƌĞĚ͕ƐƵƐƉĞŶĚĞĚ͕ƉƌŽƉŽƐĞĚĨŽƌĚĞďĂƌŵĞŶƚ͕ĚĞĐůĂƌĞĚŝŶĞůŝŐŝďůĞ͕ŽƌǀŽůƵŶƚĂƌŝůLJĞdžĐůƵĚĞĚ ĨƌŽŵƉƌŽŐƌĂŵƐŽƉĞƌĂƚĞĚďLJƚŚĞ^ƚĂƚĞŽĨDŝŶŶĞƐŽƚĂ͕ƚŚĞhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůŐŽǀĞƌŶŵĞnt, or any WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘^ƵƉƉůŝĞƌĐĞƌƟĮĞƐĂŶĚǁĂƌƌĂŶƚƐƚŚĂƚŶĞŝƚŚĞƌŝƚŶŽƌŝƚƐƉƌŝŶĐŝƉĂůƐŚĂǀĞďĞĞŶ ĐŽŶǀŝĐƚĞĚŽĨĂĐƌŝŵŝŶĂůŽīĞŶƐĞƌĞůĂƚĞĚƚŽƚŚĞƐƵďũĞĐƚŵĂƩĞƌŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌĨƵƌƚŚĞƌ warrants that it will pƌŽǀŝĚĞŝŵŵĞĚŝĂƚĞǁƌŝƩĞŶŶŽƟĐĞƚŽ^ŽƵƌĐĞǁĞůůŝĨƚŚŝƐĐĞƌƟĮĐĂƟŽŶĐŚĂŶŐĞƐĂƚ ĂŶLJƟŵĞĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
16) WƌŽǀŝƐŝŽŶƐĨŽƌŶŽŶ-hŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůĞŶƟƚLJƉƌŽĐƵƌĞŵĞŶƚƐƵŶĚĞƌhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůĂǁĂƌĚƐ ŽƌŽƚŚĞƌĂǁĂƌĚƐ;ƉƉĞŶĚŝdžII ƚŽϮ͘&͘ZΑϮϬϬͿ͘ WĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐƚŚĂƚƵƐĞhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂů
ŐƌĂŶƚŽƌŽƚŚĞƌĨĞĚĞƌĂůĨƵŶĚŝŶŐƚŽƉƵƌĐŚĂƐĞƐŽůƵƟŽŶƐĨƌŽŵƚŚŝƐŐƌĞĞŵĞŶƚŵĂLJďĞƐƵďũĞĐƚƚŽ ĂĚĚŝƟŽŶĂůƌĞƋƵŝƌĞŵĞŶƚƐŝŶĐůƵĚŝŶŐƚŚĞƉƌŽĐƵƌĞŵĞŶƚƐƚĂŶĚĂƌĚƐŽĨƚŚĞhŶŝĨŽƌŵĚŵŝŶŝƐƚƌĂƟǀĞ ZĞƋƵŝƌĞŵĞŶƚƐ͕ŽƐƚWƌŝŶĐŝƉůĞƐĂŶĚƵĚŝƚZĞƋƵŝƌĞŵĞŶƚƐĨŽƌ&ĞĚĞƌĂůǁĂƌĚƐ͕Ϯ͘&͘Z͘ΑϮϬϬ͘ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐŵĂLJŚĂǀĞĂĚĚŝƟŽŶĂůƌĞƋƵŝƌĞŵĞŶƚƐďĂƐĞĚŽŶƐƉĞĐŝĮĐĨƵŶĚŝŶŐƐŽƵƌĐĞƚĞƌŵƐŽƌ ĐŽŶĚŝƟŽŶƐ͘tŝƚŚŝŶƚŚŝƐ^ĞĐƟŽŶ͕ĂůůƌĞĨĞƌĞŶĐĞƐƚŽ͞ĨĞĚĞƌĂů͟ƐŚŽƵůĚďĞŝŶƚĞƌƉƌĞƚĞĚƚŽŵĞĂŶƚŚĞhŶŝƚĞĚ ^ƚĂƚĞƐĨĞĚĞƌĂůŐŽǀĞƌŶŵĞŶƚ͘dŚĞĨŽůůŽǁŝŶŐůŝƐƚĂƉƉůŝĞƐǁŚĞŶĂWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJĂĐĐĞƐƐĞƐ^ƵƉƉůŝĞƌ͛Ɛ
Included ^ŽůƵƟŽŶƐǁŝƚŚhŶŝƚĞĚ^ƚĂƚĞƐĨĞĚĞƌĂůĨƵŶĚƐ͘
i)
Yh>
DW>KzD
EdKWWKZdhE/dz͘
džĐĞƉƚĂƐŽƚŚĞƌǁŝƐĞƉƌŽǀŝĚĞĚƵŶĚĞƌϰϭ͘&͘Z͘Α
60, all agreements ƚŚĂƚŵĞĞƚƚŚĞĚĞĮŶŝƟŽŶŽĨ͞ĨĞĚĞƌĂůůLJĂƐƐŝƐƚĞĚĐŽŶƐƚƌƵĐƟŽŶĐŽŶƚƌĂĐƚ͟ŝŶϰϭ ͘&͘Z͘ΑϲϬ-ϭ͘ϯŵƵƐƚŝŶĐůƵĚĞƚŚĞĞƋƵĂůŽƉƉŽƌƚƵŶŝƚLJĐůĂƵƐĞƉƌŽǀŝĚĞĚƵŶĚĞƌϰϭ͘&͘Z͘ΑϲϬ-1.4(b), in ĂĐĐŽƌĚĂŶĐĞǁŝƚŚ
džĞĐƵƟǀĞKƌĚĞƌϭϭϮϰϲ͕͞
ƋƵĂů
ŵƉůŽLJŵĞŶƚKƉƉŽƌƚƵŶŝƚLJ͟;ϯϬ&ZϭϮϯϭϵ͕ϭϮϵϯϱ͕
ϯ͘&͘Z͘Α͕ϭϵϲϰ-ϭϵϲϱŽŵƉ͕͘Ɖ͘ϯϯϵͿ͕ĂƐĂŵĞŶĚĞĚďLJ
džĞĐƵƟǀĞKƌĚĞƌϭϭϯϳϱ͕͞ŵĞŶĚŝŶŐ
džĞĐƵƟǀĞKƌĚĞƌϭϭϮϰϲZĞůĂƟŶŐƚŽ
ƋƵĂů
ŵƉůŽLJŵĞŶƚKƉƉŽƌƚƵŶŝƚLJ͕͟ ĂŶĚŝŵƉůĞŵĞŶƟŶŐ
ƌĞŐƵůĂƟŽŶƐĂƚϰϭ͘&͘Z͘ΑϲϬ͕͞KĸĐĞŽĨ&ĞĚĞƌĂůŽŶƚƌĂĐƚŽŵƉůŝĂŶĐĞWƌŽŐƌĂŵƐ͕ ƋƵĂů
ŵƉůŽLJŵĞŶƚKƉƉŽƌƚƵŶŝƚLJ͕ĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌ͘͟dŚĞĞƋƵĂůŽƉƉŽƌƚƵŶŝƚLJĐůĂƵƐĞŝƐŝŶĐŽƌƉŽƌĂƚĞĚ ŚĞƌĞŝŶďLJƌĞĨĞƌĞŶĐĞ͘
121024-API
v052824 4
ii) DAVIS-KEd͕^D
E
;ϰϬh͘^͘͘Αϯϭϰϭ-ϯϭϰϴͿ͘ tŚĞŶƌĞƋƵŝƌĞĚďLJĨĞĚĞƌĂů
ƉƌŽŐƌĂŵůĞŐŝƐůĂƟŽŶ͕ĂůůƉƌŝŵĞĐŽŶƐƚƌƵĐƟŽŶĐŽŶƚƌĂĐƚƐŝŶĞdžĐĞƐƐŽĨΨϮ͕ϬϬϬĂǁĂƌĚĞĚďLJŶŽŶ-ĨĞĚĞƌĂů ĞŶƟƟĞƐŵƵƐƚŝŶĐůƵĚĞĂƉƌŽǀŝƐŝŽŶĨŽƌĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞĂǀŝƐ-ĂĐŽŶĐƚ;ϰϬh͘^͘͘Αϯϭϰϭ- ϯϭϰϰ͕ĂŶĚϯϭϰϲ-ϯϭϰϴͿĂƐƐƵƉƉůĞŵĞŶƚĞĚďLJĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌƌĞŐƵůĂƟŽŶƐ;Ϯϵ͘&͘Z͘Αϱ͕ ͞>ĂďŽƌ^ƚĂŶĚĂƌĚƐWƌŽǀŝƐŝŽŶƐƉƉůŝĐĂďůĞƚŽŽŶƚƌĂĐƚƐŽǀĞƌŝŶŐ&ĞĚĞƌĂůůLJ&ŝŶĂŶĐĞĚĂŶĚƐƐŝƐƚĞĚ ŽŶƐƚƌƵĐƟŽŶ͟Ϳ͘/ŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƐƚĂƚƵƚĞ͕ĐŽŶƚƌĂĐƚŽƌƐŵƵƐƚ ďĞƌĞƋƵŝƌĞĚƚŽƉĂLJǁĂŐĞƐƚŽ ůĂďŽƌĞƌƐĂŶĚŵĞĐŚĂŶŝĐƐĂƚĂƌĂƚĞŶŽƚůĞƐƐƚŚĂŶƚŚĞƉƌĞǀĂŝůŝŶŐǁĂŐĞƐƐƉĞĐŝĮĞĚŝŶĂǁĂŐĞ ĚĞƚĞƌŵŝŶĂƟŽŶŵĂĚĞďLJƚŚĞ^ĞĐƌĞƚĂƌLJŽĨ>ĂďŽƌ͘/ŶĂĚĚŝƟŽŶ͕ĐŽŶƚƌĂĐƚŽƌƐŵƵƐƚďĞƌĞƋƵŝƌĞĚƚŽƉĂLJ wages not less than once a week. The non-ĨĞĚĞƌĂůĞŶƟƚLJŵƵƐƚƉůĂĐĞĂĐŽƉLJŽĨƚŚĞĐƵƌƌĞŶƚ ƉƌĞǀĂŝůŝŶŐǁĂŐĞĚĞƚĞƌŵŝŶĂƟŽŶŝƐƐƵĞĚďLJƚŚĞĞƉĂƌƚŵĞŶƚŽĨ>ĂďŽƌŝŶĞĂĐŚƐŽůŝĐŝƚĂƟŽŶ͘dŚĞ ĚĞĐŝƐŝŽŶƚŽĂǁĂƌĚĂĐŽŶƚƌĂĐƚŽƌƐƵďĐŽŶƚƌĂĐƚŵƵƐƚďĞĐŽŶĚŝƟŽŶĞĚƵƉŽŶƚŚĞĂĐĐĞƉƚĂŶĐĞŽĨƚŚĞ ǁĂŐĞĚĞƚĞƌŵŝŶĂƟŽŶ͘dŚĞŶŽŶ-ĨĞĚĞƌĂůĞŶƟƚLJŵƵƐƚƌĞƉŽƌƚĂůůƐƵƐƉĞĐƚĞĚŽƌƌĞƉŽƌƚĞĚǀŝŽůĂƟŽŶƐƚŽ ƚŚĞĨĞĚĞƌĂůĂǁĂƌĚŝŶŐĂŐĞŶĐLJ͘dŚĞĐŽŶƚƌĂĐƚƐŵƵƐƚĂůƐŽŝŶĐůƵĚĞĂƉƌŽǀŝƐŝŽŶĨŽƌĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞ ŽƉĞůĂŶĚ͞ŶƟ- ĂďŽƌ
regulaƟŽŶƐ;Ϯϵ͘&͘Z͘Αϯ͕͞ŽŶƚƌĂĐƚŽƌƐĂŶĚ^ƵďĐŽŶƚƌĂĐƚŽƌƐŽŶWƵďůŝĐƵŝůĚŝŶŐŽƌWƵďůŝĐtŽƌŬ &ŝŶĂŶĐĞĚŝŶtŚŽůĞŽƌŝŶWĂƌƚďLJ>ŽĂŶƐŽƌ'ƌĂŶƚƐĨƌŽŵƚŚĞhŶŝƚĞĚ^ƚĂƚĞƐ͟Ϳ͘dŚĞĐƚƉƌŽǀŝĚĞƐƚŚĂƚ ĞĂĐŚĐŽŶƚƌĂĐƚŽƌŽƌƐƵďƌĞĐŝƉŝĞŶƚŵƵƐƚďĞƉƌŽŚŝďŝƚĞĚĨƌŽŵŝŶĚƵĐŝŶŐ͕ďLJĂŶLJ means, any person ĞŵƉůŽLJĞĚŝŶƚŚĞĐŽŶƐƚƌƵĐƟŽŶ͕ĐŽŵƉůĞƟŽŶ͕ŽƌƌĞƉĂŝƌŽĨƉƵďůŝĐǁŽƌŬ͕ƚŽŐŝǀĞƵƉĂŶLJƉĂƌƚŽĨƚŚĞ ĐŽŵƉĞŶƐĂƟŽŶƚŽǁŚŝĐŚŚĞŽƌƐŚĞŝƐŽƚŚĞƌǁŝƐĞĞŶƟƚůĞĚ͘dŚĞŶŽŶ-ĨĞĚĞƌĂůĞŶƟƚLJŵƵƐƚƌĞƉŽƌƚĂůů ƐƵƐƉĞĐƚĞĚŽƌƌĞƉŽƌƚĞĚǀŝŽůĂƟŽŶƐƚŽƚŚĞĨĞĚĞƌĂůawarding agency. Supplier must comply with all ĂƉƉůŝĐĂďůĞĂǀŝƐ-Bacon Act provisions.
iii) KEdZdtKZ ĂďŽƌƌĞŐƵůĂƟŽŶƐ;Ϯϵ͘&͘Z͘ΑϱͿ͘
hŶĚĞƌϰϬh͘^͘͘ΑϯϳϬϮŽĨƚŚĞĐƚ͕ĞĂĐŚĐŽŶƚƌĂĐƚŽƌŵƵƐƚďĞƌĞƋƵŝƌĞĚƚŽĐŽŵƉƵƚĞƚŚĞǁĂŐĞƐŽĨ ĞǀĞƌLJŵĞĐŚĂŶŝĐĂŶĚůĂďŽƌĞƌŽŶƚŚĞďĂƐŝƐŽĨĂƐƚĂŶĚĂƌĚǁŽƌŬǁĞĞŬŽĨϰϬŚŽƵƌƐ͘tŽƌŬŝŶĞdžĐĞƐƐŽĨ ƚŚĞƐƚĂŶĚĂƌĚǁŽƌŬǁĞĞŬŝƐƉĞƌŵŝƐƐŝďůĞƉƌŽǀŝĚĞĚƚŚĂƚƚŚĞǁŽƌŬĞƌŝƐĐŽŵƉĞŶƐĂƚĞĚĂƚĂƌĂƚĞŽĨŶŽƚ ůĞƐƐƚŚĂŶŽŶĞĂŶĚĂŚĂůĨƟŵĞƐƚŚĞďĂƐŝĐƌĂƚĞŽĨƉĂLJĨŽƌĂůůŚŽƵƌƐǁŽƌŬĞĚŝŶĞdžĐĞƐƐŽĨϰϬŚŽƵƌƐŝŶ ƚŚĞǁŽƌŬǁĞĞŬ͘dŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨϰϬh͘^͘͘ΑϯϳϬϰĂƌĞĂƉƉůŝĐĂďůĞƚŽĐŽŶƐƚƌƵĐƟŽŶǁŽƌŬĂŶĚ ƉƌŽǀŝĚĞƚŚĂƚŶŽůĂďŽƌĞƌŽƌŵĞĐŚĂŶŝĐŵƵƐƚďĞƌĞƋƵŝƌĞĚƚŽǁŽƌŬŝŶƐƵƌƌŽƵŶĚŝŶŐƐŽƌƵŶĚĞƌǁŽƌŬŝŶŐ ĐŽŶĚŝƟŽŶƐǁŚŝĐŚĂƌĞƵŶƐĂŶŝƚĂƌLJ͕ŚĂnjĂƌĚŽƵƐŽƌĚĂŶŐĞƌŽƵƐ͘dŚĞƐĞƌĞƋƵŝƌĞŵĞŶƚƐĚŽŶŽƚĂƉƉůLJƚŽ the purchases ŽĨƐƵƉƉůŝĞƐ͕ŵĂƚĞƌŝĂůƐ͕ŽƌĂƌƟĐůĞƐŽƌĚŝŶĂƌŝůLJĂǀĂŝůĂďůĞŽŶƚŚĞŽƉĞŶŵĂƌŬĞƚ͕Žƌ ĐŽŶƚƌĂĐƚƐĨŽƌƚƌĂŶƐƉŽƌƚĂƟŽŶŽƌƚƌĂŶƐŵŝƐƐŝŽŶŽĨŝŶƚĞůůŝŐĞŶĐĞ͘dŚŝƐƉƌŽǀŝƐŝŽŶŝƐŚĞƌĞďLJŝŶĐŽƌƉŽƌĂƚĞĚ ďLJƌĞĨĞƌĞŶĐĞŝŶƚŽƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨĂŶĂǁĂƌĚĨŽƌĂůů ŐƌĞĞŵĞŶƚƐďLJ^ŽƵƌĐĞǁĞůůƌĞƐƵůƟŶŐĨƌŽŵƚŚŝƐƉƌŽĐƵƌĞŵĞŶƚƉƌŽĐĞƐƐ͕^ƵƉƉůŝĞƌŵƵƐƚĐŽŵƉůLJǁŝƚŚ ĂƉƉůŝĐĂďůĞƌĞƋƵŝƌĞŵĞŶƚƐĂƐƌĞĨĞƌĞŶĐĞĚĂďŽǀĞ͘
iv) Z/',d^dK/Es
Ed/KE^D
hE
ZKEdZdKZ'Z
D
Ed͘ /ĨƚŚĞĨĞĚĞƌĂů
ĂǁĂƌĚŵĞĞƚƐƚŚĞĚĞĮŶŝƟŽŶŽĨ͞ĨƵŶĚŝŶŐĂŐƌĞĞŵĞŶƚ͟ƵŶĚĞƌϯϳ͘&͘Z͘ΑϰϬϭ͘Ϯ;ĂͿĂŶĚƚŚĞƌĞĐŝƉŝĞŶƚ ŽƌƐƵďƌĞĐŝƉŝĞŶƚǁŝƐŚĞƐƚŽĞŶƚĞƌŝŶƚŽĂĐŽŶƚƌĂĐƚǁŝƚŚĂƐŵĂůůďƵƐŝŶĞƐƐĮƌŵŽƌŶŽŶƉƌŽĮƚ ŽƌŐĂŶŝnjĂƟŽŶƌĞŐĂƌĚŝŶŐƚŚĞƐƵďƐƟƚƵƟŽŶŽĨƉĂƌƟĞƐ͕ĂƐƐŝŐŶŵĞŶƚŽƌƉĞƌĨŽƌŵĂŶĐĞŽĨĞdžƉĞƌŝŵĞŶƚĂů͕ ĚĞǀĞůŽƉŵĞŶƚĂů͕ŽƌƌĞƐĞĂƌĐŚǁŽƌŬƵŶĚĞƌƚŚĂƚ͞ĨƵŶĚŝŶŐĂŐƌĞĞŵĞŶƚ͕͟ƚŚĞƌĞĐŝƉŝĞŶƚŽƌƐƵďƌĞĐŝƉŝĞŶƚ ŵƵƐƚĐŽŵƉůLJǁŝƚŚƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨϯϳ͘&͘Z͘ΑϰϬϭ͕͞ZŝŐŚƚƐƚŽ/ŶǀĞŶƟŽŶƐDĂĚĞďLJEŽŶƉƌŽĮƚ KƌŐĂŶŝnjĂƟŽŶƐĂŶĚ^ŵĂůůƵƐŝŶĞƐƐ&ŝƌŵƐhŶĚĞƌ'ŽǀĞƌŶŵĞŶƚ'ƌĂŶƚƐ͕ŽŶƚƌĂĐƚƐĂŶĚŽŽƉĞƌĂƟǀĞ ŐƌĞĞŵĞŶƚƐ͕͟ĂŶĚĂŶLJŝŵƉůĞŵĞŶƟŶŐƌĞŐƵůĂƟŽŶƐŝƐƐƵĞĚďLJƚŚĞĂǁĂƌĚŝŶŐĂŐĞŶĐLJ͘^ƵƉƉůŝĞƌ
121024-API
v052824 5
ĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨĂŶĂǁĂƌĚĨŽƌĂůůŐƌĞĞŵĞŶƚƐďLJ^ŽƵƌĐĞǁĞůůƌĞƐƵůƟŶŐĨƌŽŵƚŚŝƐ ƉƌŽĐƵƌĞŵĞŶƚƉƌŽĐĞƐƐ͕^ƵƉƉůŝĞƌŵƵƐƚĐŽŵƉůLJǁŝƚŚĂƉƉůŝĐĂďůĞƌĞƋƵŝƌĞŵĞŶƚƐĂƐƌĞĨĞƌĞŶĐĞĚĂďŽǀĞ͘
v) >
E/Zd;ϰϮh͘^͘͘ΑϳϰϬϭ-ϳϲϳϭY͘ͿEd,
&
Z>td
ZWK>>hd/KE
KEdZK>d;ϯϯh͘^͘͘ΑϭϮϱϭ-ϭϯϴϳͿ͘ ŽŶƚƌĂĐƚƐĂŶĚƐƵďŐƌĂŶƚƐŽĨĂŵŽƵŶƚƐŝŶĞdžĐĞƐƐŽĨ ΨϭϱϬ͕ϬϬϬƌĞƋƵŝƌĞƚŚĞŶŽŶ-ĨĞĚĞƌĂůĂǁĂƌĚƚŽĂŐƌĞĞƚŽĐŽŵƉůLJǁŝƚŚĂůůĂƉƉůŝĐĂďůĞƐƚĂŶĚĂƌĚƐ͕ŽƌĚĞƌƐ ŽƌƌĞŐƵůĂƟŽŶƐŝƐƐƵĞĚƉƵƌƐƵĂŶƚƚŽƚŚĞůĞĂŶŝƌĐƚ;ϰϮh͘^͘͘ΑϳϰϬϭ- ϳϲϳϭƋͿĂŶĚƚŚĞ&ĞĚĞƌĂů tĂƚĞƌWŽůůƵƟŽŶŽŶƚƌŽůĐƚĂƐĂŵĞŶĚĞĚ;ϯϯh͘^͘͘ΑϭϮϱϭ- ϭϯϴϳͿ͘sŝŽůĂƟŽŶƐŵƵƐƚďĞƌĞƉŽƌƚĞĚƚŽ ƚŚĞ&ĞĚĞƌĂůĂǁĂƌĚŝŶŐĂŐĞŶĐLJĂŶĚƚŚĞZĞŐŝŽŶĂůKĸĐĞŽĨƚŚĞ ŶǀŝƌŽŶŵĞŶƚĂůWƌŽƚĞĐƟŽŶŐĞŶĐLJ
;
WͿ͘^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚŝƚǁŝůůĐŽŵƉůLJǁŝƚŚĂƉƉůŝĐĂďůĞ ƌĞƋƵŝƌĞŵĞŶƚƐĂƐƌĞĨĞƌĞŶĐĞĚĂďŽǀĞ͘
vi)
ZD
EdE^h^W
E^/KE;
y
hd/s
KZ
Z^ϭϮϱϰϵEϭϮϲϴϵͿ͘ A contract
ĂǁĂƌĚ;ƐĞĞϮ͘&͘Z͘ΑϭϴϬ͘ϮϮϬͿŵƵƐƚŶŽƚďĞŵĂĚĞƚŽƉĂƌƟĞƐůŝƐƚĞĚŽŶƚŚĞŐŽǀĞƌŶŵĞŶƚǁŝĚĞ ĞdžĐůƵƐŝŽŶƐŝŶƚŚĞ^LJƐƚĞŵĨŽƌǁĂƌĚDĂŶĂŐĞŵĞŶƚ;^DͿ͕ŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞKDŐƵŝĚĞůŝŶĞƐ ĂƚϮ͘&͘Z͘ΑϭϴϬƚŚĂƚŝŵƉůĞŵĞŶƚ
džĞĐƵƟǀĞKƌĚĞƌƐϭϮϱϰϵ;ϯ͘&͘Z͘ΑϭϵϴϲŽŵƉ͕͘Ɖ͘ϭϴϵͿĂŶĚ ϭϮϲϴϵ;ϯ͘&͘Z͘ΑϭϵϴϵŽŵƉ͕͘Ɖ͘ϮϯϱͿ͕͞ĞďĂƌŵĞŶƚĂŶĚ^ƵƐƉĞŶƐŝŽŶ͘͟^D džĐůƵƐŝŽŶƐĐŽŶƚĂŝŶƐ
ƚŚĞŶĂŵĞƐŽĨƉĂƌƟĞƐĚĞďĂƌƌĞĚ͕ƐƵƐƉĞŶĚĞĚ͕ŽƌŽƚŚĞƌǁŝƐĞĞdžĐůƵĚĞĚďLJĂŐĞŶĐŝĞƐ͕ĂƐǁĞůůĂƐƉĂƌƟĞƐ declared ineligible under statutory or reŐƵůĂƚŽƌLJĂƵƚŚŽƌŝƚLJŽƚŚĞƌƚŚĂŶ džĞĐƵƟǀĞKƌĚĞƌϭϮϱϰϵ͘
^ƵƉƉůŝĞƌĐĞƌƟĮĞƐƚŚĂƚŶĞŝƚŚĞƌŝƚŶŽƌŝƚƐƉƌŝŶĐŝƉĂůƐĂƌĞƉƌĞƐĞŶƚůLJĚĞďĂƌƌĞĚ͕ƐƵƐƉĞŶĚĞĚ͕ƉƌŽƉŽƐĞĚ ĨŽƌĚĞďĂƌŵĞŶƚ͕ĚĞĐůĂƌĞĚŝŶĞůŝŐŝďůĞ͕ŽƌǀŽůƵŶƚĂƌŝůLJĞdžĐůƵĚĞĚĨƌŽŵƉĂƌƟĐŝƉĂƟŽŶďLJĂŶLJĨĞĚĞƌĂů department or agency.
vii) BYRD ANTI->Kz/E'D
ED
Ed͕^D
E
;ϯϭh͘^͘͘ΑϭϯϱϮͿ͘ Suppliers must
ĮůĞĂŶLJƌĞƋƵŝƌĞĚĐĞƌƟĮĐĂƟŽŶƐ͘^ƵƉƉůŝĞƌƐŵƵƐƚŶŽƚŚĂǀĞƵƐĞĚĨĞĚĞƌĂůĂƉƉƌŽƉƌŝĂƚĞĚĨƵŶĚƐƚŽƉĂLJ ĂŶLJƉĞƌƐŽŶŽƌŽƌŐĂŶŝnjĂƟŽŶĨŽƌŝŶŇƵĞŶĐŝŶŐŽƌĂƩĞŵƉƟŶŐƚŽŝŶŇƵĞŶĐĞĂŶŽĸĐĞƌŽƌĞŵƉůŽLJĞĞŽĨ ĂŶLJĂŐĞŶĐLJ͕ĂŵĞŵďĞƌŽĨŽŶŐƌĞƐƐ͕ŽĸĐĞƌŽƌĞŵƉůŽLJĞĞŽĨŽŶŐƌĞƐƐ͕ŽƌĂŶĞŵƉůŽLJĞĞŽĨĂ ŵĞŵďĞƌŽĨŽŶŐƌĞƐƐŝŶĐŽŶŶĞĐƟŽŶǁŝƚŚŽďƚĂŝŶŝŶŐĂŶLJĨĞĚĞƌĂůĐŽŶƚƌĂĐƚ͕ŐƌĂŶƚ͕ŽƌĂŶLJŽƚŚĞƌ ĂǁĂƌĚĐŽǀĞƌĞĚďLJϯϭh͘^͘͘ΑϭϯϱϮ͘^ƵƉƉůŝĞƌƐŵƵƐƚĚŝƐĐůŽƐĞĂŶLJůŽďbying with non-ĨĞĚĞƌĂůĨƵŶĚƐ ƚŚĂƚƚĂŬĞƐƉůĂĐĞŝŶĐŽŶŶĞĐƟŽŶǁŝƚŚŽďƚĂŝŶŝŶŐĂŶLJĨĞĚĞƌĂůĂǁĂƌĚ͘^ƵĐŚĚŝƐĐůŽƐƵƌĞƐĂƌĞĨŽƌǁĂƌĚĞĚ ĨƌŽŵƟĞƌƚŽƟĞƌƵƉƚŽƚŚĞŶŽŶ-ĨĞĚĞƌĂůĂǁĂƌĚ͘^ƵƉƉůŝĞƌƐŵƵƐƚĮůĞĂůůĐĞƌƟĮĐĂƟŽŶƐĂŶĚĚŝƐĐůŽƐƵƌĞƐ ƌĞƋƵŝƌĞĚďLJ͕ĂŶĚŽƚŚĞƌǁŝƐĞĐŽŵƉůLJǁŝƚŚ͕ƚŚĞLJƌĚŶƟ->ŽďďLJŝŶŐŵĞŶĚŵĞŶƚ;ϯϭh͘^͘͘ΑϭϯϱϮͿ͘
viii) Z
KZZ
d
Ed/KEZ
Yh/Z
D
Ed^͘To the extent applicable, Supplier must comply
ǁŝƚŚƚŚĞƌĞĐŽƌĚƌĞƚĞŶƟŽŶƌĞƋƵŝƌĞŵĞŶƚƐĚĞƚĂŝůĞĚŝŶϮ͘&͘Z͘ΑϮϬϬ͘ϯϯϯ͘dŚĞ^ƵƉƉůŝĞƌĨƵƌƚŚĞƌ ĐĞƌƟĮĞƐƚŚĂƚŝƚǁŝůůƌĞƚĂŝŶĂůůƌĞĐŽƌĚƐĂƐƌĞƋƵŝƌĞĚďLJϮ͘&͘Z͘ΑϮϬϬ͘ϯϯϯĨŽƌĂƉĞƌŝŽĚŽĨϯLJĞĂƌƐĂŌĞƌ grantees or ƐƵďŐƌĂŶƚĞĞƐƐƵďŵŝƚĮŶĂůĞdžƉĞŶĚŝƚƵƌĞƌĞƉŽƌƚƐŽƌƋƵĂƌƚĞƌůLJŽƌĂŶŶƵĂůĮŶĂŶĐŝĂů ƌĞƉŽƌƚƐ͕ĂƐĂƉƉůŝĐĂďůĞ͕ĂŶĚĂůůŽƚŚĞƌƉĞŶĚŝŶŐŵĂƩĞƌƐĂƌĞĐůŽƐĞĚ͘
ix)
E
Z'zWK>/zEKE^
Zsd/KEdKDW>/E
͘ To the extent applicable,
^ƵƉƉůŝĞƌŵƵƐƚĐŽŵƉůLJǁŝƚŚƚŚĞŵĂŶĚĂƚŽƌLJƐƚĂŶĚĂƌĚƐĂŶĚƉŽůŝĐŝĞƐƌĞůĂƟŶŐƚŽĞŶĞƌŐLJĞĸĐŝĞŶĐLJ ǁŚŝĐŚĂƌĞĐŽŶƚĂŝŶĞĚŝŶƚŚĞƐƚĂƚĞĞŶĞƌŐLJĐŽŶƐĞƌǀĂƟŽŶƉůĂŶŝƐƐƵĞĚŝŶĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞ ŶĞƌŐLJ
WŽůŝĐLJĂŶĚŽŶƐĞƌǀĂƟŽŶĐƚ͘
x) hzD
Z/EWZKs/^/KE^KDW>/E
͘ To the extent applicable, Supplier must
ĐŽŵƉůLJǁŝƚŚĂůůĂƉƉůŝĐĂďůĞƉƌŽǀŝƐŝŽŶƐŽĨƚŚĞƵLJŵĞƌŝĐĂŶĐƚ͘WƵƌĐŚĂƐĞƐŵĂĚĞŝŶĂĐĐŽƌĚĂŶĐĞ ǁŝƚŚƚŚĞƵLJŵĞƌŝĐĂŶĐƚŵƵƐƚĨŽůůŽǁƚŚĞĂƉƉůŝĐĂďůĞƉƌŽĐƵƌĞŵĞŶƚƌƵůĞƐĐĂůůŝŶŐĨŽƌĨƌĞĞĂŶĚ ŽƉĞŶĐŽŵƉĞƟƟŽŶ͘
121024-API
v052824 6
xi)
^^dKZ
KZ^;Ϯ͘&͘Z͘ΑϮϬϬ͘ϯϯϲͿ͘ ^ƵƉƉůŝĞƌĂŐƌĞĞƐƚŚĂƚĚƵůLJĂƵƚŚŽƌŝnjĞĚ ƌĞƉƌĞƐĞŶƚĂƟǀĞƐŽĨĂĨĞĚĞƌĂůĂŐĞŶĐLJŵƵƐƚŚĂǀĞĂĐĐĞƐƐƚŽĂŶLJŬƐ͕ĚŽĐƵŵĞŶƚƐ͕ƉĂƉĞƌƐĂŶĚ ƌĞĐŽƌĚƐŽĨ^ƵƉƉůŝĞƌƚŚĂƚĂƌĞĚŝƌĞĐƚůLJƉĞƌƟŶĞŶƚƚŽ^ƵƉƉůŝĞƌ͛ƐĚŝƐĐŚĂƌŐĞŽĨŝƚƐŽďůŝŐĂƟŽŶƐƵŶĚĞƌƚŚŝƐ ŐƌĞĞŵĞŶƚĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨŵĂŬŝŶŐĂƵĚŝƚƐ͕ĞdžĂŵŝŶĂƟŽŶƐ͕ĞdžĐĞƌƉƚƐ͕ĂŶĚƚƌĂŶƐĐƌŝƉƟŽŶƐ͘dŚĞ ƌŝŐŚƚĂůƐŽŝŶĐůƵĚĞƐƟŵĞůLJĂŶĚƌĞĂƐŽŶĂďůĞĂĐĐĞƐƐƚŽ^ƵƉƉůŝĞƌ͛ƐƉĞƌƐŽŶŶĞůĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨ ŝŶƚĞƌǀŝĞǁĂŶĚĚŝƐĐƵƐƐŝŽŶƌĞůĂƟŶŐƚŽƐƵĐŚĚŽĐƵŵĞŶƚƐ͘
xii) WZKhZ
D
EdK&Z
Ks
Z
Dd
Z/>^;Ϯ͘&͘Z͘ΑϮϬϬ͘ϯϮϮͿ͘A non-ĨĞĚĞƌĂůĞŶƟƚLJ
ƚŚĂƚŝƐĂƐƚĂƚĞĂŐĞŶĐLJŽƌĂŐĞŶĐLJŽĨĂƉŽůŝƟĐĂůƐƵďĚŝǀŝƐŝŽŶŽĨĂƐƚĂƚĞĂŶĚŝƚƐĐŽŶƚƌĂĐƚŽƌƐŵƵƐƚ ĐŽŵƉůLJǁŝƚŚ^ĞĐƟŽŶϲϬϬϮŽĨƚŚĞ^ŽůŝĚtĂƐƚĞŝƐƉŽƐĂůĐƚ͕ĂƐĂŵĞŶĚĞĚďLJƚŚĞZĞƐŽƵƌĐĞ ŽŶƐĞƌǀĂƟŽŶĂŶĚZĞĐŽǀĞƌLJĐƚ͘dŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨ^ĞĐƟŽŶϲϬϬϮŝŶĐůƵĚĞƉƌŽĐƵƌŝŶŐŽŶůLJŝƚĞŵƐ ĚĞƐŝŐŶĂƚĞĚŝŶŐƵŝĚĞůŝŶĞƐŽĨƚŚĞ
ŶǀŝƌŽŶŵĞŶƚĂůWƌŽƚĞĐƟŽŶŐĞŶĐLJ;
WͿĂƚϰϬ͘&͘Z͘ΑϮϰϳƚŚĂƚ
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xix) PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE ^
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1) ƵƚŚŽƌŝnjĞĚ^ĞůůĞƌƐ͘^ƵƉƉůŝĞƌŵƵƐƚƉƌŽǀŝĚĞ^ŽƵƌĐĞǁĞůůĂĐƵƌƌĞŶƚŵĞĂŶƐƚŽǀĂůŝĚĂƚĞŽƌĂƵƚŚĞŶƟĐĂƚĞ ^ƵƉƉůŝĞƌ͛ƐĂƵƚŚŽƌŝnjĞĚĚĞĂůĞƌƐ͕ĚŝƐƚƌŝďƵƚŽƌƐ͕ŽƌƌĞƐĞůůĞƌƐǁŚŝĐŚŵĂLJĐŽŵƉůĞƚĞƚƌĂŶƐĂĐƟŽŶƐŽĨ/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐŽīĞƌĞĚƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘^ŽƵƌĐĞǁĞůůŵĂLJƌĞƋƵĞƐƚƵƉĚĂƚĞĚŝŶĨŽƌŵĂƟŽŶŝŶŝƚƐ ĚŝƐĐƌĞƟŽŶ͕ĂŶĚ^ƵƉƉůŝĞƌĂŐƌĞĞƐƚŽƉƌŽǀŝĚĞƌĞƋƵĞƐƚĞĚŝŶĨŽƌŵĂƟŽŶǁŝƚŚŝŶĂƌĞĂƐŽŶĂďůĞƟŵĞ͘
2) WƌŽĚƵĐƚĂŶĚWƌŝĐĞŚĂŶŐĞƐZĞƋƵŝƌĞŵĞŶƚƐ͘ ^ƵƉƉůŝĞƌŵĂLJƌĞƋƵĞƐƚ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐchanges, ĂĚĚŝƟŽŶƐ͕ŽƌĚĞůĞƟŽŶƐĂƚĂŶLJƟŵĞ͘ůůƌĞƋƵĞƐƚƐŵƵƐƚďĞŵĂĚĞŝŶǁƌŝƟŶŐďLJƐƵďŵŝƫŶŐĂ^ŽƵƌĐĞǁĞůů WƌŝĐĞĂŶĚWƌŽĚƵĐƚŚĂŶŐĞZĞƋƵĞƐƚ&ŽƌŵƚŽ^ŽƵƌĐĞǁĞůů͘ƚĂŵŝŶŝŵƵŵ͕ƚŚĞƌĞƋƵĞƐƚŵƵƐƚ͗ x /ĚĞŶƟĨLJƚŚĞĂƉƉůŝĐĂďůĞ^ŽƵƌĐĞǁĞůůŐƌĞĞŵĞŶƚŶƵŵďĞƌ͖
x ůĞĂƌůLJƐƉĞĐŝĨLJƚŚĞƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ͖
x WƌŽǀŝĚĞƐƵĸĐŝĞŶƚĚĞƚĂŝůƚŽũƵƐƟĨLJƚŚĞƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ͖ x /ŶĚŝǀŝĚƵĂůůLJůŝƐƚĂůů/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐĂīĞĐƚĞĚďLJƚŚĞƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ͕ĂůŽŶŐǁŝƚŚƚŚĞ ƌĞƋƵĞƐƚĞĚĐŚĂŶŐĞ;Ğ͘Ő͕͘ĂĚĚŝƟŽŶ͕ĚĞůĞƟŽŶ͕ƉƌŝĐĞĐŚĂŶŐĞͿ͖ĂŶĚ x /ŶĐůƵĚĞĂĐŽŵƉůĞƚĞƌĞƐƚĂƚĞŵĞŶƚŽĨWƌŝĐŝŶŐ>ŝƐƚǁŝƚŚƚŚĞĞīĞĐƟǀĞĚĂƚĞŽĨƚŚĞŵŽĚŝĮĞĚƉƌŝĐŝŶŐ͕ ŽƌƉƌŽĚƵĐƚĂĚĚŝƟŽŶŽƌĚĞůĞƟŽŶ͘dŚĞŶĞǁƉƌŝĐŝŶŐƌĞƐƚĂƚĞŵĞŶƚŵƵƐƚŝŶĐůƵĚĞĂůů/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐŽīĞƌĞĚ͕ĞǀĞŶĨŽƌƚŚŽƐĞŝƚĞŵƐǁŚĞƌĞƉƌŝĐŝŶŐƌĞŵĂŝŶƐƵŶĐŚĂŶŐĞĚ͘
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ϯͿ ƵƚŚŽƌŝnjĞĚZĞƉƌĞƐĞŶƚĂƟǀĞ͘ ^ƵƉƉůŝĞƌǁŝůůĂƐƐŝŐŶĂŶƵƚŚŽƌŝnjĞĚZĞƉƌĞƐĞŶƚĂƟǀĞƚŽ^ŽƵƌĐĞǁĞůůĨŽƌƚŚŝƐ ŐƌĞĞŵĞŶƚĂŶĚŵƵƐƚƉƌŽǀŝĚĞƉƌŽŵƉƚŶŽƟĐĞƚŽ^ŽƵƌĐĞǁĞůůŝĨƚŚĂƚƉĞƌƐŽŶŝƐĐŚĂŶŐĞĚ͘dŚĞƵƚŚŽƌŝnjĞĚ ZĞƉƌĞƐĞŶƚĂƟǀĞǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌ͗
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ĂĚŵŝŶŝƐƚƌĂƟǀĞĨĞĞƐ͕ƐĂůĞƐĚĂƚĂƌĞƉŽƌƚƐ͕ƉĞƌĨŽƌŵĂŶĐĞŝƐƐƵĞƐ͕ƐƵƉƉůLJ chain issues, customer issues, and ĂŶLJŽƚŚĞƌŶĞĐĞƐƐĂƌLJŝŶĨŽƌŵĂƟŽŶ͘
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5) ^ĂůĞƐZĞƉŽƌƟŶŐZĞƋƵŝƌĞĚ͘ ^ƵƉƉůŝĞƌŝƐƌĞƋƵŝƌĞĚĂƐĂŵĂƚĞƌŝĂůĞůĞŵĞŶƚƚŽƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚƚŽ ƌĞƉŽƌƚĂůůĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐǁŝƚŚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͘&ĂŝůƵƌĞƚŽ
provide complete and accurate ƌĞƉŽƌƚƐĂƐĚĞĮŶĞĚŚĞƌĞŝŶǁŝůůďĞĂŵĂƚĞƌŝĂůďƌĞĂĐŚŽĨƚŚĞŐƌĞĞŵĞŶƚ ĂŶĚ^ŽƵƌĐĞǁĞůůƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚƚŽƉƵƌƐƵĞĂůůƌĞŵĞĚŝĞƐĂǀĂŝůĂďůĞĂƚůĂǁŝŶĐůƵĚŝŶŐĐĂŶĐĞůůĂƟŽŶŽĨ this Agreement.
6) ZĞƉŽƌƟŶŐZĞƋƵŝƌĞŵĞŶƚƐ͘ ^ƵƉƉůŝĞƌŵƵƐƚƉƌŽǀŝĚĞ^ŽƵƌĐĞǁĞůůĂŶĂĐƟǀŝƚLJƌĞƉŽƌƚŽĨĂůůƚƌĂŶƐĂĐƟŽŶƐ ĐŽŵƉůĞƚĞĚƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͘ZĞƉŽƌƚƐĂƌĞĚƵĞĂƚůĞĂƐƚŽŶĐĞĞĂĐŚĐĂůĞŶĚĂƌƋƵĂƌƚĞƌ;ZĞƉŽƌƟŶŐ WĞƌŝŽĚͿ͘ZĞƉŽƌƚƐŵƵƐƚďĞƌĞĐĞŝǀĞĚŶŽůĂƚĞƌƚŚĂŶϰϱĐĂůĞŶĚĂƌĚĂLJƐĂŌĞƌƚŚĞĞŶĚŽĨĞĂch calendar ƋƵĂƌƚĞƌ͘^ƵƉƉůŝĞƌŵĂLJƌĞƉŽƌƚŽŶĂŵŽƌĞĨƌĞƋƵĞŶƚďĂƐŝƐŝŶŝƚƐĚŝƐĐƌĞƟŽŶ͘ZĞƉŽƌƚƐŵƵƐƚďĞƉƌŽǀŝĚĞĚ ƌĞŐĂƌĚůĞƐƐŽĨƚŚĞĂŵŽƵŶƚŽĨĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐĚƵƌŝŶŐƚŚĂƚƋƵĂƌƚĞƌ;ŝ͘Ğ͕͘ŝĨƚŚĞƌĞĂƌĞŶŽƐĂůĞƐ͕ Supplier must submit a ƌĞƉŽƌƚŝŶĚŝĐĂƟŶŐŶŽƐĂůĞƐǁĞƌĞŵĂĚĞͿ͘
dŚĞZĞƉŽƌƚŵƵƐƚĐŽŶƚĂŝŶƚŚĞĨŽůůŽǁŝŶŐĮĞůĚƐ͗
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJEĂŵĞ;Ğ͘Ő͕͘ŝƚLJŽĨ^ƚĂƉůĞƐ,ŝŐŚǁĂLJĞƉĂƌƚŵĞŶƚͿ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJWŚLJƐŝĐĂů^ƚƌĞĞƚĚĚƌĞƐƐ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŝƚLJ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ^ƚĂƚĞͬWƌŽǀŝŶĐĞ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŝƉͬWŽƐƚĂůŽĚĞ͖
x ^ŽƵƌĐĞǁĞůůWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJAccount Number;
x dƌĂŶƐĂĐƟŽŶĞƐĐƌŝƉƟŽŶ͖
x dƌĂŶƐĂĐƟŽŶWƵƌĐŚĂƐĞĚWƌŝĐĞ͖
x ^ŽƵƌĐĞǁĞůůĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƉƉůŝĞĚ͖ĂŶĚ
x ĂƚĞdƌĂŶƐĂĐƟŽŶǁĂƐŝŶǀŽŝĐĞĚͬƐĂůĞǁĂƐƌĞĐŽŐŶŝnjĞĚĂƐƌĞǀĞŶƵĞďLJ^ƵƉƉůŝĞƌ͘
/Ĩcollected by Supplier, the Report may include the ĨŽůůŽǁŝŶŐĮĞůĚƐĂƐĂǀĂŝůĂďůĞ͗ x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŽŶƚĂĐƚEĂŵĞ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŽŶƚĂĐƚ
ŵĂŝůĚĚƌĞƐƐ͖
x WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŽŶƚĂĐƚdĞůĞƉŚŽŶĞEƵŵďĞƌ͖
7) ĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞ͘ /ŶĐŽŶƐŝĚĞƌĂƟŽŶĨŽƌƚŚĞƐƵƉƉŽƌƚĂŶĚƐĞƌǀŝĐĞƐƉƌŽǀŝĚĞĚďLJ^ŽƵƌĐĞǁĞůů͕^ƵƉƉůŝĞƌ ǁŝůůƉĂLJĂŶĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƚŽ^ŽƵƌĐĞǁĞůůŽŶĂůůĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐƚŽWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐ
ƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌǁŝůůŝŶĐůƵĚĞŝƚƐĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞǁŝƚŚin its proposed pricing. ^ƵƉƉůŝĞƌŵĂLJŶŽƚĚŝƌĞĐƚůLJĐŚĂƌŐĞWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐƚŽŽīƐĞƚƚŚĞĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞ͘
8) &ĞĞĂůĐƵůĂƟŽŶ͘ ^ƵƉƉůŝĞƌ͛ƐĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƉĂLJĂďůĞƚŽ^ŽƵƌĐĞǁĞůůǁŝůůďĞĐĂůĐƵůĂƚĞĚĂƐĂƐƚĂƚĞĚ ƉĞƌĐĞŶƚĂŐĞ;ůŝƐƚĞĚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂůͿŽĨĂůůĐŽŵƉůĞƚĞĚƚƌĂŶƐĂĐƟŽŶƐƵƟůŝnjŝŶŐƚŚŝƐDĂƐƚĞƌ ŐƌĞĞŵĞŶƚǁŝƚŚŝŶƚŚĞƉƌĞĐĞĚŝŶŐZĞƉŽƌƟŶŐWĞƌŝŽĚ͘ For certain categories, a ŇĂƚĨĞĞ may be proposed. dŚĞĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞǁŝůůďĞƐƚĂƚĞĚŝŶ^ƵƉƉůŝĞƌ͛ƐWƌŽƉŽƐĂů.
9) &ĞĞZĞŵŝƩĂŶĐĞ͘ ^ƵƉƉůŝĞƌǁŝůůƌĞŵŝƚĨĞĞƚŽ^ŽƵƌĐĞǁĞůůŶŽůĂƚĞƌƚŚĂŶϰϱĐĂůĞŶĚĂƌĚĂLJƐĂŌĞƌƚŚĞĐůŽƐĞ ŽĨƚŚĞƉƌĞĐĞĚŝŶŐĐĂůĞŶĚĂƌƋƵĂƌƚĞƌŝŶĐŽŶũƵŶĐƟŽŶǁŝƚŚ^ƵƉƉůŝĞƌ͛ƐZĞƉŽƌƟŶŐWĞƌŝŽĚŽďůŝŐĂƟŽŶƐ ĚĞĮŶĞĚŚĞƌĞŝŶ͘WĂLJŵĞŶƚƐƐŚŽƵůĚŶŽƚĞƚŚĞ^ƵƉƉůŝĞƌ͛ƐŶĂŵĞĂŶĚ^ŽƵƌĐĞǁĞůů-assigned Agreement number in the memo; and must be either mailed to Sourcewell ĂďŽǀĞ͞ƩŶ͗ĐĐŽƵŶƚƐZĞĐĞŝǀĂďůĞ͟Žƌ ƌĞŵŝƩĞĚĞůĞĐƚƌŽŶŝĐĂůůLJƚŽ^ŽƵƌĐĞǁĞůů͛ƐďĂŶŬŝŶŐŝŶƐƟƚƵƟŽŶƉĞƌ^ŽƵƌĐĞǁĞůů͛Ɛ&ŝŶĂŶĐĞĚĞƉĂƌƚŵĞŶƚ ŝŶƐƚƌƵĐƟŽŶƐ͘
121024-API
v052824 9
10) EŽŶĐŽŵƉůŝĂŶĐĞ͘ Sourcewell reserves the right to seek all remedies available ĂƚůĂǁĨŽƌƵŶƉĂŝĚŽƌ ƵŶĚĞƌƉĂŝĚĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƐĚƵĞƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘&ĂŝůƵƌĞƚŽƌĞŵŝƚƉĂLJŵĞŶƚ͕ĚĞůŝŶƋƵĞŶƚ payments͕ƵŶĚĞƌƉĂLJŵĞŶƚƐ͕ŽƌŽƚŚĞƌĚĞǀŝĂƟŽŶƐĨƌŽŵƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚŵĂLJďĞ ĚĞĞŵĞĚĂŵĂƚĞƌŝĂůďƌĞĂĐŚĂŶĚŵĂLJƌĞƐƵůƚŝŶĐĂŶĐĞůůĂƟŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚĂŶĚĚŝƐďĂƌŵĞŶƚĨƌŽŵ ĨƵƚƵƌĞŐƌĞĞŵĞŶƚƐ͘
11) ƵĚŝƚZĞƋƵŝƌĞŵĞŶƚƐ͘ Pursuant to Minn. Stat. Α 16C.05, subdivision 5, the books, records, ĚŽĐƵŵĞŶƚƐ͕ĂŶĚĂĐĐŽƵŶƟŶŐƉƌŽĐĞĚƵƌĞƐĂŶĚƉƌĂĐƟĐĞƐƌĞůĞǀĂŶƚƚŽƚŚŝƐŐƌĞĞŵĞŶƚĂƌĞƐƵďũĞĐƚƚŽ ĞdžĂŵŝŶĂƟŽŶďLJ^ŽƵƌĐĞǁĞůůand ƚŚĞDŝŶŶĞƐŽƚĂ^ƚĂƚĞƵĚŝƚŽƌĨŽƌĂŵŝŶŝŵƵŵŽĨƐŝdžLJĞĂƌƐĨƌŽŵƚŚĞĞŶĚ ŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌĂŐƌĞĞƐƚŽĨƵůůLJĐŽŽƉĞƌĂƚĞǁŝƚŚ^ŽƵƌĐĞǁĞůůŝŶĂƵĚŝƟŶŐƚƌĂŶƐĂĐƟŽŶƐƵŶĚĞƌ ƚŚŝƐŐƌĞĞŵĞŶƚƚŽĞŶƐƵƌĞĐŽŵƉůŝĂŶĐĞǁŝƚŚƉƌŝĐŝŶŐƚĞƌŵƐ͕ĐŽƌƌĞĐƚĐĂůĐƵůĂƟŽŶĂŶĚƌĞŵŝƩĂŶĐĞŽĨ ĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƐ͕ĂŶĚǀĞƌŝĮĐĂƟŽŶ ŽĨƚƌĂŶƐĂĐƟŽŶƐĂƐŵĂLJďĞƌĞƋƵĞƐƚĞĚďLJĂWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJŽƌ
Sourcewell.
12) ƐƐŝŐŶŵĞŶƚ͕dƌĂŶƐĨĞƌ͕and ĚŵŝŶŝƐƚƌĂƟǀĞŚĂŶŐĞƐ͘^ƵƉƉůŝĞƌŵĂLJŶŽƚĂƐƐŝŐŶŽƌŽƚŚĞƌǁŝƐĞƚƌĂŶƐĨĞƌŝƚƐ ƌŝŐŚƚƐŽƌŽďůŝŐĂƟŽŶƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚǁŝƚŚŽƵƚƚŚĞƉƌŝŽƌǁƌŝƩĞŶĐŽŶƐĞŶƚŽĨ^ŽƵƌĐĞǁĞůů͘^ƵĐŚ consent will not be unreasonably withheld. Sourcewell reserves the right to unilaterally assign all or ƉŽƌƟŽŶƐŽĨƚŚŝƐŐƌĞĞŵĞŶƚǁŝƚŚŝŶŝƚƐƐŽůĞĚŝƐĐƌĞƟŽŶƚŽĂĚĚƌĞƐƐĐŽƌƉŽƌĂƚĞƌĞƐƚƌƵĐƚƵƌŝŶŐƐ͕ŵĞƌŐĞƌƐ͕ ĂĐƋƵŝƐŝƟŽŶƐ͕ŽƌŽƚŚĞƌĐŚĂŶŐĞƐƚŽƚŚĞResponsible Party and named in the Agreement. Any prohibited assignment is ŝŶǀĂůŝĚ͘hƉŽŶƌĞƋƵĞƐƚ ^ŽƵƌĐĞǁĞůůŵĂLJŵĂŬĞĂĚŵŝŶŝƐƚƌĂƟǀĞĐŚĂŶŐĞƐƚŽĂŐƌĞĞŵĞŶƚ ĚŽĐƵŵĞŶƚĂƟŽŶƐƵĐŚĂƐŶĂŵĞĐŚĂŶŐĞƐ͕ĂĚĚƌĞƐƐĐŚĂŶŐĞƐ͕ĂŶĚŽƚŚĞƌŶŽŶ-material updates as determined ǁŝƚŚŝŶŝƚƐƐŽůĞĚŝƐĐƌĞƟŽŶ͘
ϭϯͿ ŵĞŶĚŵĞŶƚƐ͘ ŶLJŵĂƚĞƌŝĂůĐŚĂŶŐĞƚŽƚŚŝƐŐƌĞĞŵĞŶƚŵƵƐƚďĞĞdžĞĐƵƚĞĚŝŶǁƌŝƟŶŐƚŚƌŽƵŐŚĂŶ ĂŵĞŶĚŵĞŶƚĂŶĚǁŝůůŶŽƚďĞĞīĞĐƟǀĞƵŶƟůŝƚŚĂƐďĞĞŶĚƵůLJĞdžĞĐƵƚĞĚďLJƚŚĞƉĂƌƟĞƐ.
14) tĂŝǀĞƌ͘ Failure by Sourcewell to ĞŶĨŽƌĐĞany right under this Agreement will not be deemed a waiver ŽĨƐƵĐŚƌŝŐŚƚŝŶƚŚĞĞǀĞŶƚŽĨƚŚĞĐŽŶƟŶƵĂƟŽŶŽƌƌĞƉĞƟƟŽŶŽĨƚŚĞĐŝƌĐƵŵƐƚĂŶĐĞƐŐŝǀŝŶŐƌŝƐĞƚŽƐƵĐŚ right.
15) ŽŵƉůĞƚĞŐƌĞĞŵĞŶƚ͘ dŚŝƐŐƌĞĞŵĞŶƚƌĞƉƌĞƐĞŶƚƐƚŚĞĐŽŵƉůĞƚĞĂŐƌĞĞŵĞŶƚďĞƚǁĞĞŶƚŚĞƉĂƌƟĞƐ ĨŽƌ ƚŚĞƐĐŽƉĞĂƐĚĞĮŶĞĚŚĞƌĞŝŶ͘^ƵƉƉůŝĞƌĂŶĚ^ŽƵƌĐĞǁĞůůŵĂLJĞŶƚĞƌŝŶƚŽƐĞƉĂƌĂƚĞǁƌŝƩĞŶĂŐƌĞĞŵĞŶƚƐ ƌĞůĂƟŶŐƐƉĞĐŝĮĐĂůůLJƚŽƚƌĂŶƐĂĐƟŽŶƐŽƵƚƐŝĚĞŽĨƚŚĞƐĐŽƉĞŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͘
16) ZĞůĂƟŽŶƐŚŝƉŽĨ^ŽƵƌĐĞǁĞůůĂŶĚ^ƵƉƉůŝĞƌ͘ dŚŝƐŐƌĞĞŵĞŶƚĚŽĞƐŶŽƚĐƌĞĂƚĞĂƉĂƌƚŶĞƌƐŚŝƉ͕ũŽŝŶƚ ǀĞŶƚƵƌĞ͕ŽƌĂŶLJŽƚŚĞƌƌĞůĂƟŽŶƐŚŝƉƐƵĐŚĂƐĞŵƉůŽLJĞĞ͕ŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌ͕ŵĂƐƚĞƌ-servant, or principal-agent.
17) /ŶĚĞŵŶŝĮĐĂƟŽŶ͘ ^ƵƉƉůŝĞƌŵƵƐƚŝŶĚĞŵŶŝĨLJ͕ĚĞĨĞŶĚ͕ƐĂǀĞ͕ĂŶĚŚŽůĚ^ŽƵƌĐĞǁĞůů͕ŝŶĐůƵĚŝŶŐƚŚĞŝƌĂŐĞŶƚƐ ĂŶĚĞŵƉůŽLJĞĞƐ͕ŚĂƌŵůĞƐƐĨƌŽŵĂŶLJĐůĂŝŵƐŽƌĐĂƵƐĞƐŽĨĂĐƟŽŶ͕ŝŶĐůƵĚŝŶŐĂƩŽƌŶĞLJƐ͛ĨĞĞƐŝŶĐƵƌƌĞĚďLJ ^ŽƵƌĐĞǁĞůů͕ĂƌŝƐŝŶŐŽƵƚŽĨĂŶLJĂĐƚŽƌŽŵŝƐƐŝŽŶŝŶƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚŝƐ Agreement by the Supplier ŽƌŝƚƐĂŐĞŶƚƐŽƌĞŵƉůŽLJĞĞƐ͖ƚŚŝƐŝŶĚĞŵŶŝĮĐĂƟŽŶŝŶĐůƵĚĞƐŝŶũƵƌLJŽƌĚĞĂƚŚƚŽƉĞƌƐŽŶ;ƐͿŽƌƉƌŽƉĞƌƚLJ ĂůůĞŐĞĚƚŽŚĂǀĞďĞĞŶĐĂƵƐĞĚďLJƐŽŵĞĚĞĨĞĐƚŝŶĚĞƐŝŐŶ͕ĐŽŶĚŝƟŽŶ͕ŽƌƉĞƌĨŽƌŵĂŶĐĞŽĨ/ŶĐůƵĚĞĚ ^ŽůƵƟŽŶƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚ͘^ŽƵƌĐĞǁĞůů͛ƐƌĞƐƉŽŶƐŝďŝůŝƚLJǁŝůůďĞŐŽǀĞƌŶĞĚďLJƚŚĞ^ƚĂƚĞŽĨ DŝŶŶĞƐŽƚĂ͛ƐdŽƌƚ>ŝĂďŝůŝƚLJĐƚ;DŝŶŶĞƐŽƚĂ^ƚĂƚƵƚĞƐŚĂƉƚĞƌϰϲϲͿĂŶĚŽƚŚĞƌĂƉƉůŝĐĂďůĞůĂǁ͘
18) ĂƚĂWƌĂĐƟĐĞƐ͘ ^ƵƉƉůŝĞƌĂŶĚ^ŽƵƌĐĞǁĞůůĂĐŬŶŽǁůĞĚŐĞ^ŽƵƌĐĞǁĞůůŝƐƐƵďũĞĐƚƚŽƚŚĞDŝŶŶĞƐŽƚĂ 'ŽǀĞƌŶŵĞŶƚĂƚĂWƌĂĐƟĐĞƐĐƚ͕DŝŶŶĞƐŽƚĂ^ƚĂƚƵƚĞƐŚĂƉƚĞƌϭϯ͘ƐŝƚĂƉƉůŝĞƐƚŽĂůůĚĂƚĂĐƌĞĂƚĞĚĂŶĚ
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ŵĂŝŶƚĂŝŶĞĚŝŶƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕^ƵƉƉůŝĞƌŵĂLJďĞƐƵďũĞĐƚƚŽƚŚĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚŝƐ chapter.
19) 'ƌĂŶƚŽĨ>ŝĐĞŶƐĞ͘
a) ƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͗
i) ^ƵƉƉůŝĞƌWƌŽŵŽƟŽŶ͘ Sourcewell grants to Supplier a royalty-ĨƌĞĞ͕ǁŽƌůĚǁŝĚĞ͕ŶŽŶ-exclusive ƌŝŐŚƚĂŶĚůŝĐĞŶƐĞƚŽƵƐĞƚŚĞƚƌĂĚĞŵĂƌŬ;ƐͿƉƌŽǀŝĚĞĚƚŽ^ƵƉƉůŝĞƌďLJ^ŽƵƌĐĞǁĞůůŝŶĂĚǀĞƌƟƐŝŶŐ͕ ƉƌŽŵŽƟŽŶĂůŵĂƚĞƌŝĂůƐ͕ĂŶĚŝŶĨŽƌŵĂƟŽŶĂůƐŝƚĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨŵĂƌŬĞƟŶŐ^ŽƵƌĐĞǁĞůů͛Ɛ Agreement with Supplier.
ii) ^ŽƵƌĐĞǁĞůůWƌŽŵŽƟŽŶ͘ Supplier grants to Sourcewell a royalty-ĨƌĞĞ͕ǁŽƌůĚǁŝĚĞ͕ŶŽŶ- ĞdžĐůƵƐŝǀĞƌŝŐŚƚĂŶĚůŝĐĞŶƐĞƚŽƵƐĞ^ƵƉƉůŝĞƌ͛ƐƚƌĂĚĞŵĂƌŬƐŝŶĂĚǀĞƌƟƐŝŶŐ͕ƉƌŽŵŽƟŽŶĂů ŵĂƚĞƌŝĂůƐ͕ĂŶĚŝŶĨŽƌŵĂƟŽŶĂůƐŝƚĞƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨŵĂƌŬĞƟŶŐ^ƵƉƉůŝĞƌ͛ƐŐƌĞĞŵĞŶƚǁŝƚŚ Sourcewell.
b) >ŝŵŝƚĞĚZŝŐŚƚŽĨ^ƵďůŝĐĞŶƐĞ͘ dŚĞƌŝŐŚƚĂŶĚůŝĐĞŶƐĞŐƌĂŶƚĞĚŚĞƌĞŝŶŝŶĐůƵĚĞƐĂůŝŵŝƚĞĚƌŝŐŚƚŽĨĞĂĐŚ ƉĂƌƚLJƚŽŐƌĂŶƚƐƵďůŝĐĞŶƐĞƐƚŽƚŚĞŝƌƌĞƐƉĞĐƟǀĞƐƵďƐŝĚŝĂƌŝĞƐ͕ĚŝƐƚƌŝďƵƚŽƌƐ͕ĚĞĂůĞƌƐ͕ƌĞƐĞůůĞƌƐ͕ ŵĂƌŬĞƟŶŐƌĞƉƌĞƐĞŶƚĂƟǀĞƐ͕ƉĂƌƚŶĞƌƐ͕ŽƌĂŐĞŶƚƐ;ĐŽůůĞĐƟǀĞůLJ͞WĞƌŵŝƩĞĚ^ƵďůŝĐĞŶƐĞĞƐ͟ͿŝŶ ĂĚǀĞƌƟƐŝŶŐ͕ƉƌŽŵŽƟŽŶĂů͕ŽƌŝŶĨŽƌŵĂƟŽŶĂůŵĂƚĞƌŝĂůƐĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨŵĂƌŬĞƟŶŐƚŚĞWĂƌƟĞƐ͛ ƌĞůĂƟŽŶƐŚŝƉ͘ŶLJƐƵďůŝĐĞŶƐĞŐƌĂŶƚĞĚǁŝůůďĞƐƵďũĞĐƚƚŽƚŚĞƚĞƌŵƐĂŶĚĐŽŶĚŝƟŽŶƐŽĨƚŚŝƐƌƟĐůĞ͘
ĂĐŚƉĂƌƚLJǁŝůůďĞƌĞƐƉŽŶƐŝďůĞĨŽƌĂŶLJďƌĞĂĐŚŽĨƚŚŝƐƐĞĐƟŽŶ ďLJĂŶLJŽĨƚŚĞŝƌƌĞƐƉĞĐƟǀĞ sublicensees.
c) hƐĞ͖YƵĂůŝƚLJŽŶƚƌŽů͘
i) EĞŝƚŚĞƌƉĂƌƚLJŵĂLJĂůƚĞƌƚŚĞŽƚŚĞƌƉĂƌƚLJ͛ƐƚƌĂĚĞŵĂƌŬƐĨƌŽŵƚŚĞĨŽƌŵƉƌŽǀŝĚĞĚĂŶĚŵƵƐƚ ĐŽŵƉůLJǁŝƚŚƌĞŵŽǀĂůƌĞƋƵĞƐƚƐĂƐƚŽƐƉĞĐŝĮĐƵƐĞƐŽĨŝƚƐƚƌĂĚĞŵĂƌŬƐŽƌůŽŐŽƐ.
ii)
ĂĐŚƉĂƌƚLJĂŐƌĞĞƐƚŽƵƐĞ͕ĂŶĚƚŽĐĂƵƐĞŝƚƐWĞƌŵŝƩĞĚ^ƵďůŝĐĞŶƐĞĞƐƚŽƵƐĞ͕ƚŚĞŽƚŚĞƌƉĂƌƚLJ͛Ɛ ƚƌĂĚĞŵĂƌŬƐŽŶůLJŝŶŐŽŽĚĨĂŝƚŚĂŶĚŝŶĂĚŝŐŶŝĮĞĚŵĂŶŶĞƌĐŽŶƐŝƐƚĞŶƚǁŝƚŚƐƵĐŚƉĂƌƚLJ͛ƐƵƐĞŽĨ ƚŚĞƚƌĂĚĞŵĂƌŬƐ͘
ĂĐŚƉĂƌƚLJŵĂLJŵĂŬĞǁƌŝƩĞŶŶŽƟĐĞƚŽƚŚĞŽƚŚĞƌƌĞŐĂƌĚŝŶg misuse under ƚŚŝƐƐĞĐƟŽŶ͘dŚĞŽīĞŶĚŝŶŐƉĂƌƚLJǁŝůůŚĂǀĞϯϬĚĂLJƐŽĨƚŚĞĚĂƚĞŽĨƚŚĞǁƌŝƩĞŶŶŽƟĐĞƚŽĐƵƌĞ ƚŚĞŝƐƐƵĞŽƌƚŚĞůŝĐĞŶƐĞͬƐƵďůŝĐĞŶƐĞǁŝůůďĞƚĞƌŵŝŶĂƚĞĚ͘
d) dĞƌŵŝŶĂƟŽŶ͘ hƉŽŶƚŚĞƚĞƌŵŝŶĂƟŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚĨŽƌĂŶLJƌĞĂƐŽŶ͕ĞĂĐŚƉĂƌƚLJ͕ŝŶĐůƵĚŝŶŐ WĞƌŵŝƩĞĚ^ƵďůŝĐĞŶƐĞĞƐ͕ǁŝůůŚĂǀĞϯϬĚĂLJƐƚŽƌĞŵŽǀĞĂůůdƌĂĚĞŵĂƌŬƐĨƌŽŵƐŝŐŶĂŐĞ͕ǁĞďƐŝƚĞƐ͕ĂŶĚ ƚŚĞůŝŬĞďĞĂƌŝŶŐƚŚĞŽƚŚĞƌƉĂƌƚLJ͛ƐŶĂŵĞŽƌůŽŐŽ;ĞdžĐĞƉƟŶŐ^ŽƵƌĐĞǁĞůů͛ƐƉƌĞ-printed ĐĂƚĂůŽŐŽĨ ƐƵƉƉůŝĞƌƐǁŚŝĐŚŵĂLJďĞƵƐĞĚƵŶƟůƚŚĞŶĞdžƚƉƌŝŶƟŶŐͿ͘^ƵƉƉůŝĞƌŵƵƐƚƌĞƚƵƌŶĂůůŵĂƌŬĞƟŶŐĂŶĚ ƉƌŽŵŽƟŽŶĂůŵĂƚĞƌŝĂůƐ͕ŝŶĐůƵĚŝŶŐƐŝŐŶĂŐĞ͕ƉƌŽǀŝĚĞĚďLJ^ŽƵƌĐĞǁĞůů͕ŽƌĚŝƐƉŽƐĞŽĨŝƚĂĐĐŽƌĚŝŶŐƚŽ ^ŽƵƌĐĞǁĞůů͛ƐǁƌŝƩĞŶĚŝƌĞĐƟŽŶƐ͘
20) sĞŶƵĞĂŶĚ'ŽǀĞƌŶŝŶŐůĂǁďĞƚǁĞĞŶ^ŽƵƌĐĞǁĞůůĂŶĚ^ƵƉƉůŝĞƌKŶůLJ͘ dŚĞƐƵďƐƚĂŶƟǀĞĂŶĚƉƌŽĐĞĚƵƌĂů ůĂǁƐŽĨƚŚĞ^ƚĂƚĞŽĨDŝŶŶĞƐŽƚĂǁŝůůŐŽǀĞƌŶƚŚŝƐŐƌĞĞŵĞŶƚďĞƚǁĞĞŶ^ŽƵƌĐĞǁĞůůĂŶĚ^ƵƉƉůŝĞƌ͘sĞŶƵĞ ĨŽƌĂůůůĞŐĂůƉƌŽĐĞĞĚŝŶŐƐĂƌŝƐŝŶŐŽƵƚŽĨƚŚŝƐŐƌĞĞŵĞŶƚďĞƚǁĞĞŶ^ŽƵƌĐĞǁĞůůĂŶĚ^ƵƉƉůŝĞƌǁŝůůďĞŝŶ ĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƟŽŶǁŝƚŚŝŶƚŚĞ^ƚĂƚĞŽĨDŝŶŶĞƐŽƚĂ͘dŚŝƐƐĞĐƟŽŶĚŽĞƐŶŽƚĂƉƉůLJƚŽĂŶLJ ĚŝƐƉƵƚĞďĞƚǁĞĞŶ^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘dŚŝƐŐƌĞĞŵĞŶƚƌĞƐĞƌǀĞƐƚŚĞƌŝŐŚƚĨŽƌ^ƵƉƉůŝĞƌĂŶĚ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJƚŽŶĞŐŽƟĂƚĞƚŚŝƐƚĞƌŵƚŽǁŝƚŚŝŶĂŶLJƚƌĂŶƐĂĐƟŽŶĚŽĐƵŵĞŶƚƐ.
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21) ^ĞǀĞƌĂďŝůŝƚLJ͘ /ĨĂŶLJƉƌŽǀŝƐŝŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚŝƐĨŽƵŶĚďLJĂĐŽƵƌƚŽĨĐŽŵƉĞƚĞŶƚũƵƌŝƐĚŝĐƟŽŶƚŽďĞ ŝůůĞŐĂů͕ƵŶĞŶĨŽƌĐĞĂďůĞ͕ŽƌǀŽŝĚƚŚĞŶďŽƚŚƉĂƌƟĞƐǁŝůůďĞƌĞůŝĞǀĞĚĨƌŽŵĂůůŽďůŝŐĂƟŽŶƐĂƌŝƐŝŶŐĨƌŽŵƚŚĂƚ ƉƌŽǀŝƐŝŽŶ͘/ĨƚŚĞƌĞŵĂŝŶĚĞƌŽĨƚŚŝƐŐƌĞĞŵĞŶƚŝƐĐĂƉĂďůĞŽĨďĞŝŶŐƉĞƌĨŽƌŵĞĚ͕ŝƚǁŝůůŶŽƚďĞĂīĞĐƚĞĚ ďLJƐƵĐŚĚĞƚĞƌŵŝŶĂƟŽŶŽƌĮŶĚŝŶŐĂŶĚŵƵƐƚďĞĨƵůůLJƉĞƌĨŽƌŵĞĚ͘ 22) /ŶƐƵƌĂŶĐĞŽǀĞƌĂŐĞ͘ At its own expense, Supplier must maintain valid insurance policy(ies) during ƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚŝƐŐƌĞĞŵĞŶƚǁŝƚŚŝŶƐƵƌĂŶĐĞĐŽŵƉĂŶLJ;ŝĞƐͿůŝĐĞŶƐĞĚŽƌĂƵƚŚŽƌŝnjĞĚƚŽĚŽ ďƵƐŝŶĞƐƐŝŶƚŚĞ^ƚĂƚĞŽĨDŝŶŶĞƐŽƚĂŚĂǀŝŶŐĂŶ͞D
^d͟ƌĂƟŶŐŽĨ- ŽƌďĞƩĞƌ͕ǁŝƚŚĐŽverage and
ůŝŵŝƚƐŽĨŝŶƐƵƌĂŶĐĞŶŽƚůĞƐƐƚŚĂŶƚŚĞĨŽůůŽǁŝŶŐ͗
a) ŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ/ŶƐƵƌĂŶĐĞ͘ ^ƵƉƉůŝĞƌǁŝůůŵĂŝŶƚĂŝŶŝŶƐƵƌĂŶĐĞĐŽǀĞƌŝŶŐŝƚƐŽƉĞƌĂƟŽŶƐ͕ ǁŝƚŚĐŽǀĞƌĂŐĞŽŶĂŶŽĐĐƵƌƌĞŶĐĞďĂƐŝƐ͕ĂŶĚŵƵƐƚďĞƐƵďũĞĐƚƚŽƚĞƌŵƐŶŽůĞƐƐďƌŽĂĚƚŚĂŶƚŚĞ /ŶƐƵƌĂŶĐĞ^ĞƌǀŝĐĞƐKĸĐĞ;͞/^K͟ͿŽŵŵĞƌĐŝĂů'ĞŶĞƌĂů>ŝĂďŝůŝƚLJ&Žƌŵ'ϬϬϬϭ;ϮϬϬϭŽƌŶĞǁĞƌ ĞĚŝƟŽŶͿ͕ŽƌĞƋƵŝǀĂůĞŶƚ͘ƚĂŵŝŶŝŵƵŵ͕ĐŽǀĞƌĂŐĞŵƵƐƚŝŶĐůƵĚĞůŝĂďŝůŝƚLJĂƌŝƐŝŶŐĨƌŽŵƉƌĞŵŝƐĞƐ͕ ŽƉĞƌĂƟŽŶƐ͕ďŽĚŝůLJŝŶũƵƌLJĂŶĚƉƌŽƉĞƌƚLJĚĂŵĂŐĞ͕ŝŶĚĞƉĞŶĚĞŶƚĐŽŶƚƌĂĐƚŽƌƐ͕ƉƌŽĚƵĐƚƐ-completed ŽƉĞƌĂƟŽŶƐŝŶĐůƵĚŝŶŐĐŽŶƐƚƌƵĐƟŽŶĚĞĨĞĐƚ͕ĐŽŶƚƌĂĐƚƵĂůůŝĂďŝůŝƚLJ͕ďůĂŶŬĞƚĐŽŶƚƌĂĐƚƵĂůůŝĂbility, and ƉĞƌƐŽŶĂůŝŶũƵƌLJĂŶĚĂĚǀĞƌƟƐŝŶŐŝŶũƵƌLJ͘ůůƌĞƋƵŝƌĞĚůŝŵŝƚƐ͕ƚĞƌŵƐĂŶĚĐŽŶĚŝƟŽŶƐŽĨĐŽǀĞƌĂŐĞŵƵƐƚ ďĞŵĂŝŶƚĂŝŶĞĚĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨƚŚŝƐAgreement.
x Ψϭ͕ϱϬϬ͕ϬϬϬĞĂĐŚŽĐĐƵƌƌĞŶĐĞŽĚŝůLJ/ŶũƵƌLJĂŶĚWƌŽƉĞƌƚLJĂŵĂŐĞ x Ψϭ͕ϱϬϬ͕ϬϬϬWĞƌƐŽŶĂůĂŶĚĚǀĞƌƟƐŝŶŐ/ŶũƵƌLJ
x ΨϮ͕ϬϬϬ͕ϬϬϬĂŐŐƌĞŐĂƚĞĨŽƌƉƌŽĚƵĐƚƐůŝĂďŝůŝƚLJ-ĐŽŵƉůĞƚĞĚŽƉĞƌĂƟŽŶƐ x ΨϮ͕ϬϬϬ͕ϬϬϬŐĞŶĞƌĂůĂŐŐƌĞŐĂƚĞ
b) ĞƌƟĮĐĂƚĞƐŽĨ/ŶƐƵƌĂŶĐĞ͘ WƌŝŽƌƚŽĞdžĞĐƵƟŽŶŽĨƚŚŝƐŐƌĞĞŵĞŶƚ͕^ƵƉƉůŝĞƌŵƵƐƚĨƵƌŶŝƐŚƚŽ ^ŽƵƌĐĞǁĞůůĂĐĞƌƟĮĐĂƚĞŽĨŝŶƐƵƌĂŶĐĞ͕ĂƐĞǀŝĚĞŶĐĞŽĨƚŚĞŝŶƐƵƌĂŶĐĞƌĞƋƵŝƌĞĚƵŶĚĞƌƚŚŝƐ ŐƌĞĞŵĞŶƚ͘WƌŝŽƌƚŽĞdžƉŝƌĂƟŽŶŽĨƚŚĞƉŽůŝĐLJ;ŝĞƐͿ͕ƌĞŶĞǁĂůĐĞƌƟĮĐĂƚĞƐŵƵƐƚďĞŵĂŝůĞĚƚŽ Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or provided to in an ĂůƚĞƌŶĂƟǀĞŵĂŶŶĞƌĂƐĚŝƌĞĐƚĞĚďLJ^ŽƵƌĐĞǁĞůů͘dŚĞĐĞƌƟĮĐĂƚĞƐŵƵƐƚďĞƐŝŐŶĞĚďLJĂƉĞƌƐŽŶ ĂƵƚŚŽƌŝnjĞĚďLJƚŚĞŝŶƐƵƌĞƌ;ƐͿƚŽďŝŶĚĐŽǀĞƌĂŐĞŽŶƚŚĞŝƌďĞŚĂůĨ͘ &ĂŝůƵƌĞŽĨ^ƵƉƉůŝĞƌƚŽŵĂŝŶƚĂŝŶƚŚĞ ƌĞƋƵŝƌĞĚŝŶƐƵƌĂŶĐĞĂŶĚĚŽĐƵŵĞŶƚĂƟŽŶŵĂLJĐŽŶƐƟƚƵƚĞĂŵĂƚĞƌŝĂůďƌĞĂĐŚ͘
c) ĚĚŝƟŽŶĂů/ŶƐƵƌĞĚ
ŶĚŽƌƐĞŵĞŶƚĂŶĚPrimary and Non-ĐŽŶƚƌŝďƵƚŽƌLJ/ŶƐƵƌĂŶĐĞůĂƵƐĞ͘ Supplier ĂŐƌĞĞƐƚŽůŝƐƚ^ŽƵƌĐĞǁĞůů͕ŝŶĐůƵĚŝŶŐŝƚƐŽĸĐĞƌƐ͕ĂŐĞŶƚƐ͕ĂŶĚĞŵƉůŽLJĞĞƐ͕ĂƐĂŶĂĚĚŝƟŽŶĂůŝŶƐƵƌĞĚ ƵŶĚĞƌƚŚĞ^ƵƉƉůŝĞƌ͛ƐĐŽŵŵĞƌĐŝĂůŐĞŶĞƌĂůůŝĂďŝůŝƚLJŝŶƐƵƌĂŶĐĞƉŽůŝĐLJǁŝƚŚƌĞƐƉĞĐƚƚŽůŝĂďŝůŝƚLJĂƌŝƐŝŶŐ ŽƵƚŽĨĂĐƟǀŝƟĞƐ͕͞ŽƉĞƌĂƟŽŶƐ͕͟Žƌ͞ǁŽƌŬ͟ƉĞƌĨŽƌŵĞĚďLJŽƌŽŶďĞŚĂůĨŽĨ^ƵƉƉůŝĞƌ͕ĂŶĚƉƌŽĚƵĐƚƐ ĂŶĚĐŽŵƉůĞƚĞĚŽƉĞƌĂƟŽŶƐŽĨ^ƵƉƉůŝĞƌ͘dŚĞƉŽůŝĐLJƉƌŽǀŝƐŝŽŶ;ƐͿŽƌĞŶĚŽƌƐĞŵĞŶƚ;ƐͿŵƵƐƚĨƵƌƚŚĞƌ provide that coverage is primary and not excess over or contributory with any other valid, ĂƉƉůŝĐĂďůĞ͕ĂŶĚĐŽůůĞĐƟďůĞŝŶƐƵƌĂŶĐĞŽƌƐĞůĨ-ŝŶƐƵƌĂŶĐĞŝŶĨŽƌĐĞĨŽƌƚŚĞĂĚĚŝƟŽŶĂůŝŶƐƵƌĞĚƐ͘
d) tĂŝǀĞƌŽĨ^ƵďƌŽŐĂƟŽŶ͘ ^ƵƉƉůŝĞƌǁĂŝǀĞƐĂŶĚŵƵƐƚƌĞƋƵŝƌĞ;ďLJĞŶĚŽƌƐĞŵĞŶƚŽƌŽƚŚĞƌǁŝƐĞͿĂůůŝƚƐ ŝŶƐƵƌĞƌƐƚŽǁĂŝǀĞƐƵďƌŽŐĂƟŽŶƌŝŐŚƚƐĂŐĂŝŶƐƚ^ŽƵƌĐĞǁĞůůĂŶĚŽƚŚĞƌĂĚĚŝƟŽŶĂůŝŶƐƵƌĞĚƐĨŽƌůŽƐƐĞƐ ƉĂŝĚƵŶĚĞƌƚŚĞŝŶƐƵƌĂŶĐĞƉŽůŝĐŝĞƐƌĞƋƵŝƌĞĚďLJƚŚŝƐŐƌĞĞŵĞŶƚŽƌŽƚŚĞƌŝŶƐƵƌĂŶĐĞĂƉƉůŝĐĂble to ƚŚĞ^ƵƉƉůŝĞƌŽƌŝƚƐƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘dŚĞǁĂŝǀĞƌŵƵƐƚĂƉƉůLJƚŽĂůůĚĞĚƵĐƟďůĞƐĂŶĚͬŽƌƐĞůĨ-insured ƌĞƚĞŶƟŽŶƐĂƉƉůŝĐĂďůĞƚŽƚŚĞƌĞƋƵŝƌĞĚŽƌĂŶLJŽƚŚĞƌŝŶƐƵƌĂŶĐĞŵĂŝŶƚĂŝŶĞĚďLJƚŚĞ^ƵƉƉůŝĞƌŽƌŝƚƐ ƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘tŚĞƌĞƉĞƌŵŝƩĞĚďLJůĂǁ͕^ƵƉƉůŝĞƌŵƵƐƚƌĞƋƵŝƌĞƐŝŵŝůĂƌǁƌŝƩĞŶĞdžƉƌĞƐƐǁĂŝǀĞƌƐ ŽĨƐƵďƌŽŐĂƟŽŶĂŶĚŝŶƐƵƌĂŶĐĞĐůĂƵƐĞƐĨƌŽŵĞĂĐŚŽĨŝƚƐƐƵďĐŽŶƚƌĂĐƚŽƌƐ͘
121024-API
v052824 12
e) Umbrella/Excess Liability/SELF-/E^hZ
Z
d
Ed/KE͘ dŚĞůŝŵŝƚƐƌĞƋƵŝƌĞĚďLJƚŚŝƐAgreement can
ďĞŵĞƚďLJĞŝƚŚĞƌƉƌŽǀŝĚŝŶŐĂƉƌŝŵĂƌLJƉŽůŝĐLJŽƌŝŶĐŽŵďŝŶĂƟŽŶǁŝƚŚƵŵďƌĞůůĂͬĞdžĐĞƐƐůŝĂďŝůŝƚLJ ƉŽůŝĐLJ;ŝĞƐͿ͕ŽƌƐĞůĨ-ŝŶƐƵƌĞĚƌĞƚĞŶƟŽŶ͘
ϮϯͿ dĞƌŵŝŶĂƟŽŶĨŽƌŽŶǀĞŶŝĞŶĐĞ͘ Sourcewell or Supplier may terminate this Agreement upon 60 ĐĂůĞŶĚĂƌĚĂLJƐΖǁƌŝƩĞŶŶŽƟĐĞƚŽƚŚĞŽƚŚĞƌWĂƌƚLJ͘dĞƌŵŝŶĂƟŽŶƉƵƌƐƵĂŶƚƚŽƚŚŝƐƐĞĐƟŽŶǁŝůůŶŽƚƌĞůŝĞǀĞ ƚŚĞ^ƵƉƉůŝĞƌ͛ƐŽďůŝŐĂƟŽŶƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĨŽƌany ƚƌĂŶƐĂĐƟŽŶƐĞŶƚĞƌĞĚǁŝƚŚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐƚŚƌŽƵŐŚƚŚĞĚĂƚĞŽĨƚĞƌŵŝŶĂƟŽŶ͕ŝŶĐůƵĚŝŶŐƌĞƉŽƌƟŶŐĂŶĚƉĂLJŵĞŶƚŽĨĂƉƉůŝĐĂďůĞ ĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƐ͘
24) dĞƌŵŝŶĂƟŽŶĨŽƌĂƵƐĞ͘ ^ŽƵƌĐĞǁĞůůŵĂLJƚĞƌŵŝŶĂƚĞƚŚŝƐŐƌĞĞŵĞŶƚƵƉŽŶƉƌŽǀŝĚŝŶŐǁƌŝƩĞŶŶŽƟĐĞŽĨ ŵĂƚĞƌŝĂůďƌĞĂĐŚƚŽ^ƵƉƉůŝĞƌ͘EŽƟĐĞŵƵƐƚĚĞƐĐƌŝďĞƚŚĞďƌĞĂĐŚŝŶƌĞĂƐŽŶĂďůĞĚĞƚĂŝůĂŶĚƐƚĂƚĞƚŚĞ ŝŶƚĞŶƚƚŽƚĞƌŵŝŶĂƚĞƚŚĞŐƌĞĞŵĞŶƚ͘hƉŽŶƌĞĐĞŝƉƚŽĨEŽƟĐĞ͕ƚŚĞ^ƵƉƉůŝĞƌǁŝůůŚĂǀĞϯϬĐalendar days ŝŶǁŚŝĐŚŝƚŵƵƐƚĐƵƌĞƚŚĞďƌĞĂĐŚ͘dĞƌŵŝŶĂƟŽŶƉƵƌƐƵĂŶƚƚŽƚŚŝƐƐĞĐƟŽŶǁŝůůŶŽƚƌĞůŝĞǀĞƚŚĞ^ƵƉƉůŝĞƌ͛Ɛ ŽďůŝŐĂƟŽŶƐƵŶĚĞƌƚŚŝƐŐƌĞĞŵĞŶƚĨŽƌany ƚƌĂŶƐĂĐƟŽŶƐĞŶƚĞƌĞĚǁŝƚŚWĂƌƟĐŝƉĂƟŶŐ ŶƟƟĞƐƚŚƌŽƵŐŚƚŚĞ
ĚĂƚĞŽĨƚĞƌŵŝŶĂƟŽŶ͕ŝŶĐůƵĚŝŶŐƌĞƉŽƌƟŶŐĂŶĚƉĂLJŵĞŶƚŽĨĂƉƉůŝĐĂďůĞĚŵŝŶŝƐƚƌĂƟǀĞ&ĞĞƐ͘
ƌƟĐůĞϯ͗
^ƵƉƉůŝĞƌKďůŝŐĂƟŽŶƐƚŽWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ
dŚĞdĞƌŵƐŝŶƚŚŝƐƌƟĐůĞϯƌĞůĂƚĞƐƉĞĐŝĮĐĂůůLJƚŽ^ƵƉƉůŝĞƌĂŶĚĂWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJǁŚĞŶĞŶƚĞƌŝŶŐ
ƚƌĂŶƐĂĐƟŽŶƐƵƟůŝnjŝŶŐƚŚĞ'ĞŶĞƌĂůdĞƌŵƐĞƐƚĂďůŝƐŚĞĚŝŶƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚ͘ƌƟĐůĞϭ'ĞŶĞƌĂůdĞƌŵƐ ĐŽŶƚƌŽůŽǀĞƌĂŶLJĐŽŶŇŝĐƚǁŝƚŚƚŚŝƐƌƟĐůĞ ϯ͘tŚĞƌĞƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚŝƐƐŝůĞŶƚŽŶĂŶLJƐƵďũĞĐƚ͕ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJĂŶĚ^ƵƉƉůŝĞƌƌĞƚĂŝŶƚŚĞĂďŝůŝƚLJƚŽŶĞŐŽƟĂƚĞŵƵƚƵĂůůLJĂĐĐĞƉƚĂďůĞƚĞƌŵƐ.
1) YƵŽƚĞƐƚŽWĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐ͘ ^ƵƉƉůŝĞƌƐĂƌĞĞŶĐŽƵƌĂŐĞĚƚŽƉƌŽǀŝĚĞĂůůƉƌŝĐŝŶŐŝŶĨŽƌŵĂƟŽŶ ƌĞŐĂƌĚŝŶŐƚŚĞƚŽƚĂůĐŽƐƚŽĨĂĐƋƵŝƐŝƟŽŶǁŚĞŶƋƵŽƟŶŐƚŽĂWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJ͘^ƵƉƉůŝĞƌƐĂŶĚ
WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐĂƌĞĞŶĐŽƵƌĂŐĞĚƚŽŝŶĐůƵĚĞĂůůĐŽƐƚƐƉĞĐŝĮĐĂůůLJĂƐƐŽĐŝĂƚĞĚǁŝƚŚŽƌŝŶĐůƵĚĞĚǁŝthin ƚŚĞ^ƵƉƉůŝĞƌƐƉƌŽƉŽƐĂůĂŶĚ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐ ǁŝƚŚŝŶƚƌĂŶƐĂĐƟŽŶĚŽĐƵŵĞŶƚƐ.
2) ^ŚŝƉƉŝŶŐ͕ĞůŝǀĞƌLJ͕ĐĐĞƉƚĂŶĐĞ͕ZĞũĞĐƟŽŶ͕ĂŶĚtĂƌƌĂŶƚLJ͘ ^ƵƉƉůŝĞƌ͛ƐƉƌŽƉŽƐĂůŵĂLJŝŶĐůƵĚĞƉƌŽƉŽƐĞĚ ƚĞƌŵƐƌĞůĂƟŶŐƚŽƐŚŝƉƉŝŶŐ͕ĚĞůŝǀĞƌLJ͕ŝŶƐƉĞĐƟŽŶ͕ĂŶĚĂĐĐĞƉƚĂŶĐĞͬƌĞũĞĐƟŽŶ and other relevant terms ŽĨƚĞŶĚĞƌĞĚ^ŽůƵƟŽŶƐ͘^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŵĂLJŶĞŐŽƟĂƚĞĮŶĂůƚĞƌŵƐĂƉƉƌŽƉƌŝĂƚĞĨŽƌƚŚĞ
ƐƉĞĐŝĮĐƚƌĂŶƐĂĐƟŽŶƌĞůĂƟŶŐƚŽnon-ĂƉƉƌŽƉƌŝĂƟŽŶ͕ƐŚŝƉƉŝŶŐ͕ĚĞůŝǀĞƌLJ͕ŝŶƐƉĞĐƟŽŶ͕ ĂĐĐĞƉƚĂŶĐĞͬƌĞũĞĐƟŽŶŽĨƚĞŶĚĞƌĞĚ ^ŽůƵƟŽŶƐ͕ĂŶĚǁĂƌƌĂŶƚLJĐŽǀĞƌĂŐĞĨŽƌ/ŶĐůƵĚĞĚ^ŽůƵƟŽŶƐ͘^ƵĐŚ terms may include, but are not lŝŵŝƚĞĚƚŽ͕ĐŽƐƚƐ͕ƌŝƐŬŽĨůŽƐƐ͕ƉƌŽƉĞƌƉĂĐŬĂŐŝŶŐ͕ŝŶƐƉĞĐƟŽŶƌŝŐŚƚƐĂŶĚ ƟŵĞůŝŶĞƐ͕ĂĐĐĞƉƚĂŶĐĞŽƌƌĞũĞĐƟŽŶƉƌŽĐĞĚƵƌĞƐ͕ĂŶĚƌĞŵĞĚŝĞƐĂƐŵƵƚƵĂůůLJĂŐƌĞĞĚŝŶĐůƵĚĞŶŽƟĐĞ ƌĞƋƵŝƌĞŵĞŶƚƐ͕ƌĞƉůĂĐĞŵĞŶƚ͕ƌĞƚƵƌŶŽƌĞdžĐŚĂŶŐĞƉƌŽĐĞĚƵƌĞƐ͕ĂŶĚĂƐƐŽĐŝĂƚĞĚĐŽƐƚƐ͘
ϯͿ ƉƉůŝĐĂďůĞdĂdžĞƐ͘ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŝƐƌĞƐƉŽŶƐŝďůĞĨŽƌŶŽƟĨLJŝŶŐƐƵƉƉůŝĞƌŽĨŝƚƐƚĂdž-exempt status and ĨŽƌƉƌŽǀŝĚŝŶŐ^ƵƉƉůŝĞƌǁŝƚŚĂŶLJǀĂůŝĚƚĂdž-ĞdžĞŵƉƟŽŶĐĞƌƟĮĐĂƟŽŶ;ƐͿŽƌƌĞůĂƚĞĚĚŽĐƵŵĞŶƚĂƟŽŶ͘
4) KƌĚĞƌŝŶŐWƌŽĐĞƐƐĂŶĚWĂLJŵĞŶƚ͘ ^ƵƉƉůŝĞƌ͛ƐŽƌĚĞƌŝŶŐƉƌŽĐĞƐƐĂŶĚĂĐĐĞƉƚĂďůĞĨŽƌŵƐŽĨƉĂLJŵĞŶƚĂƌĞ ŝŶĐůƵĚĞĚǁŝƚŚŝŶŝƚƐWƌŽƉŽƐĂů͘WĂƌƟĐŝƉĂƟŶŐ
ŶƟƟĞƐǁŝůůďĞƐŽůĞůLJƌĞƐƉŽŶƐŝďůĞĨŽƌƉĂLJŵĞŶƚƚŽ^ƵƉƉůŝĞƌ ĂŶĚ^ŽƵƌĐĞǁĞůůǁŝůůŚĂǀĞŶŽůŝĂďŝůŝƚLJĨŽƌĂŶLJƵŶƉĂŝĚŝŶǀŽŝĐĞŽĨĂŶLJWĂƌƟĐŝƉĂƟŶŐ ŶƟƚy.
5) dƌĂŶƐĂĐƟŽŶŽĐƵŵĞŶƚƐ͘ WĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŵĂLJƌĞƋƵŝƌĞƚŚĞƵƐĞŽĨŝƚƐŽǁŶĨŽƌŵƐƚŽĐŽŵƉůĞƚĞ
ƚƌĂŶƐĂĐƟŽŶƐĚŝƌĞĐƚůLJǁŝƚŚ^ƵƉƉůŝĞƌƵƟůŝnjŝŶŐƚŚĞƚĞƌŵƐĞƐƚĂďůŝƐŚĞĚŝŶƚŚŝƐŐƌĞĞŵĞŶƚ͘^ƵƉƉůŝĞƌ͛Ɛ
121024-API
v052824 13
ƐƚĂŶĚĂƌĚĨŽƌŵĂŐƌĞĞŵĞŶƚƐŵĂLJďĞŽīĞƌĞĚĂƐƉĂƌƚŽĨŝƚƐWƌŽƉŽƐĂů͘^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJ
ŵĂLJĐŽŵƉůĞƚĞĂŶĚĚŽĐƵŵĞŶƚƚƌĂŶƐĂĐƟŽŶƐƵƟůŝnjŝŶŐĂŶLJƚLJƉĞŽĨƚƌĂŶƐĂĐƟŽŶĚŽĐƵŵĞŶƚƐĂƐŵƵƚƵĂůůLJ ĂŐƌĞĞĚ͘/ŶĂŶLJƚƌĂŶƐĂĐƟŽŶĚŽĐƵŵĞŶƚĞŶƚĞƌĞĚƵƟůŝnjŝŶŐƚŚŝƐŐƌĞĞŵĞŶƚ͕^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŵƵƐƚŝŶĐůƵĚĞƐƉĞĐŝĮĐƌĞĨĞƌĞŶĐĞƚŽƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚďLJŶƵŵďĞƌĂŶĚƚŽWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͛ƐƵŶŝƋƵĞ^ŽƵƌĐĞǁĞůůaccount number.
6) ĚĚŝƟŽŶĂůdĞƌŵƐĂŶĚŽŶĚŝƟŽŶƐ WĞƌŵŝƩĞĚ͘ WĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJĂŶĚ^ƵƉƉůŝĞƌŵĂLJŶĞŐŽƟĂƚĞĂŶĚ
ŝŶĐůƵĚĞĂĚĚŝƟŽŶĂůƚĞƌŵƐĂŶĚĐŽŶĚŝƟŽŶƐǁŝƚŚŝŶƚƌĂŶƐĂĐƟŽŶĚŽĐƵŵĞŶƚĂƟŽŶĂƐŵƵƚƵĂůůLJĂŐƌĞĞĚ͘^ƵĐŚ terms may supplant or supersede this Master Agreement when necessary and as solely determined ďLJWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘^ŽƵƌĐĞǁĞůůŚĂƐĞdžƉƌĞƐƐůLJƌĞƐĞƌǀĞĚƚŚĞƌŝŐŚƚĨŽƌ^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ
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7) ^ƵďƐĞƋƵĞŶƚŐƌĞĞŵĞŶƚƐĂŶĚ^ƵƌǀŝǀĂů͘ ^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ ŶƟƚLJŵĂLJĞŶƚĞƌŝŶƚŽĂƐĞƉĂƌĂƚĞ
ĂŐƌĞĞŵĞŶƚƚŽĨĂĐŝůŝƚĂƚĞůŽŶŐ-ƚĞƌŵƉĞƌĨŽƌŵĂŶĐĞŽďůŝŐĂƟŽŶƐƵƟůŝnjŝŶŐƚŚĞƚĞƌŵƐŽĨƚŚŝƐDĂƐƚĞƌ ŐƌĞĞŵĞŶƚĂƐŵƵƚƵĂůůLJĂŐƌĞĞĚ͘^ƵĐŚĂŐƌĞĞŵĞŶƚƐŵĂLJƉƌŽǀŝĚĞĨŽƌĂƉĞƌĨŽƌŵĂŶĐĞƉĞƌŝŽĚĞdžƚĞŶĚŝŶŐ beyond thĞĨƵůůƚĞƌŵŽĨƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚ ĂƐĚĞƚĞƌŵŝŶĞĚŝŶƚŚĞĚŝƐĐƌĞƟŽŶŽĨWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ.
8) WĂƌƟĐŝƉĂƟŶŐĚĚĞŶĚƵŵƐ͘ ^ƵƉƉůŝĞƌĂŶĚWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJŵĂLJĞŶƚĞƌĂWĂƌƟĐŝƉĂƟŶŐĚĚĞŶĚƵŵŽƌ
ƐŝŵŝůĂƌĚŽĐƵŵĞŶƚĞdžƚĞŶĚŝŶŐĂŶĚƐƵƉƉůĞŵĞŶƟŶŐƚŚĞƚĞƌŵƐŽĨƚŚŝƐDĂƐƚĞƌŐƌĞĞŵĞŶƚƚŽĨĂĐŝůŝƚĂƚĞ ĂĚŽƉƟŽŶĂƐŵĂLJďĞƌĞƋƵŝƌĞĚďLJĂWĂƌƟĐŝƉĂƟŶŐ
ŶƟƚLJ͘
Sourcewell WŝEĂƚŝŽŶĂů^ĞƌǀŝĐĞ'ƌŽƵƉ/ŶĐ͘
LJ͗ͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺ LJ͗ͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺ :ĞƌĞŵLJ^ĐŚǁĂƌƚnj Lauren Thompson
dŝƚůĞ͗ŚŝĞĨWƌŽĐƵƌĞŵĞŶƚKĨĨŝĐĞƌ dŝƚůĞ͗President
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Bid Number: RFP 121024 Vendor Name: APi National Service Group