Fresno City Council
September 29, 2022

Execution Copy
CONTRACT AMENDMENT #10
CONTRACT #JP156810

OFFICE AND EDUCATIONAL SUPPLIES
This Contract Amendment #10 is made and entered into as of the 8th day of September, 2020 between Oregon State University (“OSU”) and Office Depot, LLC, successor-in-interest by merger to Office Depot, Inc. (“Contractor” or “Office Depot”).

WHEREAS, Office Depot and OSU entered into that certain Contract for the purchase of Office and Educational Supplies Contract Number JP156810, dated as of January 1, 2012, as amended, and which incorporated the Oregon State University Contract for the Purchase of Classroom, Commercial/Residential, Educational Furniture, Filing Equipment, Related Products and Support Services Contract Number JF162271P (Collectively the “Contract”); and WHEREAS, the parties desire to amend the Contract, on the terms and conditions as provided hererin.

NOW, THEREFORE, inconsideration of the mutual covenants set forth herein, the parties agree as follows:

1. Exhibit 3, Federal Funds Certifications shall be added to the Contract.

Except as expressly amended by this Amendment, and any previous Amendments, the terms and conditions of the Contract shall remain in full force and effect. No other modifications to this Contract will be made at this time.

Office Depot, LLC Oregon State University
By: _______________________________ By: _____________________________ Name: Claudia Hughes Name:___________________________
Title: Senior Vice President Title: ____________________________ Date: _____________________________ Date: ____________________________ DocuSign Envelope ID: 7E96F9AE-706A-4259-AFED-CFB10B72FBA5 Procurement Manager
Brian Kinsey
9/2/20209/2/2020

EXHIBIT B
Execution Copy
Exhibit 3

FEDERAL FUNDS CERTIFICATIONS

FEDERAL CERTIFICATIONS
ADDENDUM FOR AGREEMENT FUNDED BY U.S. FEDERAL GRANT
TO WHOM IT MAY CONCERN:

Participating Agencies may elect to use federal funds to purchase under the Master Agreement.

The following certifications and provisions may be required and apply when a Participating Agency expends federal funds for any purchase resulting from this procurement process. Pursuant to 2 C.F.R. § 200.326, all contracts, including small purchases, awarded by the Participating Agency and the Participating Agency’s subcontractors shall contain the procurement provisions of Appendix II to Part 200, as applicable.

APPENDIX II TO 2 CFR PART 200
(A) Contracts for more than the simplified acquisition threshold currently set at $150,000, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate.

Pursuant to Federal Rule (A) above, when a Participating Agency expends federal funds, the Participating Agency reserves all rights and privileges under the applicable laws and regulations with respect to this procurement in the event of breach of contract by either party.

Does offeror agree? YES Initials of Authorized Representative of offeror _______ (B) Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of $10,000).

Pursuant to Federal Rule (B) above, when a Participating Agency expends federal funds, the Participating Agency reserves the right to immediately terminate any agreement in excess of $10,000 resulting from this procurement process in the event of a breach or default of the agreement by Offeror in the event Offeror fails to: (1) meet schedules, deadlines, and/or delivery dates within the time specified in the procurement solicitation, c ontract, and/or a purchase order; (2) make any payments owed; or (3) otherwise perform in accordance with the contract and/or the procurement solicitation.

Participating Agency also reserves the right to terminate the contract immediately, with written notice to offeror, for convenience, if Participating Agency believes, in its sole discretion that it is in the best interest of Participating Agency to do so. Offeror will be compensated for work performed and accepted and goods accepted by Participating Agency as of the termination date if the contract is terminated for convenience of Participating Agency. Any award under this procurement process is not exclusive and Participating Agency reserves the right to purchase goods and services from other offerors when it is in Participating Agency’s best interest.

Does offeror agree? YES Initials of Authorized Representative of offeror _______ DocuSign Envelope ID: 7E96F9AE-706A-4259-AFED-CFB10B72FBA5

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(C) Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of “federally assisted construction contract” in 41 CFR Part 60 -1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 CFR 12319, 12935, 3 CFR Part, 1964 -1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 CFR part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” Pursuant to Federal Rule (C) above, when a Participating Agency expends federal funds on any federally assisted construction contract, the equal opportunity clause is incorporated by reference herein.

Does offeror agree? YES Initials of Authorized Representative of offeror _______ (D) Davis-Bacon Act, as amended (40 U.S.C. 3141 -3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non- Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency.

Pursuant to Federal Rule (D) above, when a Participating Agency expends federal funds during the term of an award for all contracts and subgrants for construction or repair, offeror will be in compliance with all applicable Davis-Bacon Act provisions.

Does offeror agree? YES Initials of Authorized Representative of offeror _______ (E) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.

Pursuant to Federal Rule (E) above, when a Participating Agency expends federal funds, offeror certifies that offeror will be in compliance with all applicable provisions of the Contract Work Hours and Safety Standards Act during the term of an award for all contracts by Participating Agency resulting from this procurement process.

Does offeror agree? YES Initials of Authorized Representative of offeror ________ (F) Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small DocuSign Envelope ID: 7E96F9AE-706A-4259-AFED-CFB10B72FBA5

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business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.

Pursuant to Federal Rule (F) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule (F) above.

Does offeror agree? YES Initials of Authorized Representative of offeror _______ (G) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended— Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non- Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA).

Pursuant to Federal Rule (G) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency member resulting from this procurement process, the offeror agrees to comply with all applicable requirements of the Clean Air Act (42 U.S.C. 7401 -7671q) and the Federal Water Pollution Act (33 U.S.C. 1251-1387).

Does offeror agree? YES Initials of Authorized Representative of offeror _______ (H) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order.

Pursuant to Federal Rule (H) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency.

Does offeror agree? YES Initials of Authorized Representative of offeror _______ (I) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award.

Such disclosures are forwarded from tier to tier up to the non-Federal award.

Pursuant to Federal Rule (I) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term and after the awarded term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that it is in compliance with all applicable provisions of the Byrd Anti-Lobbying Amendment (31 U.S.C. 1352). The undersigned further certifies that:
(1) No Federal appropriated funds have been paid or will be paid for on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with the awarding of a Federal contract, the making of DocuSign Envelope ID: 7E96F9AE-706A-4259-AFED-CFB10B72FBA5

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a Federal grant, the making of a Federal loan, the entering into a cooperative agreement, and the extension, continuation, renewal, amendment, or modification of a Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying”, in accordance with its instructions.
(3) The undersigned shall require that the language of this certification be included in the award documents for all covered sub-awards exceeding $100,000 in Federal funds at all appropriate tiers and that all subrecipients shall certify and disclose accordingly.

Does offeror agree? YES Initials of Authorized Representative of offeror _______

RECORD RETENTION REQUIREMENTS FOR CONTRACTS INVOLVING FEDERAL FUNDS When federal funds are expended by Participating Agency for any contract resulting from this procurement process, offeror certifies that it will comply with the record retention requirements detailed in 2 CFR § 200.333. The offeror further certifies that offeror will retain all records as required by 2 CFR § 200.333 for a period of three years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.

Does offeror agree? YES Initials of Authorized Representative of offeror _______

CERTIFICATION OF COMPLIANCE WITH THE ENERGY POLICY AND CONSERVATION ACT When Participating Agency expends federal funds for any contract resulting from this procurement process, offeror certifies that it will comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (42 U.S.C. 6321 et seq.; 49 C.F.R. Part 18).

Does offeror agree? YES Initials of Authorized Representative of offeror _______

CERTIFICATION OF COMPLIANCE WITH BUY AMERICA PROVISIONS To the extent purchases are made with Federal Highway Administration, Federal Railroad Administration, or Federal Transit Administration funds, offeror certifies that its products comply with all applicable provisions of the Buy America Act and agrees to provide such certification or applicable waiver with respect to specific products to any Participating Agency upon request. Purchases made in accordance with the Buy America Act must still follow the applicable procurement rules calling for free and open competition.

Does offeror agree? YES Initials of Authorized Representative of offeror _______ PROCUREMENT OF RECOVERED MATERIALS REQUIREMENTS FOR – 2 C.F.R. §200.322 Participating Agency and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated DocuSign Envelope ID: 7E96F9AE-706A-4259-AFED-CFB10B72FBA5

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in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines..

Does offeror agree? YES Initials of Authorized Representative of offeror ________ CERTIFICATION OF ACCESS TO RECORDS – 2 C.F.R. § 200.336 Offeror agrees that the Inspector General of the Agency or any of their duly authorized representatives shall have access to any books, documents, papers and records of offeror that are directly pertinent to offeror’s discharge of its obligations under the Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to offeror’s personnel for the purpose of interview and discussion relating to such documents.

Does offeror agree? YES Initials of Authorized Representative of offeror _______

CERTIFICATION OF APPLICABILITY TO SUBCONTRACTORS
Offeror agrees that all contracts it awards pursuant to the Contract shall be bound by the foregoing terms and conditions.

Does offeror agree? YES Initials of Authorized Representative of offeror _______ Offeror agrees to comply with all federal, state, and local laws, rules, regulations and ordinances, as applicable. It is further acknowledged that offeror certifies compliance with all provisions, laws, acts, regulations, etc. as specifically noted above.

Offeror’s Name: Office Depot, LLC
Address, City, State, and Zip Code: 6600 North Military Trail, Boca Raton, FL 33496 Phone Number: 561-438-4800
Printed Name and Title of Authorized Representative: Claudia Hughes, Senior Vice President____ Email Address: [email protected] _
Signature of Authorized Representative: _ Date:

DocuSign Envelope ID: 7E96F9AE-706A-4259-AFED-CFB10B72FBA5 9/2/2020

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CONTRACT AMENDMENT #9
CONTRACT #JP156810

OFFICE AND EDUCATIONAL SUPPLIES
This Contract Amendment #9 is made and entered into as of the 1 8th day of November, 2019 between Oregon State University (“OSU”) and Office Depot, Inc. (“Contractor” or “Office Depot”).

WHEREAS, OfficeMax Incorporated and OSU entered into that certain Contra ct for the purchase of Office and Educational Supplies Contract Num ber JP156810, dated as of Janu ary 1, 2012 as amended, and which incorporated the Oregon State University Contract for the Purch ase of Classroom, Commercial/Residential, Educational Furniture, Filing Equipment, Related Products and S upport Services Contract Number JF162271P (Collectively the “Contract”); and
WHEREAS, OfficeMax Incorporated assigned all of its right, title and interest under the Contract to Office Depot; and
WHEREAS, the parties desire to amend the Contract, on the terms and conditions as provided hererin.

NOW, THEREFORE, inconsideration of the mutual covenants set forth herein, the parties agree as follows:

1. Section 1.A. Contract Term is revised to extend the contract term through December 31, 2023.

2. Contract Number JF162271P, Attachment A is revised to remove manufacturers Teknion and IZZY+ Except as expressly amended by this Amendment, and any previous Amendments, the terms and conditions of the Contract shall remain in full force and effect. No other modifications to this Contract will be made at this time.

Contractor: OSU:
____
Date:

Date:

DocuSign Envelope ID: 4CF0ECBF-2CE9-48B1-AEEB-596518228165











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Oregon State

UHIVCRSJTY
Procurement, Contracts and Materials Management (PCMM)
Oregon Slale University, 644 SW 131h St, Corvallis, Oregon 97333-4238 T 541-737-4261 IF 541-737-2170 I hllo://pacs.oregonslate.edu/ CONTRACT AMENDMENT #5
CONTRACT #JF156810P

OFFICE AND EDUCATIONAL SUPPLIES
This Amendment Is between Oregon State University ("OSU"), and OfficeMax Incorporated ("Contractor'').

The Contract is hereby amended as follows:

1. Contract #JP156810P, Section 1.A. Contract Term: The Contract is renewed for a one (1) year period, effective January 01, 2015 and expiring on December 31, 2015.

2. Contract #JP156810P, Exhibit 1, Furniture category: defined as furniture items found in the current year's OfficeMax full line or "Maxi" catalog and already covered under the Contract, Exhibit 1, OfficeMax Master Category Cross Reference and Exhibit 2, OfficeMax Office and Educational Supplies Discount Structure.~

3. Contract #JF162271P, Classroom, Commercial/ Residential, Educational Furniture, Filing Equipment Related Products and Support Service~: The parties acknowledge and agree that prior to execution of this Amendment 5, Contract #JF162271P was a separate agreement between the parties relating to the purchase and sale of furniture. As part of this Amendment 5, the parties agree that Contract JF162271P, as amended, shall be incorporated in to Contract JP156810P (the "Contract") and shall now be referenced as Exhibit 3, Furniture Addendum to the Contract. All aspects of Contract JF162271P, now Exhibit 3, Furniture Addendum, shall remain unchanged except for those changes set forth herein. In the event of conflicting contractual language between Contract #JF156810P and Contract #JF162271P (now Exhibit 3}, Contract JF156810P shall prevail. a. Exhibit 3, Section 1.A.: Stricken in its entirety and replaced with: "The Term of this Furniture Addendum shall be the same as the Term set forth in the Contract as such Term may be renewed from time to time pursuant to Section 1.A. of the Contract. b. · Exhibit 3, Section 2.A.b.: Add to paragraph "Contractor's quote shall not show, or reference, the administrative fee in any manner."
c. Exhibit 3, Section 2, Workmanship/Installation, b.: Change sentence to read "Contractor, or Contractor's subcontractor, shall maintain a current and active Construction Contractors Board (CCB) ID Number with the State of Oregon".
d. Exhibit 3, Section 2.1: Add "iiii. Quarterly report shall list total sales in two categories. First category shall be associated with the manufacturers listed in Attachment A. Second category shall represent all other sales."
e. Exhibit 3, Section 3.B.: Change first sentence to read "Contractor shall pay OSU Procurement and Contract Services an administrative fee of 2% of the total revenue on the sales from the manufacturers' listed in Attachment A, and a 1 % administrative fee on the total revenue for all remaining sales".
f. Exhibit 3, Attachment A: Add "Any Furniture sold under this Furniture Addendum that is not already priced/discounted under the Contract shall be discounted from the manufacturers' current list price at the time of order at a discount of not less than 35%. Each project in this category cannot exceed the threshold for a "Direct Procurement" which is $25,000".

Amendment Tracker No. 173137 Page 1
Except as expressly amended by this Amendment 5, and any previous Amendments, the terms and conditions of the Contract (which for clarity now includes Contract JF162271P and Contract JP156810P) shall remain in full force and effect. No other modifications to this Contract are being made at this time.

Pursuant to ORS 305.385(6), Contractor certifies under penalty of perjury that Contractor, to the best of undersigned's knowledge, is not in violation of any tax laws described in 305.380(4).

Contractor:., '#
Tim 85.P
V.P. Sales
Date: I z/J ( / v(
Amendment Tracker No. JF173137
Page2
OSU:

Ketty Kozisek, CPPO, CPPB
Chief Procurement Officer
Date:.~/ ;i_~ 't_-_J_4_,__
OS
PMCUH.!IT1GIH and Contrnct Sorvlc~·s (PaCS)
Oregt\fl Slaw U/ih:et~ily, G44 SW l31h :SL Corvarn~, On;:gcn 07333~f238 T 541-7:a-4Z(:\i I F 541·{3;-;:170 l tiHp'!/paGs.ori::gonstale edu! CONTRACT AMENDMENT# 4

OFFICE AND EDUCATIONAL SUPPLIES
CONTRACT #JF156310P
THIS AMENDMENT is made and entered into on tile d8le of the latest signature below between the State of Oregon acting by end through the State Board of Higher Education on behalf of Oregon State University ("OSU"), and OfficeMax, Inc. (Contractor"),
The Contract is hereby amended as follows:

L Contract #JF15681 OP, SecHon A Contract Term; Contract is renewed for a one ( 1) year period New expiration date is 12131/'14,
Except as expressly amended by this Amendment, and any previous Amendments, the terms and conditions of the Contract shall remain in full force and effect.

Pursuant to ORS 305.385(6), Contractor certifies under penalty of perjury that Contractor, to 1he bes! of undersigned's knowledge, 1s not in violation of any tax laws described ln 305.380(4).

No other modificatiens to this Contract wlil be made at U1is time.

Contracto'ef.
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r-<.andy Madson
VP Sales
OSU: ~
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OSU Amendrr1Bm
Revised :Way ::o I 3 - F6C.S
I ,.

J 13 ~7 Date: __ ; --/ - / / -

osu
Oregon State
UIUVf;RSITY
Procurement and Contract Services (PaCS)
Oregon State University, 644SW13~ St, Cmvallis, Oregon 97333..\238 T 541-737..\261 IF 541-737-2170 I http11pacs.oneg<Jnstate.edu/ CONTRACT AMENDMENT# 3
OFFICE AND EDUCATIONAL SUPPLIES .

CONTRACT #JP156810
THIS AMENDMENT is made and entered into on the date of the latest signature below between the State of Oregon acting by and through the State Board of Higher Education on behalf of Oregon State University ("OSU"), and OfficeMax, Inc. ("Contractor").

The Contract is hereby amended as follows:

1. Section 2.A., "Exempt Items List"; Strike "OEM Compatible Remanufactured Toner Cartridges".

2. Section 5.L.; Replace "OSU Contract Administrator" in its' entirety with:

James Figgins
Purchasing Analyst III
644 SW 13th Street
Corvallis, Oregon 97333
PH: 541-737-6995
FX: 541-737-2170
Jam es. fi [email protected]

3. Section 5.L.; Replace "Contractor Contract Administrator" in its' entirety with:

LeAnn Pytel
Account Manager
3621 NW Yeon Ave.

Portland, Oregon 9721 0
' Cell: 541-601-0958
lcannpyte!(i1)officemax.com
Except as expressly amended by this Amendment, and any previous Amendments, the terms and conditions of the Contract shall remain in full force and effect.

Pursuant to ORS 305.385(6), Contractor certifies under penalty of perjury that Contractor, to the best of undersigned's knowledge, is not in violation of any tax laws described in 305.380(4).

No other modifications to this Contract will be made at this time.

OSU Amendment
Revised Mey 2013 -PaCS

Contract~~. /
fe#/
Randy Madson
V.P. Sales
~313 Date: --/-, --,,r---
u
Procurement and Contract Services (PaCS)
Oregon State University, 644 SW 13lh St, CoNallls, Oregon 97333-4238 T 541-737-42611 F 541-737-2170 I http:/fpacs.oregonstate.edu/ CONTRACT AMENDMENT # 2

OFFICE AND EDUCATIONAL SUPPLIES
CONTRACT #JP156810
THIS AMENDMENT is made and entered into on the date of the latest signature below between the State of Oregon acting by and through the State Board of Higher Education on behalf of Oregon State University ("OSU"), and OfficeMax, Inc. ("Contractor").

The Contract is hereby amended as follows:

1. Contract #JP156810, Section 1.A. Contract Tenn; The Contract is renewed for a one (1) year term, effective on January 1, 2013 and expiring on December 31, 2013.

2. Contract #JP156810, Section 2.D.h).c.; Strike "Contractor's website shall include both retail pricing and Contract pricing" in its entirety.

Except as expressly amended by this Amendment, and any previous Amendments, the terms and conditions of the Contract shall remain in full force and effect.

Pursuant to ORS 305.385(6), Contractor certifies under penalty of perjury that Contractor, to the best of undersigned's knowledge, is not in violation of any tax laws described in 305.380(4).

No other modifications to this Contract will be made at this time.

Randy Madson
V.P. Sales
Ta ronson, CPPO
Procurement Supervisor
OSU Amendment
Revised December 2011 - PaCS
Date:._1_2-}_.__11-'-/_1_z. __ _

osu
Procurement and Contract Services (PaCS)
Oregon State University, 644 SW 13111 St, Corvallis, Oregon 97333-4238 T 541-737-4261 J F 541-737-2170 I http:l/pacs.oregonstate.edu/ CONTRACT AMENDMENT# 1

OFFICE AND EDUCATIONAL SUPPLIES
CONTRACT #JF156810
THIS AMENDMENT is made and entered into on the date of the latest signature below between the State of Oregon acting by and through the State Board of Higher Education on behalf of Oregon State University ("OSU"), and OfficeMax, Inc. (1'Contractor").

The Contract is hereby amended as follows:

1. Replace section "2.0.2), Price Validation" in its' entirety with:
"PRICE VALIDATION: The OSU Contract Administrator may complete a price validation any time during the term of the Contract to confirm that the price displayed on the Contractor's website for selected items are equal to or less that the Contract terms. Contractor will be notified of any item(s) found not in compliance with the Contract terms in a letter of non-compliance.

Promptly after receiving OSU's non-compliance letter, Contractor will perform an item level audit for all items identified in the non-compliance letter and provide a copy of the audit to OSU. Contractor will do the audit for the entire Contract life, from start to current date or until date of previous audit.

Contractor will issue immediate credit for amounts that total less than $500 or refund for amounts equal or greater than $500 to the ordering Approved User(s) for all overcharges. This price validation is in addition to any other audit rights under this Contract." Except as expressly amended by this Amendment, and any previous Amendments, the tenns and conditions of the Contract shall remain in full force and effect.

Pursuant to ORS 305.385(6), Contractor certifies under penalty of perjury that Contractor, to the best of undersigned's knowledge, is not in violation of any tax laws described in 305.380(4).

No other modifications to this Contract will be made at this time.

Randy Mad~n fl"'
V.P. Sales
osu Amendment
Revised December 2011 - Pa CS
Date:--'-~+-/-'--11+)_1_'V __ _
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OREGON STATE UNIVERSITY

CONTRACTFORTHEPURCHASEOF

OFFICE AND EDUCATIONAL SUPPLIES
CONTRACT NO. JP156810
This Contract is between the State of Oregon acting by and through the State Board of Higher Education on behalf of Oregon State University ("OSU"), and OfficeMax Incorporated ("Contractor").

WHEREAS, OSU competitively solicited for the goods outlined in this Contract under Request for Proposal number #JP150052 entitled Office and Educational Supplies Program and Contractor was selected as the Proposer best able to provide this service; and WHEREAS, Contractor understands the requirements for the goods outlined in 1his Contract, and is willing and able to provide, in accordance with the terms of this Contract, the goods; NOW, THEREFORE, OSU and Contractor agree as follows:

1. CONTRACT TERM AND TERMINATION:

A. CONTRACT TERM.

This Contract is effective on January 1, 2012 and expires on December 31, 2012, which is considered the "Initial Term". This Contract may be renewed, upon mutual agreement of the parties through written amendment, for eleven (11) additional one (1) year terms based on the current terms and conditions provided that the total Contract Term does not extend beyond 12 years or as otherwise allowed by law.

B. TERMINATION.

This Contract may be terminated at any time by mutual consent of both parties 6r by either party upon thirty (30) days' notice in writing and delivered by certified mail or in person to the other party. In addition, OSU may terminate this Contract at any time by written notice to Contractor if (a) Federal or state statutes, regulations or guidelines are modified or interpreted in such a way that the services are no longer allowable or appropriate for purchase under this Contract; (b) any license or certificate required by law or regulation to be held by the Contractor to provide the services required by this Contract is for any reason denied, revoked, or not renewed; or (c) OSU fails to receive sufficient legislative appropriations (or from applicable federal, state, or other sources) to permit OSU, in the exercise of its reasonable administrative discretion, to fulfill its obligations under this Contract, or if the OSU program for which this Contract was executed is abolished.

This Contract may also be terminated by OSU for default (including breach of contract) if (a) Contractor fails to timely provide services or materials called for by this Contract; or (b) Contractor fails to perform any of the other provisions of this Contract, or so fails to pursue the work as to endanger performance of this Contract in accordance with its terms and conditions, and after receipt of written notice from OSU, fails to correct such failures within ten (10) days. The rights and remedies of OSU provided in the above clause related to defaults (including breach of contract) by Contractor shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract.

OSU Contract for the Purchase of Goods
Revised November 201 O - Pa CS

C. REMEDIES FOR CONTRACTOR'S DEFAULT.

In the event Contractor is in default, OSU may, at its option, pursue any or all of the remedies available to it under this Contract and at law or in equity, including, but not limited to: (a) rejection of the services, (b) requiring Contractor to correct any defects without charge, (c) negotiation with Contractor to sell the services to OSU at a reduced price, (d) termination of the Contract, (e) withholding all moneys due for the services Contractor has failed to deliver within any scheduled completion dates or has performed inadequately or defectively, (f) initiation of an action or proceedings for damages, specific performance, or declaratory or injunctive relief. These remedies are cumulative to the extent the remedies are not inconsistent, and OSU may pursue any remedy or remedies singly, collectively, successively, or in any order whatsoever.

2. REQUIRED GOODS, SERVICES, PRICING AND DELIVERY SCHEDULE.

Upon OSU's request or order, Contractor shall deliver to OSU the following goods for the prices specified in this section. This Contract does not obligate OSU to purchase any quantity or amount of goods from Contractor.

A. GOODS:

Upon OSU's request or order, Contractor shall provide office and educational supplies for OSU on-campus and off-campus departments and other statewide locations.

Upon OSU's request or order, Contractor shall provide, but not be limited to, products in the following categories: Consumables; Break Room & Cleaning Supplies; Folders, Binders & Accessories; furniture; Paper; Paper-Other; New Ink & Toner; K-12 Supplies; IT Peripherals; Equipment. OSU and the Contractor may mutually agree to align any missing or new products, sub-categories or services into this listing throughout the duration of the Contract.

Furniture purchases and installation that constitute public works and that are subject to Bureau of Labor and Industries (BOU) and other construction requirements, as determined by OSU, will not be covered by this Contract. OSU wil.1 conduct a new procurement and contracting process for the provision of any public works projects subject to BOLi requirements. Contractor will confirm with the OSU Contract Administrator that any furniture purchases or installation made under this Contract do not constitute public works and are not subject to BOLi and other construction requirements.

Exempt Items List: Below is a ·general listing of items which shall not be offered for sale or sold to OSU under this Contract. Contractor is prohibited from selling the following items to OSU as they are already covered by other exclusive contracts or price agreements:
• OEM Compatible Remanufactured Toner Cartridges
• Trash Can Liners
B. CONTRACT INTRODUCTION/ IMPLEMENTATION:

Contractor shall introduce the new Contract and utilize an implementation plan for the OSU campus, statewide locations and other Oregon public agencies using this Contract under a permissive cooperative procurement..

OSU Contract for the Purchase of Goods
Revised November 2010 • PaCS

The implementation plan shall include, but not be limited to, the following:
a. Contractor's introduction process to notify OSU customers of new Contract. b. Full contact information to include an 800 number for customer service, local sales representative information and store location information if applicable. c. Full outline of training program to educate users about the online tools for ordering and evaluating products.
d. Schedule of implementation training. Final schedule to be finalized with and approved by OSU Contract Administrator.
e. Detailed Contractor's quality assurance program.
f. Plan and timing for initial distribution of catalogs and pricing. g. Specialty training on green and recycled products, best ways to consolidate orders, tips on cost savings when ordering office supplies. h. Addition of extra Contractor staff to serve OSU's needs, if necessary, during the implementation period.

C. TRAINING:

Contractor shall provide a training plan, at no additional charge, for the use of Contractor's tools for placing orders and looking up catalog items, shipping, billing and receiving, material management and product safety issues, and proper installation and use of all products. Training shall 'include, but not be limited to the following and be available in a variety of languages
a. Onsite individual or group training
b. Webinars
c. Web links
d. Specialty training about such topics as the purchasing of green products, recycled products, order consolidation, cost savings, etc.

D. PRICING:
a) Price Structure
The price structure for all items is a discount off Manufacturer's List Price for each OSU Product Category as outlined in Exhibit 2. Contractor shall keep the discount in all OSU Product Categories the .same throughout the Initial Term of the Contract.

Contractor may negotiate increased discounts after the Initial Term for subsequent annual renewals. However, discounts shall not be decreased at any point during the term of the Contract. Contractor shall submit any proposed increase in discounts in writing to OSU for consideration at least forty-five (45) days before the annual renewal period.
b) Manufacturer's List Price:
"Manufacturer's List Price" means the price listed in the United Stationers current published list price or electronic list price file or if the item is a generic item (e.g., private label) or not listed in the United Stationers Wholesale Catalog, then the Contractor is considered the product manufacturer and their established, reasonable list price as outlined in their Vendor Specific current list price or electronic list price file shall be utilized. Wholesaler's categories comprising OSU's Product Categories are cross referenced in Exhibit 1. Contractor shall provide OSU with an electronic copy {in a software, format and electronic medium approved by OSU) of the current United Stationers current published list price and Vendor Specific current published list price on which the Contract or Contract amendments are based including the following information:
o Manufacturer part number
o Vendor part number (if different from manufacturer part number) OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

o Product description
o Pack configuration
o Pack size
o Manufacturer's List Price
Electronic price lists (CD's or USB Drives) must clearly be identified/labeled to include the vendor name, effective date of pricing and date of publication. c) Wholesaler's Catalog:

The United Stationers current list price or electronic list price file and the Vendor Specific current list price or electronic list price file will serve as reference to establish Manufacturer's List Price during the entire term of the Contract. Con~ractor shall not change the wholesaler selected as the basis for this discount and/or list price without prior written approval from the OSU Contract Administrator. Any Contractor request to change the wholesaler selected as the basis for this discount and/or list price must correspond with quarterly reviews and contain proof that a change in the wholesaler selected as the basis for this discount and/or list price will not adversely affect OSU's pricing.
d) Manufacturer's List Price Adjustments:

At a minimum, the Contractor will hold the Manufacturer's List Price firm for the first 6 months of the Contract. Following the 6 month period, the Contractor may only submit proposed Manufacturer List Price adjustments for review on a quarterly basis, with the exception to Paper which may be adjusted as indicated in subsection f) below. Contractor shall submit any proposed Manufacturer's List Price adjustments in writing to OSU for consideration at least forty-five (45) days before the proposed effective date. OSU will review and approve or deny the proposed Manufacturer's List Price adjustments. Approved adjustments to the Manufacturer's List Price will be made through written amendment to the Contract signed by both parties.

Quarterly changes will be implemented January 1, April 1, July 1, and October 1 of each calendar year.
e) Manufacturer's List Price Adjustment Documentation:

Supporting documentation for proposed Manufacturer List Price adjustment must be included with all requests. Supporting documentation for price changes to the United Stationers current published list price or electronic list price file will include the Wholesaler price change notification. Supporting documents for price changes to the Vendor Specific current list price or electronic list price file will include manufacturer's notice of price increase. Supporting documentation must also include an electronic copy of the United Stationers current published list price or electronic list price file or Vendor Specific current list price or electronic list price file on which the proposed Manufacturer's List Price adjustments are based with the affected items highlighted.

If Contractor is unable to provide sufficient supporting documentation for any Manufacturer List Price update, the update will be rejected and Manufacturer List Price will remain consistent with the last Contract or Contract amendment.

Contractor agrees that there will be no retroactive Manufacturer List Price increases. f) Manufacturer's List Price Adjustments for Paper:

Paper Price adjustments may be made as follows:
a. Paper price adjustments for the product category titled "Paper - Other'' as identified on Exhibit 1 will be adjusted according to subsection d) above. b. Paper price adjustments for the product category titled "Paper'' as identified on Exhibit 1 will only be allowed when the Resource Information Systems OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

Incorporated index titled "Table 6 Uncoated Freesheet Papers, Std. No. 4 92 Bright Xerographic" (hereinafter called "RISI Index") price per ton has increased by 3% or greater in the aggregate since the last approved price adjustment. Price decreases will occur when the RISI Index has decreased at any percentage in the aggregate for the previous calendar quarter.

Price increases or decreases will be directly tied to actual aggregated percent increases or decreases documented in the RISI Index for the previous quarter. Supporting documentation for adjustments to the Manufacturer List Price for Paper in the Vendor Specific Catalog must be an actual copy of the RISI Index documenting the previous quarter changes. The adjusted paper price will then become the new base paper price used when calculating the next quarterly price adjustment.

The first paper price adjustment will be made using the following calculation:

Manufacturer's List Price
x Product Category Standard % Discount off List included in Exhibit 2 x % of the aggregate RISI Index movement for the previous calendar quarter = new base paper price
Subsequent paper price adjustments will be made using the following calculation:

Previous quarter's approved base paper price
x % of the aggregate RISI Index movement for the previous calendar quarter = new base paper price
Paper price adjustments will only occur on a quarterly basis and must be submitted at the same time with Manufacturer's List Price Adjustments in subsection d) above.
g) Advertised Nationwide or Regional Sales Promotions:

If Contractor offers advertised national or regional sales promotions, for business to business contract customers, for a specific limited period of time within that region, with prices better than OSU's Contract prices, Contractor shall make those prices available to OSU.
h) Additional Price Stipulations:

Contractor agrees to the following additional Contract price stipulations:
a. Pricing shall be consistent for all Contract ordering venues; internet, phone or in store.
b. Pricing shall be transparent to customers.
c. Contractor's website shall include both list pricing and Contract pricing. d. A fuel surcharge will not be established or allowed during the term of the Contract.
i) Approved Users:

All OSU employees and employees of other Oregon public agencies utilizing this Contract shall be deemed "Approved Users".

E. ADDITIONAL INCENTIVES:
a) Contractor will provide a two percent (2%) rebate on all green purchases, which are defined as items identified within the Vendor Specific Catalog as recycled, for OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

products purchased by Approved Users who agree to weekly or twice weekly scheduled delivery and order on-line. Rebates shall be paid quarterly within thirty (30) days after the previous quarter.

F. DELIVERY:
a) Delivery Charges:

Contractor shall deliver goods F.O.B. destination, prepaid and allowed.

Responsibility and liability for loss or damage remain with the Contractor until final inspection and acceptance, when responsibility passes to OSU except as to latent defects, fraud and Contractor's warranty obligations.
b) Delivery Timing:

Contractor shall deliver goods no later than the next business day after it receives OSU's order, Monday through Friday during business hours, for orders placed no later than 4:00 pm the previous day. Contractor will deliver special order items per the agreed-upon delivery profile at time of order. Contractor shall use a signature tracking program to provide proof of delivery.
c) Delivery Packaging:

Orders for each delivery point shall be packaged individually. Contractor will implement their Reusable Shipping Container Program for all deliveries for departments accepting a Tuesday through Friday delivery schedule and for any other location possible. Monday deliveries will be made in traditional shipping containers when required. Contractor will ensure that- packaging materials are reusable, returnable, or recyclable and sized to be in the smallest sized container possible that will allow products to be delivered without damage and eliminate excessive use of packing material.
d) Delivery Labeling:

Contractor will ensure that shipping label and packing slips will include the following:
• Entity Name
• Department Name
• Contract Name
• Street Address or Building and Room Number
• Phone Number
• Contractor Order Number
• Number of Cartons
• Order Item Number(s) and Description(s)
• Contractor's List Price and OSU Contracted Price
• Items on backorder will be noted as such with an anticipated delivery date
e) Delivery Package Weight:

Contractor shall ensure that the maximum weight per carton will not exceed 45 pounds. Paper products packaged in standard cases exceeding 45 pounds are excluded from this limit, but shall not exceed 75 pounds.

G. CUSTOMER SERVICE:

Contractor will have a campus representative establish and consistently maintain an on­ campus presence by scheduling regular days to visit campus departments during the business week Monday - Friday. Campus representatives will inform campus departments and OSU Contract Administrator what days he/she will be on campus.

OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

Contractor shall provide, but not be limited to, the following as part of its customer service program:
a. Online ordering tool with customized website portal for OSU b. Designated Account Manager
c. Response to customer issues within four (4) hours of initial contact. Issues may include, but are not limited to the following:
• Requests for product information
• Order status
• Billing disputes
• Delivery disputes I problems
• Product returns
• Pricing information
• Account number issues
• Address and numbers
• Training requests
• Other urgent requests
d. No minimum order quantities
e. Maintain a 98% order fulfillment rate
f. Backorders may be canceled, substituted or maintained as directed by each individual customer.
g. Customer may cancel or choose a comparable product if items are discontinued.
h. Provide an indicator that tells the customer when an item is in stock or is not available, regardless of method of ordering.

Contractor will have a Self-Management Program in place for ensuring Contract performance at the highest level. Contractor will ensure that this program is a process to document all . problems, issues, causes and corrective actions and Contractor shall provide OSU with that information with the monthly reports required by OSU.

H. RETURN POLICY:

Contractor will guarantee a no-hassle return policy. Contractor will accept any product for return for any reason within 30 days of receipt. Non-defective merchandise returns must be in salable condition in original packaging/cartons and with original documentation for credit. Furniture returns must be in original cartons. Special order items are subject to Contractor approval prior to return !. NECESSARY COMPONENTS.

Unless specified otherwise, Contractor shall include all components, hardware and parts necessary for complete and proper assembly, installation and operation of goods.

J. NEW AND UNUSED GOODS.

Unless specified otherwise, Contractor shall deliver goods that are new, unused and produced from current production inventory. Contractor shall provide goods manufactured from onty those components that the manufacturer offers in the manufacturer's current parts catalog for goods and carry full manufacturer warranties.

K. RECYCLABLE PRODUCTS:

Contractors will use recyclable products to the maximum extent economically feasible in the performance of the Contract.

L. GREEN PROGRAM:

Contractor shall have Environmentally Preferable Purchasing (EPP) certifications and OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

eco-friendly packaging including the limitation of packaging waste.

M. WARRANTIES.

Contractor expressly warrants that it will provide OSU with pass-through of all manufacturers' warranties for all products sold to OSU. Contractor expressly warrants that all Contractor branded products provided by it are: (1) merchantable; (2) of good quality and workmanship; (3) free from defects, latent or patent, in material, design, and workmanship for whichever period is shorter either (a) one year from the date of purchase, or (b) as otherwise specified on the packaging of the products; (4) fit, sufficient and safe for their intended purpose and for the particular purpose for which they were designed; and (5) in conformity with Contractor's samples, if any.

N. NON-COMPLIANCE.

If any goods or component parts are recalled by a regulatory body or the manufacturer, or discovered by Contractor not to comply with applicable regulatory standards or the Specifications, upon becoming aware of such a situation, Contractor shall immediately notify OSU of the recall or non-compliance, and shall provide copies of the recall notice or notice of non-compliance, as applicable, and all other supporting documentation for the recall or non-compliance determination. OSU may elect to (a) reject goods in whole or in part, or (b) revoke its acceptance of goods in whole or in part. If OSU rejects goods or revokes its acceptance of goods, Contractor shall remove the particular goods from OSU's possession at no cost to OSU and shall reimburse OSU for all payments made for those goods.

0. PERFORMANCE MEASURES:

OSU intends to use performance-reporting tools and service level agreements as outlined in this section to measure the performance of Contractor. OSU reserves the right to modify and introduce additional performance-reporting tools and measures as they are developed.
1) SERVICE LEVEL AGREEMENT METRICS:

Contractor agrees to maintain the following service level rates; a. Delivery Timing - 95% or greater. Delivery timing is defined as the delivery of orders within 24 hours of order Monday through Friday, during standard business hours, for orders placed no later than 4:00 pm the day prior.
b. Order Accuracy - 98% or greater. Order accuracy is defined as the number of items delivered as ordered, divided by the total number of items ordered.
c. Order Completeness I Fill - 95% or greater. Order fill rate is defined as a number of items on an order filled completely as ordered, divided by the total number of lines on an order.
d. Pricing Accuracy - 99.5% or greater. Price accuracy is defined as a number of audited items each month where the net price is equal to or less than the contracted price.
e. Backorder Fill 95% Backorders shipped within five (5) calendar days of original order, unless special circumstances apply. Contractor will submit, at OSU's request, a report in Microsoft Excel that details the item name, product ID, reason for shortage and plan of action when delivery may be expected or what replacement is suggested.

OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

2) PRICE VALIDATION: The Contract Administrator will complete a price validation no more than monthly, but no less than quarterly, to confinn price profiles as outlined in Section 2D and Exhibit 1 and 2. The validation will consist of a minimum of 20 and a maximum of 50 randomly selected items from the base catalog for review. The Contract Administrator will confirm that the price displayed on the Contractor's website for each item is equal to or less than the Contract terms. The price accuracy rate will equal the number of audited items each month where the price is· equal to or less than the Contract price divided by the number of audited items.

Any item found not in compliance with the Contract terms will be provided by OSU to Contractor in a letter of non-compliance. This letter will identify items not in compliance with the Contract terms; provide the date of the audit, and screenshots of the Contractor's on-line catalog for said items.

Promptly after receiving OSU's non-compliance letter, Contractor will perform an item level audit to OSU, in electronic form (Excel) listing each sales transaction for said item(s). Contractor will do this audit for the entire Contract life, from start to current date. Contractor will issue immediate credit to the ordering Approved User(s) for all overcharges. In the event Contractor performs such an item-specific audit based credit, and the same item is later audited by OSU, the second item-specific audit credit will only reach back to the date immediately following the previous credits issued. OSU shall not receive a double credit for the same overcharged amount. 3) BUSINESS REVIEWS: Contractor will participate in bi-annual business reviews. Business Reviews will be scheduled by the Contract Administrator and will include attendance by OSU representatives and Contractor's Regional Directors. The reviews may include discussion of Contract tenns and conditions, performance metrics, work performed under the Contract, financial data, proposal of Contract improvements for increased service or lower costs, any potential changes to the Contract and any elevated Approved User issues.

P. REPORTING REQUIREMENTS:

Contractor agrees to report the following summary data to the Contract Administrator on a quarterly basis.
• Total purchases on the Contract, by month, for the quarter, CSU-specific • Total purchases on the Contract, by month, for the quarter, for all Approved Users
• Review of top 1000 items sold under the Contract, by dollar amount, sold for the quarter.
• Review of top 1000 items sold under the Contract, by item quantity, sold for the quarter.

Contractor will include the following in the quarterly reports :
• Approved User (Customer) Entity Name
• Product Category
• Item Description
• Manufacturer Name
• Manufacturer Part Number
• UPC
• Unit of Measure
• Quantity Shipped
OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

• Date Shipped
• List Price
• Invoice Price
• Core Item Flag (indicates if item is on the Core list) The Contractor shall also provide the monthly service level agreement reports in Excel spreadsheet format as outlined below:
• On-Time Delivery Rate= Number of orders delivered complete within the 24 hour requirement divided by total number of orders delivered. • Order Fill Rate = Number of orders with order fill rate of more than 95% divided by total number of orders.
• Backorder Fill Rate = Confirmation of orders shipped within five (5) calendar days of original order with a description of special circumstances that justify backorders filled outside that time period. Details of non­ compliance may be requested.
• Order Accuracy Rate = Number of orders with order accuracy rate of more than 98% divided by total number of orders.
• Total Number of Orders Placed, Total Dollar Value of Orders Placed and Average Value of Orders Placed by OSU
• Total Number of Orders Placed, Total Dollar Value of Orders Placed and Average Value of Orders Placed by all Approved Users.

The report requirements can be modified at the discretion of the Contract Administrator.

Failure to provide quarterly sales reports, within thirty (30) calendar days following the end of each quarter (January, April, July, and October), or failure to provide the monthly service level agreement reports, may result in OSU viewing the Contractor as being in default and may result in OSU's termination of the Contract. Quarterly submissions of the Contract Reports shall be the responsibility of the Contractor without prompting or notification by the Contract Administrator. The Contractor shall submit the completed reports and send by email to the Contract Administrator.

3. PAYMENT:

A. Auto Pay Program. Contractor will participate in OSU's Auto Pay program in order to facilitate payment from OSU in as timely a manner as possible. Details on the OSU Auto Pay program can be reviewed on the OSU web site at http://oregonstate.edu/fa/manuals/fisl408. Auto Pay requires a very specific method of billing, with which Contractor agrees to adhere:
a. Billing: Contractor shall submit billing on a monthly or bi-monthly basis to:

OSU Accounts Payable
Attn: Bezunesh Abebe or Rose Hamilton
PO Box 1086
Corvallis, OR 97339
b. Billing Shall Include:
• A legible electronic statement in .pdf or .tif format. • All invoices listed on the statement in electronic format .pdf or .tif. • An MS Excel spreadsheet listing all invoices submitted for payment in format indicated at item d.

OSU Contract for the Purchase of Goods
Revised November 2010- PaCS

INVOICE
#
254564
c. Invoice Detail: Information on Contractor's invoices shall at a minimum include the following information:
• Printed name and signature of OSU staff making the purchase. • Full department name (no acronyms)
• Telephone number
• Six digit index number
Account codes belonging to OSU Foundation and Agricultural Foundation are not allowed through the Auto Pay Program. Invoices that do not include all information above or contain Foundation account codes may be denied payment. Contractor shall contact OSU Accounts Payable at (541) 737-4262 with any payment discrepancies.

INVOICE
DATE
d. Excel Spreadsheet Format:
• File Name Format:
[contractor name][weekyear].xls or [contractor name][monthyearJ.xls • E I xampe:

INDEX ACCT ACTV DESCRIPTION INVOICE DEPARTMENT CONTACT

CODE CODE CODE AMOUNT NAME
PO#
1/1/2011 BUS108 20102 BU66 Supplies 1110.20 Business John PV0023456 Smith Ghost Card Program: OSU may offer the OSU Ghost Card program to the Contractor. This program allows the Contractor to charge authorized purchases to a "Ghost" credit card for immediate payment, after goods have shipped to OSU. The Contractor is then required to submit a monthly report to include all items as defined in 3.A.d above and provide a hard copy of the invoices via mail emailed to a specific email address provided to Contractor by OSU accounting. Monthly reports must be submitted no later than the 25th of each month.

B. GENERAL PAYMENT PROVISIONS.

Per section 3b, point 2, above, Contractor shall send invoices to OSU for goods and services delivered and accepted by OSU. Contractor shall include in each invoice:
a. The Contract number or Purchase Order number;
b. The quantity of goods ordered, the quantity of goods delivered, the date goods were delivered, the price per unit;
c. A detailed description of any services performed, the dates services were performed, the rate or rates for services performed, and the total cost of services; and
d. The total amount due and the payment remittance address. e. Payment Terms: Net 30
f. AH payments will be paid either via Ghost Card or ACH payment.

Contractor shall send the packing list to OSU's Department Administrator or to the Department to which the goods or services were delivered if a Department Administrator is not specified.

OSU shall pay Contractor for services performed at the prices and rates specified herein. Contractor shall look solely to OSU for payment of all amounts OSU owes to Contractor. Payment of OSU invoices shall be on terms of Net 30. After 75 days, Contractor may assess overdue account charges up to a maximum of two-thirds of one percent (2/3 of 1 %) per month or eight percent (8%) per annum on the outstanding balance (ORS 293.462).

OSU Contract for the Purchase of Goods
Revised November 2010 • PaCS

C. ADMINISTRATIVE FEE.

Contractor shall pay OSU Procurement and Contract Services an administrative fee of 1 % of the total gross revenue from the Contract. The administrative fee is to be included in the discount offered in the price proposal. Administrative fee payments shall be made quarterly in arrears no later than 45 days after the end of each quarter, made payable to "OSU PaCS" and mailed to 644 SW 13th Street, Corvallis OR 97333. Payment shall include a report indicating Contractor's calculation of the gross revenue and the administrative fee. This administrative fee is designed to be invisible to the end users in that they will not see it as a separate, additional charge.

4. INSURANCE AND INDEMNIFICATION:

A. LIABILITY INSURANCE.

During the term of this Contract, Contractor shall maintain in force at its own expense the following insurances, if marked, to cover injury, death, errors, omissions or negligent acts related to the goods or services provided under this Contract in the amounts listed below.

X Commercial General Liability
X Automobile Liability
Contractor shall ensure that insurance policies are issued by an insurance carrier authorized to do business in the State of Oregon with an A.M. Best rating of at least A-VII, or such other insurance carrier approved in writing, in advance, by OSU.

Contractor shall ensure that OSU's employees and agents are included as additional insureds in said insurance policy.

Limit for any single claimant per occurrence:

From commencement of the Contract term to June 30, 2011: $1 ,600,000.

July 1, 2011 to June 30, 2012: $1, 700,000.

July 1, 2012 to June 30, 2013: $1,800,000.

July 1, 2013 to June 30, 2014: $1 ,900,000.

July 1, 2014 to June 30, 2015: $2,000,000.

July 1, 2015 and thereafter the adjusted limitation as determined by the State Court Administrator pursuant to Oregon Laws 2009, chapter 67, paragraph 3 (Senate Bill 311 ).

Limit for all claimants per occurrence:

From commencement of the Contract term to June 30, 2011: $3,200,000.

July 1, 2011 to June 30, 2012: $3,400,000.

July 1, 2012 to June 30, 2013: $3,600,000.

July 1, 2013 to June 30, 2014: $3,800,000.

July 1, 2014 to June 30, 2015: $4,000,000.

July 1, 2015 and thereafter the adjusted limitation as determined by the State Court Administrator pursuant to Oregon Laws 2009, chapter 67, paragraph 3 (Senate Bill 311 ).

Property Damage:

Limit for any single claimant per occurrence: $100, 100.

Limits for all claimants per occurrence: $500,600.

From July 1, 2010, and every year thereafter the adjusted limitation as determined by the State Court Administrator pursuant to Oregon Laws 2009, chapter 67, paragraph 5 (Senate Bill 311).

OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

B. WORKERS' COMPENSA TlON.

The Contractor, its subcontractors, if any, and all employers providing work, labor or materials under this Contract are subject employers under the Oregon Workers' Compensation law and shall comply with ORS 656.017, which requires them to provide workers' compensation coverage that satisfies Oregon law for all their subject workers, unless such employees are exempt under ORS 656.126.

C. PROPERTY INSURANCE.

The Contractor must maintain Property Insurance during the term of the Contract that covers all property used for Contract work and all Contractor-owned property that is stored at OSU.

D. PRIMARY COVERAGE.

Insurance carried by Contractor under this Contract shall be the primary coverage and OSU's insurance is excess and solely for damages or losses for which OSU is responsible.

E. CERTIFICATES OF INSURANCE.

As evidence of the insurance coverage required by this Contract, the Contractor shall furnish Certificate(s) of Insurance to the CSU Contract Administrator, upon request.

In such case, Contractor shall ensure that the Certificate(s) specifies all additional insureds (or loss payees). Contractor shall be financially responsible for all deductibles, self-insured retentions and/or self-insurance included hereunder.

F. NOTICE OF CANCELLATION OR CHANGE.

Contractor shall not cause or permit any cancellation, material change, potential exhaustion of aggregate limits or notice of intent not to renew insurance coverage(s) without providing 30 days' written notice from the Contractor or its insurer(s) to OSU's Contract Administrator.

G. INDEMNITY AND RESPONSIBILITY FOR DAMAGES.
a. Contractor shall be responsible for all damage to property, injury to persons, and loss, expense, inconvenience, and delay which directly result from, any willful or negligent act or omission of Contractor, its subcontractors, or employees under this Contract. Contractor shall save, defend, indemnify, and hold harmless OSU, the Oregon State Board of Higher Education, the State of Oregon and their agencies, subdivisions, officers, directors, agents, members, and employees from all claims, suits, and actions resulting from or arising out of the willful or negligent acts or omissions of Contractor or its subcontractors, officers, agents, or employees acting under this Contract.
b. Contractor shall have control of the defense and settlement of any claim that is subject to this section.; however, neither Contractor nor any attorney engaged by Contractor shall defend the claim in the name of the State of Oregon or any agency of the State of Oregon, nor purport to act as legal representative of the State of Oregon or any of its agencies, without first receiving from the Oregon Attorney General, in a form and manner determined appropriate by the Attorney General, authority to act as legal counsel for the State of Oregon, nor shall Contractor settle any claim on behalf of the State of Oregon without the approval of the Attorney General. The State of Oregon may, at its election and expense, assume its own defense and settlement in the event that the State of Oregon determines that Contractor is prohibited from defending the State of Oregon, or is OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

not adequately defending the State of Oregon's interests, or that an important governmental principle is at issue and the State of Oregon desires to assume its own defense.

5. GENERAL TERMS AND CONDITIONS:

A. ACCESS TO RECORDS AND AUDIT.

Contractor agrees to allow OSU access to all the records to this contract, for audit and inspection, and monitoring of services. Such access will be granted during normal business hours, or by appointment. OSU may employ an independent auditor or OSU may choose to conduct such audit on its own behalf. Contractor shall have the right to approve the independent auditor, which approval shall not be unreasonably withheld. Upon approval and after the auditor has executed an appropriate confidentiality agreement, Contractor will permit the auditor to review the relevant documents.

B. ASSIGNMENT/SUBCONTRACT/SUCCESSORS.

Notwithstanding Contractor's delivery personnel, Contractor shall not assign, sell, transfer, or subcontract rights, or delegate responsibilities under this Contract, in whole or in part, outside of the OfficeMax Affiliation, without the prior written approval of the OSU Procurement and Contract Services Department, and any attempt by Contractor to assign, sell, transfer, or subcontract rights or delegate responsibilities under this Contract, without first acquiring written approval of the OSU Procurement and Contract Services Department, is void. No such written approval from OSU relieves Contractor of any obligations of this Contract, however, and any assignee, new owner, transferee or subcontractor will be considered an agent of Contractor.

Contractor shall remain liable to OSU under the Contract as if no such assignment, sale, transfer, or subcontract had occurred. The provisions of this Contract are binding upon and will inure to the benefit of the parties to the Contract and their respective permitted successors and assigns.

C. APPLICABLE LAW; JURISDICTION AND VENUE.
a. This Contract is governed and shall be construed in accordance with the laws of the State of Oregon, without resort to any other jurisdiction's conflict of law rules or doctrines. Any claim, action, or suit between OSU and Contractor that arises out of or relates to performance of this Contract must be brought and conducted solely and exclusively within the Circuit Court for Marion County, for the State of Oregon.
b. Notwithstanding the foregoing paragraph, if a claim must be brought in federal forum, it must be brought and adjudicated solely and exclusively in the United States District Court for the District of Oregon. This paragraph applies to a claim brought against OSU only to the extent Congress has validly abrogated OSU's sovereign immunity and is not consent by OSU to be sued in federal court. This paragraph is also not a waiver by OSU of any form of immunity, including without limitation sovereign immunity and immunity based on the Eleventh Amendment to the United States Constitution.
c. Except as set forth in the paragraph above, the parties consent to in personam jurisdiction in the above courts and waive any objection to venue and any · objection that the forum is inconvenient.

OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

D. COMPLIANCE WITH APPLICABLE LAW.

The parties shall at all times comply with all federal, state and.local laws, regulations, executive orders and ordinances pertaining to their respective businesses, products or services, employment obligations, and the subject matter of this Contract. Without limiting the generality of the foregoing, Contractor expressly. agrees to comply with the following laws, regulations and executive orders to the extent they are applicable to the Contract: (i) Titles VI and Vll of the Civil Rights Act of 1964, as amended; (ii) Paragraphs 503 and 504 of the Rehabilitation Act of 1973, as amended; (iii) the Americans with Disabilities Act of 1990, as amended; (iv) Executive Order 11246, as amended; (v) the Health Insurance Portability and Accountability Act of 1996; (vi) the Age Discrimination in Employment Act of 1967, as amended, and the Age Discrimination Act of 1975, as amended; (vii) the Vietnam Era Veterans' Readjustment Assistance Act of 1974, as amended; (viii) ORS Chapter 659, as . amended; (ix) all regulations and administrative rules established pursuant to the foregoing laws; and (x) all other applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations. These laws, regulations and executive orders are incorporated by reference herein to the extent that they are applicable to the Contract and required by law to be so incorporated.

E. CONFIDENTIALITY.

This Contract is subject to the limitations and conditions of the Oregon Public Records Law, ORS 192.410-192.505.

F. EXECUTION AND COUNTERPARTS.

This Contract may be executed by facsimile or PDF and in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

G. EXPORT CONTROL.

Contractor acknowledges that OSU has students and faculty who are foreign nationals who may work with the services, product or technology received from Contractor pursuant to this Contract. Contractor represents that it has informed OSU in writing, prior to executing this Contract if it is providing OSU any product or technology subject to the U.S. Export Administration Act of 1979, the Export Administration Regulations and the International Traffic in Arms Regulations, and if so, under what Commerce Control List number(s) or U.S. Munitions List number(s) it is controlled.

H. FORCE MAJEURE.

Neither OSU nor Contractor shall be held responsible for delay or default caused by fire, riot, act of nature, terrorist acts, or other acts of political sabotage, or war where such cause was beyond, respectively, OSU's or Contractor's reasonable control.

Contractor shall make all reasonable efforts to remove or eliminate such a cause of delay or default and shall, upon cessation of the cause, diligently pursue performance of its obligations under this Contract. However, if a default or delay due to a force majeure event continues for an unreasonable time, as determined by OSU, then OSU is entitled to terminate the Contract.

I. GOVERNMENT EMPLOYMENT STATUS:

Contractor certifies that it is not currently employed by the federal government and not an employee of OSU.

OSU Contract for the Purchase of Goods
Revised November 2010 - PeCS

J. INDEPENDENT CONTRACTOR STATUS.

The services to be rendered under this Contract are those of an independent contractor. OSU reserves the right (a) to determine and modify the delivery schedule for the services and (b) to evaluate the quality of the services; however, OSU may not and will not control the means or manner of Contractor's performance.

Contractor is responsible for determining the appropriate means and manner of performing the services. Contractor is not an officer, employee or agent of OSU as those terms are used in ORS 30.265.

K. MERCHANT EXPO.

The Contractor shall participate in the annual OSU Merchant Expo. The Contractor is required to rent at least one booth and provide a $1,000 sponsorship to the event.

The OSU Merchant Expo is a vendor fair designed to allow OSU contractors, local vendors and other suppliers the opportunity to rent booth space and exhibit, market and provide information about their goods and services with interested OSU faculty and staff. The OSU Merchant Expo is facilitated by OSU Procurement and Contract Services and information and registration is offered through the Procurement and Contract Services website at www.pacs.oregonstate.edu.

L. MWESB REPORTING LANGUAGE PROVISION.

Upon request by OSU, Contractor is required to provide a report on the dollar volume of products provided under the Contract which are purchased by the Contractor from firms which are defined as follows:

Disabled Veteran Enterprise means a business that is at least 51 % owned by one or more disabled veterans. A disabled veteran is a veteran of the military, naval, or air service of the United States with a service connected disability who is a resident of the State of Oregon. To qualify as a veteran with a service connected disability, the person must be currently declared by the United States Veterans Administration to be 10% or more disabled as a result of service in the armed forces. The business must be licensed and registered in the state of Oregon.

Disadvantaged Business Enterprise (DBE) is a small business with average annual gross receipts less than $17,420,000. The business must be owned and controlled by one or more socially and economically disadvantaged individual(s). The one or more socially and economically disadvantaged individual(s) must have made a contribution of capital to the business, which is commensurate with their ownership interest. Socially and economically disadvantaged individual(s) are people who have been subjected to racial or ethnic prejudice or cultural bias because of their identity as members of a group without regard to their individual qualities. The business must be independent. The business must be licensed and registered in the state of Oregon.

Emerging Small Business, (defined in ORS 200.005), is a licensed and registered business located in Oregon for which the average annual gross receipts for the three previous tax years do not exceed $3,266,219 for construction and $1,088,740 for non-construction businesses. The business must have fewer than 29 employees.

Minority Business Enterprise, (defined in ORS 200.005), is a business which is at least 51 % owned by one or more minority individuals or, in the case of any publicly owned business, at least 51% of the stock of which is owned by minority individuals.

Minority individuals are Black Americans, Hispanic Americans, Native Americans, Asian-Pacific Americans, and Asian-Indian Americans. The business must be licensed and registered in the state of Oregon.
osu Contract for the Purchase of Goods
Revised November 2010 - PaCS

Women Business Enterprise, (defined in ORS 200.005), is a business which is at least 51% owned by one or more women. The woman or women must have managerial and operational control over all aspects of the business. The one or more women owner(s) must have made a real and substantial contribution of capital or expertise to the business, which is commensurate with their ownership interest. The business must be licensed and registered in the state of Oregon.

This report shall be in consolidated form showing all such purchases under the Contract. This report will be provided on an annual basis to OSU. This report will provide a cumulative figure that shows year to date amounts for each supplier ownership category.

M. NOTICE.

All notices or other communications under this Contract must be in writing and, unless otherwise expressly set forth in this Contract, shall be delivered in person, by email (and confirmed by mail), first class mail, fax (and confirmed by mail), registered or certified mail, or overnight delivery service to the other party at its respective address, email address, or fax number set forth below. All notices are effective upon receipt by the party to be notified.

OSU Contract Administrator
Jodi Pitzer, CPM
Purchasing Analyst
644 SW 13th Street
Corvallis, OR 97333
541-737-3301
541-737-2170 Fax
[email protected]
CONTRACTOR Contract Administrator
Tim Gray
Business Relationship Manager
Office Max
4660 N. Channel Avenue
Portland, OR 97217
800-354-6362 x 4631
541-264-1364 (cell)
N. ORDER OF PRECEDENCE.

In the event of a conflict, all the terms and conditions of this Contract, its exhibits, and any amendments thereto supersede all terms and conditions on any forms used by the Contractor.

0. OSU NAME AND TRADEMARK.

Contractor's shall not use names, marks or trademarks identifying OSU, or any department or office of OSU, or in any other way identify OSU without prior written approval from OSU's Office of University Advancement.

P. PARKING.

Contractors doing business on the OSU campus may be required to have a permit to park if utilizing restricted street parking or parking lots. Contractor parking permits may be obtained through OSU's Office of Transit & Parking Services.

OSU Contract for the Purchase of Goods
Revised November 2010- PaCS

Q. PERMISSIVE COOPERATIVE PROCUREMENTS.

Contractor agrees to make prices offered under this Contract available to other Oregon public agencies upon the same terms and conditions set forth in this Contract. The prices offered to other public agencies shall be at the same rate as offered to OSU. OSU does not guarantee purchases from any other public agencies.

Any purchases pursuant to this Contract by a public agency other than OSU are directly between the Contractor and the public agency and the obligations and rights of OSU under this Contract, except for the Administrative Fee (which shall be paid to OSU and not to the other public agency), are that of the other public agency.

Contractor.shall provide written notification to OSU when a new public agency begins utilizing this Contract. The total expenditures of other public entities shall be included in the volumes reported to OSU and included in the calculation of the Contract Administrative Fee. Should the total purchases by OSU and other public entities collectively trigger any volume discounts, Contractor shall apply such discounts to-fees charged to OSU.

R. RECYCLABLE PRODUCTS.

Contractors will use recyclable products to the maximum extent economically feasible in the performance of the Contract.

S. INSPECTIONS:

Goods furnished under this Contract are subject to inspection and test by OSU at times and places determined by OSU. If OSU finds goods furnished to be incomplete or not in compliance with the Contract, OSU, at its sole discretion, may either reject the goods, require Contractor to correct any defects, via replacement, without charge, or negotiate with Contractor to sell the goods to OSU at a reduced price, whichever OSU deems appropriate under the circumstances. If Contractor is unable or refuses to cure any defects, via replacement, within a time deemed reasonable by OSU, OSU may reject the goods and cancel the Contract in whole or in part Nothing in this paragraph is to in any way affect or limit OSU's rights as a Buyer, including the rights and remedies relating to rejection under ORS 72.6020 and revocation of acceptance under ORS 72.6080.

T. SAFETY AND HEALTH REQUIREMENTS/HAZARD COMMUNICATION:

Services supplied under this Contract shall comply with all federal Occupational Safety and Health Administration (OSHA) requirements and with all Oregon safety and health requirements, including those of the State of Oregon Workers' Compensation Division. Contractor shall notify OSU prior to using products containing hazardous chemicals to which OSU employees may be exposed. A hazardous chemical is any chemical which is a physical hazard or health hazard pursuant to 19 CFR 1910.1200 and its appendices, as incorporated by OAR 437- 002-0360." . Upon OSU's request, Contractor shall immediately provide Material Safety Data Sheets, as required.

U. SALES AND USE TAXES.

OSU shall pay all applicable sales, excise, or use taxes in connection with this Contract. Invoices shall separately identify all such taxes and shall include either Contractor's sales tax or use tax permit number. Contractor shall be responsible for all other taxes, including taxes based upon Contractor's income. Contractor shall indemnify, defend, and hold harmless OSU from and against any interest, penalties, or other charges resulting from the non-payment or late payment of taxes or other charges for which Contractor failed to invoice OSU or which Contractor otherwise · failed to pay in a timely manner.

OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

V. SEVERABIUTY.

The invalidity, illegality or enforceability of any provision of this Contract shall not . affect the validity, legality or enforceability of any other provision of this Contract, which shall remain in full force and effect and shall be liberally construed in order to effectuate the purpose and intent of this Contract.

W. SEXUAL HARASSMENT.

The State Board of Higher Education has adopted polices applicable to Contractors that prohibit sexual harassment, and Contractor's company and employees are required to adhere to OSU's policy prohibiting sexual harassment in their interactions with members of the OSU community. ·
X. SURVIVAL.

The terms and conditions of this Contract that by their sense and context are intended to survive termination or expiration hereof shall so survive.

Y. NO THIRD PARTY BENEFICIARY.

OSU and Contractor are the only parties to this Contract and are the only parties entitled to enforce its terms. Nothing in this Contract gives, is intended to give, or shall be construed to give or provide any benefit or right, whether directly, indirectly, or otherwise, to third parties
Z. WAIVER.

The waiver by either party of any breach of this Contract by the other party shall not waive subsequent breaches of the same or different kind. The failure of either party to enforce any rights under this Contract in a particular instance shall not operate as a waiver of said party's right to enforce the same or different rights in subsequent instances.

AA. ENTIRE CONTRACT.

This Contract, including all documents referred to herein and attached hereto, constitutes the entire agreement between the parties and supersedes all prior representations, understanding and agreements between the parties. No amendment, consent, or waiver of terms of this Contract shall bind either party unless in writing and signed by authorized representatives of each of the parties.

Any such amendment, consent, or waiver is effective only in the specific instance and for the specific purpose given.

6. CERTIFICATIONS AND SIGNATURES:

This Contract must be signed in ink by an authorized representative of Contractor. The undersigned certifies under penalty of perjury both individually and on behalf of Contractor that:

A. The undersigned is a duly authorized representative of Contractor, h1s been authorized by Contractor to make all representations, attestations, and certifications contained in this Contract and to execute this Contract on behalf of Contractor and that this Contract, when executed and delivered, shall be a valid and binding obligation of Contractor enforceable in accordance with its terms;

8. Contractor is not a contributing member of the Public Employees' Retirement System and will be responsible for any federal or state taxes applicable to payment under this Contract. Contractor will not, by virtue of this Contract, be eligible for federal Social Security, employment insurance, workers' compensation or the Public Employees' Retirement System, except as a self-employed individual.

OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS

C. Pursuant to OAR 580-061-0030, Contractor certifies that Contractor has not discriminated against Minority, Women or Emerging Small Business Enterprises in obtaining any required subcontracts;
D. The undersigned hereby certifies under penalty of perjury that the undersigned is authorized to act on behalf of Contractor and that Contractor is, to the best of the undersigned's knowledge, not in violation of any Oregon Tax Laws. For purposes of this certification, "Oregon Tax Laws" means a state tax imposed by ORS 320.005 to 320.150 and 403.200 to 403.250 and ORS chapters 118, 314, 316, 317, 318, 321 and 323 and the elderly rental assistance program under ORS 310.630 to 310.706 and local taxes administered by the Department of Revenue under ORS 305.620.

Each of the parties has caused its duly authorized representative to execute this Contract on the date set forth in its respective signature block below.

CONTRACTOR~~ , ·~'
Signature: ~---- Date: I 7---j?.--? /;I
By:~·~~
Title: \), p, $'~
OSU:

By: ___ -'-_~Ta,,,,m...,,a=ra=-=J.-=B=ro=n:.:.so""n;.z., ..;:;C.:...P'-PO..:;,,_ ____ _ Procurement Supervisor
Title: _______ ........_ ________ _
OSU Contract for the Purchase of Goods
Revised November 2010 - PaCS
Date 19f,7:0/u I

Product Category
Consumables
(Historic clas.s.ification ls.Office Supplies~
Break Room & Cleaning Supplies
(Historic dassffi~tiOn I& Offla: SUpplles}
Folders, Binders & A~cessorles
(Hls:toric das.sification ls Office Supplies)
Furniture
(Historic dasstti<atfon b ldentl<i>I)
Paper
(Histork classification I~ Identical)
Paper - Other
{Historic classificotlon 1, paper)
New Ink & Toner
(Hfs\ork dassifkation Is rdentlcal)
Big Deal HP Toner & Ink
K-12 Supplies
IHi1tortc:cbs$ifio;1tlon ls-ld@ntbl)
IT Peripherals
(Hlstorlc'c!.sslflcatlon ls technology I
Equipment
EXHIBIT 1

OFFICE MAX

MASTER CATEGORY CROSS REFERENCE
Vendor Categories that Comprise Proposal Category
Rl:STAMPS,DATERS,NUMBER MACH_P7:SHIPPING & MAILROOM SUPPLIES_PS:STORAGE B0XE$_P4:ADD,CALCULATOR,FAX PPR ROLLS_P2:ENVELOPES_N9:DROP SHJIP STORAGE BOXES_N6:ERASERS- PENCIL & CHALKBOARD_NS:PENCILS-WOODCASE_N4:PENCILS-AUTOMATIC_ N3:PENCIL SHARPENERS_N2:MARKERS, HIGHLITERS_Nl:BALLPOINT, ROLLING, STYLUS PENS_L9:BATTERIES_U:PRESENTATION PRODUCTS_K7:SHREDDERS_K6:WASTE BINS, LINERS_K5:CLOCKS_K4:LAMPS_K1:DESK PADS,MOTIVATIONAL ITEMS_ H4:CLIPS, CLAMPS, TACKS, FASTENERS_H3:SHEARS,KNIVES,LTR OPENERS_ Hl:STAPLERS,STAPLES,TACKERS_F7:BOX/ARCH FILES, CLIPBOARDS_F4:BUSINESS CARD FILES,ADDRESS BK_F3:1NDEX CARDS, PRINTABLE CARDS_E6:ERGONOMIC ACCESSORIES _A9:CORRECTION FLU ID,RUBBER FINGER _A8:TAPES, DISPENSERS_ A6:RUBBERBANDS_ AS:LABELS, LABELMAKERS, TAGS, BADGES_A4:COIN BOXES, BANKING SUPPLIES_A2:SELF·ADHESIVE NOTES, TAPE FLAGS_Al:ADHESIVES, CEMENTS, GLUE
A7:LUNCHROO M SUPPLIES,FOOD _S6:COMPUTER ACCESSORIES_ Wl:CUTTING BOARD,CTN OPENERS_W3:MAINTENANCE SUPPLIES,FIRST AID_WS:RESTROOM SUPPLIES P3:PADS,NOTEBOOKS,FORMS,ACCT BKS_L3:1NDEXES AND TABS_L2:BINDERS,REPORT COV,LAMINATI NG_G8:ATTACHES,PORTFOLIOS,CASES_F8:FILE FOLDERS (END TAB)FS:HANGING FOLDERS, FILE ORGANIZERS_F2:FILJNG GUIDES, FILING SORTERS_Fl:FILE FOLDERS (TOP TAB) El:SYSTEMS FURNITUREE2:DESKS & WO!lKSTATIONS_E3:COMPUTER & LAN FURNITURE_E4:SEATINGE5:$TORAGE,SHELVING,BOOKCASES_E7:MAILROOM FURNITURE, LIT RACKS_E8:CONFERENCE & TRAINING ROOM_K3:DESK ACCESSORIES, KEY CONTROL_l5:CATALOG RACKS Standard and Recycled 20LB! 92 White Brightness, Multluse Copy Paper, Boise and OfficeMax branded

ALL OTHER PAPER
Sl:PRINTER SUPPLIES_S2:RIBBONS {Excludes HP items covered under HP's Big Deal) HP Toners as identifed: Sl92298A, S1C4092A, S1C4096A, S1C4127X, SlC4129X, $1C4182X, S1C7115A, S1C711SX,SlC8061D,S1C8061X,S1C8543X,S1CB435A1 S1CB436A,S1CBS40A,SlCB540AD,S1CC364A, S1CC364X,S1CC364XD,S1CC530A,S1CC530AD,S1CESOSA,S1CESOSX,S1Q1338A,S1Q13380,S1Q2610A, S1Q2610D, S1Q2612A, S1QS942A, S1QS942X, S1Q5942XD, S1QS949A, S1Q5949X, S1Q5949XD, S1Q5950A, SlQ6470A,SlQ65llA,SlQ6S11X,SlQ6511XD,SlQ7553A,SlQ7553X,S1Q7553XD J4:BOARDS, EASELS_J2:MAPS,GLO BES,ATLAS,FLAGS_J l:ORAFTING,ART SU PPLIES,RULERS_BS:REFERENCE BOOKS & DICTIONARIES_B4:CALENDARS-ACADEMIC_B3:CALENDARS-ORGANIZERS_B2:CALENDARS-NON DATED_ Bl:CALEN OARS-DATED
S9:SURGE, WIRE,MICE,KEYBOARDS_S7:DISKETTES, DATA MEDIA/STORAGE_SS:COPIER & FAX SUPPLIES_ Q9:NETW0RKING_Q3:DRIVES,PCMCIA CARD,MODEMS_M9:DIGITAL & PC _CAMERAS_L8:TELEPHONES &

ACCESSORIES WIDE FORMAT PAPER -
W2:POSTAL SCALES_Q8:PRINTERS & SCANNERS_M7:MULTl-MEDIA PROJECT, TV, VCR_M6:DICTATION, RtCORDERS, FILM_MS:AIRCLEANERS, FANS, HEATERS_M4:COPY MACHINES_M3:FAX & MULTIFUNCTION MACHINES_M2:TYPEWRITERS & WORD PROCESSORS_M1:CALCUlATORS_E9:1NDLJSTRIAL FURNITURE, HANGERS_H2.:PUNCHES
EXHIBIT 2

OFFICE MAX

OFFICE AND EDUCATIONAL SUPPLIES

DISCOUNT STRUCTURE
Standard
Product Category % Discount off
List
Consumables
(Historic classlficatlon ls Office Supplies)

60.5%
Break Room & Cleaning Supplies
(Historic classification is Office Supplies)
54 . .5%
Folders, Binders & Accessories
(Historic classification is Office Supplies)

61.25%
Furniture
(Historic classification Is ldentlcal)
36%
Paper

83.5%
Paper - Other

68.25%
New tnk & Toner

37.75%
Big Deal HP Toner & Ink

44.25%
K-12 Supplies
(Historic classification is identical)
57%
IT Peripherals
(Historic classification Is technology)

36.5%
Equipment

32.5%