Agenda packet, first session

Modesto City Council
September 12, 2023

Document: Agenda packet, first session
Meeting: September 12, 2023
Body: Modesto City Council
Pages: 41
Original file: 113.7 MB

Text extracted from the city's file for reading and search. Open the original on agenda2.modestogov.com. That file is the official record.

!
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`'#1.(/"]T;ZZ"D.1"5,'1"2((#+#,$2&;"W,16"2+")1#$(.10/"];T_ ""D.1"5,'1"2((#+#,$2&;"a2$5,&."4,16/"]T;ZZ"D.1"(29"2((#+#,$2&; GGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGG "M@BNZUTVGZSb"Z[\ZS\TZTT @M@aLc@"@Jc"CNJ<O@"CNP<@"CNIJ<KLP/ """"""""""""""""""""""""""""""""""O2+.0""""""""""Q1#$).0 R&20+.1.1"+.$(.1;;;;;;;;;;;;;;;;;]"VZ;Vb""""""""""""UZ;TU W,16",$"2"04#$)"0+2)."0%2==,&(/"]S;ZZ"D.1"5,'1"2((#+#,$2&; GGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGG "M@BNSSUZGZZT"Z^\Tb\TZTS a@OKRNP@E"aLOCLcE"P<@JKPM@IPE"@Jc"<INMIaJL"CNIJ<KLP """"""""""""""""""""""""""""""""""O2+.0""""""""""Q1#$).0 M@BNOLO"7<O@QQKC"CNJ<ONM\M@JL""" CMNPIOL:"" """""L0%,1+"c1#A.1E"Q&2)"R.10,$;;]"UU;Vb""""""""""""T^;TS #11..
- 224 -

!
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`'T$%,*$"*K/$%,*$E"K%J/I/+,"T$/%M/$Y"OD--"H%+H"N ""ID(M/$0E",$%(MI/+Y")*+($/,/"($/["N"'+(-DG/0"$*GG'+H"%+G ""0K$/%G'+HE"RDIKI/+"]%+C"I/,F*G_ ""U:=S."WB"U$*D,"($/[Y":/T*D+GI%+Y"A[%IK/$L"O$%M/I%+ NNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNN "?;O=994PNPPW"P5LP9L7P77 Q;:1.=A;E"Q@:)@RE"A#;>1A?;SA";>R"#S=?SQ>@")=S>#1@A """""""""""""""""""""""""""""""""":%,/0""""""""""<$'+H/0 ?;O=:@:"" """""Q%0*+"#/+G/$NO$'(M22222222223"4W27a""""""""""""7W279 NNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNN "?;O=994PNPP5"P8L7WL7P96 Q;:1.=A;E"Q@:)@RE"A#;>1A?;SAE";>R"#S=?SQ>@"E")=S>#1@A """""""""""""""""""""""""""""""""":%,/0""""""""""<$'+H/0 ?;O=:@:"])=>A#:S)#1=>"):;<#""" ?;O=:@:A"N";:@;"OB_"" """"")*+0,$D(,'*+"AK/('%-'0," """""U$*DK222222222222222222222223"4P2Va""""""""""""7427P """""U:=S."92222222222222222222223"7a25a""""""""""""7427P """""U:=S."9N%22222222222222222223"4P2P9""""""""""""7427P """""U:=S."9N(22222222222222222223"7a26V""""""""""""7427P """""U:=S."9N/22222222222222222223"4P24V""""""""""""7427P """""U:=S."9N&22222222222222222223"7a245""""""""""""7427P """""U:=S."72222222222222222222223"7a28V""""""""""""7427P #11..
- 225 -

!"
#####$%&'(#)*********************+#,-*./############,)*,0 #####$%&'(#/*********************+#,)*,)############,)*,0 ##122#345678#9:;#<=>#9:>#6=>24#?<;5424#@?<88ABA@<CA5=8* DEF&%G%#H$E%IGJG%1K### L&%MNO'DM'%ED#P#DEJI1OE(G### DEF&%G%1#:#E%GE#FQR## #####H9R#J2S#O5=8C46@CA5=********+#,-*./############,)*,0 #####H,R#G8C<;?A8TU2=C#V<44<=CW# #####(24A5>**********************+#,)*,)############,)*,0 DEF&%G%#H$'JNMG#:#E%GE#FQR## #####$%&'(#9*********************+#,-*X.############,,*)9 #####$%&'(#,*********************+#,-*,.############,,*)9 #####$%&'(#)*********************+#,Y*ZZ############,,*)9 #####$%&'(#/*********************+#,Y*./############,,*)9 DEF&%G%#HV%GO[NJ$#:#E%GE#FQR## #####$%&'(#9*********************+#,-*X-############,)*,0 #####$%&'(#,*********************+#,-*Z/############,)*,0 \&&MJ&MG1Q ##D<;54248#S54]A=3#5BB#54#SACT#54#B45U#;58^=#@T<A48K#8SA=3A=3 ##8@<BB5?>8K#;2?C8#8T<??#42@2A_2#+0*,.#724#T564#<;5_2#CT2 ##<77?A@<;?2#S<32#4<C2*##MTA8#8T<??#=5C#<77?W#C5#S54]248 ##2=CAC?2>#C5#42@2A_2#CT2#S<32#4<C2#82C#B54CT#A=#$4567#9:< ##;2?5S* ##::::::::::::::::::::::::::::::::::::::::::::::::::::::::: ##DEF&%G%#ODE11N\NOEMN&J1# ##O&J1M%'OMN&J#1(GONEDN1M#$%&'(Q#E87T<?C#A45=24#<=>#4<]24` ##OT<A=8<S`#D<824#;2<U#A=#@5==2@CA5=#SACT#?<;54248^#S54]` ##O<8C:A=:#7?<@2#U<=T5?2#B54U#82CC24`#(4288642#7A72?<W24` ##I<_A8#C42=@T24#:#)00#54#8AUA?<4#CW72#H<=>#<??#8U<?? ##C42=@T248R`#F?<8C24`#IA<U5=>#>4A??24`#a6?CA7?2#6=AC#>4A??` ##LW>4<6?A@#>4A?? ##$%&'(#9Q#E87T<?C#8742<>24#;5b28#H<??#CW728R`#F<4]5K#V<@]24 ##<=>#8AUA?<4#CW72#C<U7248`#F633WU5;A?2`#O<6?]24K#;<=>24K ##7A72S4<7724K#@5=>6AC#?<W24K#7?<8CA@#7A72?<W24`#O24CABA2> ##T<c<4>568#S<8C2#S54]24#A=@?6>A=3#D2<>2#E;<C2U2=C` ##O5U7<@C548#5B#<??#CW728`#O5=@42C2#<=>#U<3=28AC2#UAb24K#9d, ##W>*#<=>#6=>24`#O5=@42C2#7<=#S54]`#O5=@42C2#8<=>24`#O5=@42C2 ##8<S`#O4A;;24#<=>d54#8T54A=3`#O6C#34<=AC2#@64;#82CC24` ##I4A:7<]:AC#U<@TA=2`#\<??24K#?53?5<>24#<=>#;6@]24`#\54U ##4<A824K#8?A7#B54U8`#$422=#@6CC24`#L2<>24;5<4>K#L6;82CC24K ##<?A3=24K#;W#<=W#U2CT5>`#LA3T#74288642#;?5S#7A72#H9:9d,ee#54 ##5_24K#900#?;8*#74288642d5_24R`#LW>45#822>24#<=>#8AUA?<4 ##CW72`#f<@]T<UU24#5724<C54`#f<@]A=3#5B#7A72#5_24#9,#A=@T28` ##f<@]85=#<=>#8AUA?<4#CW72#@5U7<@C54`#[2CC?2#C2=>24K#75C#<=> ##S54]24#<77?WA=3#<87T<?CK#?<W:]5?>K#@42585C2K#?AU2K#@<68CA@ ##<=>#8AUA?<4#CW72#U<C24A<?8#H<77?WA=3#U2<=8#<77?WA=3K ##>A77A=3#54#T<=>?A=3#5B#86@T#U<C24A<?8R`#D<33A=3K#8T22CA=3K ##ST<?A=3K#;4<@A=3K#C42=@Tg<@]A=3K#?<33A=3#T<UU24`#a<3=28AC2K ##275bW428A=K#BA;243?<88K#U<8CA@#S54]24#HS2C#54#>4WR`#J5 ##g5A=C#7A72#<=>#8C4A77A=3#5B#8<U2K#A=@?6>A=3#427<A4#5B ##_5A>8`#(<_2U2=C#;42<]24#<=>#87<>24K#A=@?6>A=3#C55?#34A=>24` ##(24U<#@64;`#(A72?<W24#HA=@?6>A=3#34<>2#@T2@]A=3#A= ##@5==2@CA5=#SACT#7A72?<WA=3R`#(42@<8C:U<=T5?2#82CC24` ##(4288642#7A72#C28C24`#(58C#T5?2#>A3324K#<A4K#3<8#<=> ##2?2@C4A@`#(5S24#;455U#8S22724`#(5S24#C<U7248#5B#<??#CW728 ##H2b@27C#<8#8T5S=#A=#$4567#,R`#%<U#82C#36=#<=>#8C6>#36=` ##%A74<7#8C5=27<_24#<=>#45@]:8?A=324K#A=@?6>A=3#7?<@A=3#5B ##8<@]2>#@5=@42C2#<=>d54#8<=>#HS2C#54#>4WR#<=>#3<;A5=8#<=> ##8AUA?<4#CW72`#%5C<4W#8@<4ABA24#54#U6?CA7?2#T2<>#@5=@42C2 ##@TA77A=3#8@<4ABA24`#%5C5#<=>#IAC@T#VAC@T`#%5C5CA??24` ##1<=>;?<8C24K#75CK#36=K#=5cc?2#5724<C548`#1A3=<??A=3#<=> ##4A33A=3`#M<=]#@?2<=24`#M422#@?AU;24`#M64;5#;?<8C24` ##hA;4<8@422>K#;6??#B?5<C#A=#@5==2@CA5=#SACT#?<;54248^#S54]` ##hA;4<C54`#L<c<4>568#S<8C2#S54]24#H?2<>#42U5_<?R`#E8;28C58 ##<=>#U5?>#42U5_<?#S54]24 ##$%&'(#9:<Q#f5W#>4A??#U5>2?#MVa:,E`#$<4>=24:I2=_24#U5>2?#IL9/) ##<=>#8AUA?<4#CW72#>4A??8`#M4<@]#>4A??24`#f<@]#?23#>4A??24` ##V<35=#>4A??24`#a2@T<=A@<?#>4A??248K#<??#CW728#423<4>?288#5B ##CW72#54#U2CT5>#5B#75S24`#a2@T<=A@<?#7A72#?<W248K#<??#CW728 ##423<4>?288#5B#CW72#54#U2CT5>#5B#75S24`#F?<8C24#<=>#75S>24` #11..
- 226 -

!
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
- 227 -

!
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`(RTUR2U?R?? W*-%1,/*@(W'-.'X@(/&*$%/)*#/@(*$X(&#,)#W$'(.,#$&%'/ ((((((((((((((((((((((((((((((((((-84<N((((((((((05E>M<N )*+,-'-(K198N4<5(&<>A<5Q\\\\\\\\\](BS\R?((((((((((((?S\?^ G:5I(:>(8(NJE>M(N48M<(N78OO:9A3(]2\RR(_<5(P:65(8AAE4E:>89\ FFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFF (1*%$RR2aFRR2(R2UR2U?R?B *)*W'X*@(.,$&-*(.,/&*@(W,$&'-'b@(/*$(+'$%&,@(/*$(W*&',@(/*$&* .)*-*@(*$X(/*$&*(.-#c(.,#$&%'/ ((((((((((((((((((((((((((((((((((-84<N((((((((((05E>M<N 18E>4<5N3\\\\\\\\\\\\\\\\\\\\\\\\](DT\D?((((((((((((?T\?S 1-'W%#W/3 'd,&%.(W*&'-%*)/(F(]2\?^(8AAE4E:>89(_<5(P:65\ /1-*b(G,-H3(F(]R\^R(8AAE4E:>89(_<5(P:65\ %$X#/&-%*)(1*%$&%$"(F(]R\?^(8AAE4E:>89(_<5(P:65 ((eG:5I(:>(E>A6N45E89(C6E9AE>MN(6N<A(O:5(4P<(=8>6O87465<(8>A ((_5:7<NNE>M(:O(M::AN(O:5(N89<(:5(N<5LE7<f(N4<<9(7:>N45674E:> ((KC5EAM<NQ@(N487IN@(4:J<5N@(48>IN@(8>A(NE=E985(N4567465<Ng h%"h(G,-H3 :L<5(^R(O<<4(F(]?\RR(_<5(P:65(8AAE4E:>89 2RR(4:(2SR(O<<4(F(]D\RR(_<5(P:65(8AAE4E:>89 ,L<5(2SR(O<<4(F(]a\RR(_<5(P:6E5(8AAE4E:>89 FFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFF (1*%$RR2aFRRB(R2UR2U?R?B *-'*(23(*)*W'X*@(.,$&-*(.,/&*@(/*$(0-*$.%/.,@(/*$(W*&',([(/*$&* .)*-*(.,#$&%'/ *-'*(?3(.*)*V'-*/@(W*-%1,*@(W'-.'X@(W,$&'-'b@(/*$(+'$%&,@(/*$ Y,*Z#%$@(/*$&*(.-#c@(/&*$%/)*#/([(&#,)#W$'(.,#$&%'/ #11..
- 228 -

!
""""""""""""""""""""""""""""""""""#$%&'""""""""""()*+,&' -)./$00"(*+*'1&)23$4&)"" """""5#65"788888888888888888888889":;87<""""""""""""=>8?@ """""5#65"?88888888888888888888889":=8>=""""""""""""?A8A@ BBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBB "C5DE>>7<B>7?">72>72?>?= 5F5G6-5H"IJE3#5"IJK35H"G5#DCJK5H"G6#I6-H"GJE36#6LH"K5E"M6ED3JH K5E"(#5EIDKIJH"K5E"G536JH"K5E35"IF5#5"5E-"K5E35"I#NO"IJNE3D6K """"""""""""""""""""""""""""""""""#$%&'""""""""""()*+,&' KJ(3"(FJJ#"F5L6#888888888888888889"::8?:""""""""""""=?8<= BBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBB "C5DE>>7<B>7:">72>72?>?= I5F5P6#5KH"G5#DCJK5H"G6#I6-H"K5E"QJ5RNDEH"K35EDKF5NK"S"3NJFNGE6 IJNE3D6K """"""""""""""""""""""""""""""""""#$%&'""""""""""()*+,&' C5DE36#"" """""M)T'1888888888888888888888889"=A8?=""""""""""""??8>: (JJ3EJ36KU" KC#5L2K5E-MF5K3U"9>8:>"$VV*%*W+$0"4&)"1WT)8 6XJ3DI"G536#D5FKU"978?:"$VV*%*W+$0"4&)"1WT)8 ""YDZY"3DG6U""J[&)":>"\%"$]W[&",)WT+V"W)"/$%&)"0&[&0"9?8>> ""$VV*%*W+$0"4&)"1WT)8""7>>"%W"7A>"\%"$]W[&",)WT+V"W)"/$%&) ""0&[&0"9@8>>"$VV*%*W+$0"4&)"1WT)8""J[&)"7A>"\%"$]W[&",)WT+V ""W)"/$%&)"0&[&0"9<8>>"$VV*%*W+$0"4&)"1WT)8 BBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBB "C5DE>>7<B>??">72>72?>?= K5E"(#5EIDKIJ"IJNE3L """"""""""""""""""""""""""""""""""#$%&'""""""""""()*+,&' C5DE36#888888888888888888888888889":78>@""""""""""""?;8?A BBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBB "C5DE>7<^B>>7">72>72?>?= (#6KEJH"_DEZKH"G5-6#5H"G5#DCJK5"5E-"G6#I6-"IJNE3D6KU """"""""""""""""""""""""""""""""""#$%&'""""""""""()*+,&' ZF5OD6#888888888888888888888888889"@@8==""""""""""""?A8AA BBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBB "C5DE>7<^B>>:">72>72?>?= 5F5G6-5"IJE3#5"IJK35H"GJE36#6LH"K5E"M6ED3JH"K5E"(#5EIDKIJH"K5E G536JH"K5E35"IF5#5"S"K5E35"I#NO"IJNE3D6K """"""""""""""""""""""""""""""""""#$%&'""""""""""()*+,&' ZF5OD6#888888888888888888888888889"::8;;""""""""""""=?8@: BBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBB "C5DE>?^@B>>@">72>72?>?= (#6KEJH"_DEZK"5E-"G5-6#5"IJNE3D6K """"""""""""""""""""""""""""""""""#$%&'""""""""""()*+,&' C5DE36#"" """""M)T'1H"#W00&)8888888888888889"=?8^^""""""""""""?78=> """""-)./$00"(*+*'1&)23$4&)8888889"@;877""""""""""""?A8^^ (JJ3EJ36U" ""K4)$."C$*+%&)'"S"C$4&)1$+,&)'")&`*[&"978>>"$VV*%*W+$0"4&) ""1WT)8"C$*+%&)'"VW*+,"-)./$00"C$%`1*+,")&`&*[&"978?: ""$VV*%*W+$0"4&)"1WT)8""F&$V"5]$%&)'"S"K$+V]0$'%&)'")&`&*[& ""978:>"$VV*%*W+$0"4&)"1WT)8""Y*,1"3*a&"B"W[&)"=>"\&&%"bVW&' #11..
- 229 -

!
""#$%"&#'()*+",$-."/-$0"1"(&/%2"34567"8+-"9$)-"1**&%&$#1(5 :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: ";<=>4?@A:447"4BC4BC?4?D EFGH>IJ"K=>LH"M"N<OGF< """"""""""""""""""""""""""""""""""F1%+P""""""""""E-&#Q+P HIER"ESIIF"S<TGF555555555555555553"DU57D""""""""""""?D5B@ :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: ";<=>46V6:44B"4BC4BC?4?D W<S<XGF<HJ"H<>"YI<Z[=>J"HR<>=HS<[H"<>O"R[IS[N>G"WI[>R=GH\ """"""""""""""""""""""""""""""""""F1%+P""""""""""E-&#Q+P LS<]=GF555555555555555555555555553"AD5B7""""""""""""DD56? "";<=O"^IS=O<TH\">+,"T+1-_P"O1`J"N1-%&#"S)%9+-"K&#QJ"Y-5"O1`J "";-+P&*+#%_P"O1`J"N+0$-&1("O1`J"=#*+8+#*+#'+"O1`J"S1a$-"O1`J ""X+%+-1#_P"O1`J"R91#.PQ&b&#Q"O1`J"1#*"W9-&P%01P"O1`5 ""G08($`++"-+c)&-+*"%$",+1-"1"a$*`"91-#+PP"P91(("-+'+&b+"3B574 ""8+-"9$)-"1a$b+"%9+"a1P&'"9$)-(`"-1%+"1%"1#`"+(+b1%&$#5 :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: ";<=>BB6V:44B"46C4BC?4?? ^=L^d<T"=N;F4XGNG>R """"""""""""""""""""""""""""""""""F1%+P""""""""""E-&#Q+P ;1-.&#Q"S$%"H%-&8&#QC^&Q9,1`""" N1-.&#Q\"" """""LFI[;"B5555555555555555555553"A45UD""""""""""""B65V? """""LFI[;"?5555555555555555555553"DA56B""""""""""""B65V? """""LFI[;"D5555555555555555555553"D75BB""""""""""""B65V? WS<HH=E=W<R=I>H"" ""LFI[;"B\"H%-&8+-\"S1`$)%"1#*"188(&'1%&$#"$/"81&#%+*"%-1//&' ""P%-&8+P"1#*"01-.&#Qe"9$%"%9+-0$"8(1P%&'e"%18+J"%-1//&' ""P%-&8+P"1#*"01-.&#QP ""LFI[;"?\"L10+'$)-%"M";(1`Q-$)#*"=#P%1((+- ""LFI[;"D\";-$%+'%&b+"W$1%&#QJ";1b+0+#%"H+1(&#Q :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: ";<=>B?D6:44D"4BC4BC?4?D W<S<XGF<He"H<>"YI<Z[=>"WI[>R=GHe"HR<>=HS<[H"<>O"R[IS[N>G WI[>R=GH\ """"""""""""""""""""""""""""""""""F1%+P""""""""""E-&#Q+P HIER"ESIIF"S<TGF555555555555555553"AV5?A""""""""""""?75@V :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: ";S<H44VV:44?"46C4BC?4B@ <S<NGO<J"WI>RF<"WIHR<J"H<>"N<RGI"<>O"H<>"EF<>W=HWI"WI[>R=GH\ """"""""""""""""""""""""""""""""""F1%+P""""""""""E-&#Q+P ;S<HRGFGF5555555555555555555555553"A?5AB""""""""""""D456D :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: ";S<H4D44:44B"46C4BC?4BU """"""""""""""""""""""""""""""""""F1%+P""""""""""E-&#Q+P ;S<HRGFGF"" """""<FG<"BUU\""E-+P#$555555555553"D?564""""""""""""DB5VU """""<FG<"??A\""H1#"f+#&%$J" """""H1#%1"W(1-1J"H1#%1"W-)g555553"D?5UU""""""""""""DB5VU """""<FG<"?@7\""W1(1b+-1P"M"H1#" #11..
- 230 -

!
"""""#$%&'()"*$'$)+(,-.........../"01.23""""""""""""04.56 """""7897"002:"";$)+,<,="*$')+=../"01.66""""""""""""04.56 """""7897">1?:"";%<(@$-%A" """"";,<B,CA"D+%)(-E%'-A" """""F'$E'G),"*$')+(,-.........../"01.23""""""""""""04.56 HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH "IJ7D3033H33K"32L34L1345 """"""""""""""""""""""""""""""""""8%+,-""""""""""M<()N,- *9;9OF";7DPOL*PO*89F9"MQOQDR98.../"01.4K""""""""""""10.12 HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH "IJS;3306H334"32L34L1311 D7O"M87O*QD*P"*PSOFT """"""""""""""""""""""""""""""""""8%+,-""""""""""M<()N,- IJS;U98"VIE'GW,<A""" D+,%GX(++,<A"8,X<(N,<%+($)""" M(++,<Y........................../"61.33"""""""""""">6.46 HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH "IJS;3306H33K"32L34L1311 D7O"M87O*QD*P"*PSOFT """"""""""""""""""""""""""""""""""8%+,-""""""""""M<()N,- J%)C-B%@,LQ<<(N%+($)"M(++,<""" VS)C,<N<$')CLS+(E(+="M(++,<Y...../"5?.23""""""""""""00.4K HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH "IJS;3351H334"34L34L1310 ;POF989T"7OZ"D7OF7"*8S["*PSOFQ9D """"""""""""""""""""""""""""""""""8%+,-""""""""""M<()N,- IJS;U98"\"DF97;MQFF98............/"K3.33""""""""""""0?.0K HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH "IJS;34K?H334"32L34L1311 *POF87"*PDF7"*PSOFT """"""""""""""""""""""""""""""""""8%+,-""""""""""M<()N,- IE'GW,<"%)C"-+,%GX(++,<"" """""V4Y"8,X<(N,<%+($).........../"K5.?0"""""""""""">4.3> """""V1Y"7EE"$+],<"^$<_........../"51.41"""""""""""">K.1> HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH "IJS;31>5H334"34L34L1310 M89DOPA"`QOaD"\";7Z987"*PSOFQ9D """"""""""""""""""""""""""""""""""8%+,-""""""""""M<()N,- IJS;U98"\"DF97;MQFF98............/">5.?K""""""""""""06.K? HHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH b"IJS;31>5H33>"34L34L1342 M89DOPA";98*9Z"\"D7O"#P7cSQO"*PSOQ9D """"""""""""""""""""""""""""""""""8%+,-""""""""""M<()N,- IJS;U98"VIQI9"F87Z9D;7OY........./"40.33"bb"""""""""43.2> IQI9"F87Z9D;7O"D*PI9"PM"dP8`: ""Q)-+%EE%+($)"$X"B$<<'N%+,C"G,+%E"@(@()N"X$<"C<%()%N,A"%-"^,EE ""%-"()-+%EE%+($)"$X"B$<<'N%+,C"G,+%E"@(@()N"X$<"B'Ee,<+-"() ""B$)),B+($)"^(+]"-+$<G"-,^,<-"%)C"C<%()-f"a<$'+()NA"C<= ""@%B_()N"%)C"C(%@,<()N"$X"g$()+-A"]$E,-"$<"B]%-,-"()BE'C()N ""@%e()N"$e,<"g$()+-A"()"@(@()Nf"F,G@$<%<="@(@()N"X$<"C(<+ ""^$<_"X$<"W'(EC()N"-(+,"@<,@%<%+($)f"P@,<%+()N"g%B_"]%GG,<-A ""@%e,G,)+"W<,%_,<-A"B](@@()N"N')-A"B$)B<,+,"-%^-"%)C"-@%C,- ""+$"B'+"]$E,-A"B]%-,-"%)C"B]%)),E-"X$<"@(@()N"-=-+,G-f ""Z(NN()NA"N<%C()NA"W%B_X(EE()N"%)C"N<$')C"@<,@%<%+($)"X$< ""%EE"+=@,-"$X"@(@,"+$"%EE"@$()+-"$X"+],"g$W-(+,f"a<$')C ""@<,@%<%+($)"()BE'C()N"N<$')C"E,e,E()NA"E%=$'+"%)C"@E%)+()N #11..
- 231 -

!
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`,"ASNRUA<NEA,"NR?"SEQ<EFRO"BQERSUOAa """"""""""""""""""""""""""""""""""T.-*%""""""""""D'4/1*% E/0*'1'#(/0"E-454-+"b#':*'"" """""M<./0%2.8*"D4--*'WWWWWWWWWWWX"HJWJJ""""""""""""KLWYY CCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCC "><EFGHcHCGGK"GLMGKMJGJK ANR"ZORUSQ"NR?"ANRSN"B<NTN"BQERSUOA """"""""""""""""""""""""""""""""""T.-*%""""""""""D'4/1*% ><EFZOTM>U>ODUSSOTWWWWWWWWWWWWWWWX"deWLd""""""""""""IdWdH CCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCC "><EFGIIJCGGK"GKMGKMJGJH BN<N[OTNA,"FNTU>QAN,"FOTBO?,"ANR"^QN_EUR,"ASNRUA<NEA"P"SEQ<EFRO BQERSUOA """"""""""""""""""""""""""""""""""T.-*%""""""""""D'4/1*% ><EFZOT"P"ASONFDUSSOTWWWWWWWWWWWWX"YGWLY""""""""""""HYWKI CCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCC "><EFGIdLCGGK"GLMGKMJGJK ANR"FNSOQ"BQERSV """"""""""""""""""""""""""""""""""T.-*%""""""""""D'4/1*% >5(7)*'M>48*$4--*'MA-*.7$4--*'WWWX"LHWKG""""""""""""HeWdK CCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCCC "TQQDGGJLCGGJ"GKMGKMJGJH DTOARQ,"\UR]A,"NR?"FN?OTN"BQERSUOA """"""""""""""""""""""""""""""""""T.-*%""""""""""D'4/1*% TQQDOTWWWWWWWWWWWWWWWWWWWWWWWWWWWX"IKWHK""""""""""""KYWHK ""DQQSRQSOa"b#':"64-&"84-2&,"84-2&").%*"#$"84-2&"478'*1/.-*0 ""8'#0(2-%"#'"./+"7.-*'4.5"2#/-.4/4/1"2#.5"-.'"84-2&,"#/"./+ "")(4504/1"#50"#'"/*6,"6&*'*")#-&".%8&.5-"./0"84-2&*'%".'* ""(%*0"4/"-&*".88542.-4#/"#$".")(45-C(8"'##$"#'"-*.'"#$$a ""XJWGG"8*'"&#('".004-4#/.5W #11..
- 232 -

!!
"""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""" #$%%&''('"'')#'*+',+)')) -./#&$./01-0%#2#-./#3.45%#0%6/415-7 ##################################$89:;##########&<=>?:; $%%&5$@@@@@@@@@@@@@@@@@@@@@@@@@@@A#(B@*C############),@,( """""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""" #$%%&''*,"'',#'*+',+)')) .D.35E.#./E#0%/4$.#0%-4.#0%6/415-7 ##################################$89:;##########&<=>?:; $FFG:<@@@@@@@@@@@@@@@@@@@@@@@@@@@A#H'@)I############)'@JJ """""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""" #$%%&''*,"''(#'*+',+)')) 0.D.K5$.-L#3.$1M%-.L#35$05EL#-./#N%.O61/L#-4./1-D.6-#./E 46%D63/5#0%6/415-7 ##################################$89:;##########&<=>?:; $%%&5$@@@@@@@@@@@@@@@@@@@@@@@@@@@A#(C@,C############,B@I, """""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""" #$%%&''BH"'')#'*+',+)')) 3%/45$5PL#-./#Q5/14%L#-./4.#0D.$.L#./E#-./4.#0$6R#0%6/415-7 ##################################$89:;##########&<=>?:; $%%&5$## #####Q=9ST8;9=UL#5>8T:V:<L#0F8V# #####48<L#M=9UW#8>X#38;9=U# #####YF<Z:<@@@@@@@@@@@@@@@@@@@@@@A#HH@,J############)'@*) #####NFS<>:[T8>@@@@@@@@@@@@@@@@@@A#H,@,J############)'@*) #####\:99V:#]:<;F>#^)#Z:99V:;_@@@A#HC@,J############)'@*) """""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""" #-&0.'(*C"'',#',+',+)')C .D.35E.L#0%/4$.#0%-4.L#-./#&$./01-0%L#-./#3.45%#./E#-./4.#0D.$. 0%6/415-7 ##################################$89:;##########&<=>?:; -M$1/\D5$#&1445$#^&1$5_@@@@@@@@@@A#I)@HB############CJ@BH """""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""" #-&0.'JJB"',,#'(+',+)')C 0.D.K5$.-L#&$5-/%L#\1/`-L#3.E5$.L#3.$1M%-.L#35$05EL#3%/45$5PL -./#Q5/14%L#-./#N%.O61/L#-./4.#0$6RL#-4./1-D.6-#./E#46%D63/5 0%6/415-7 ##################################$89:;##########&<=>?:; -M$1/\D5$#&1445$@@@@@@@@@@@@@@@@@A#((@C)############)I@)H """""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""" #-a55','("'',#'I+',+)')' .$5.#,7#.D.35E.L#0%/4$.#0%-4.L#-./#&$./01-0%L#-./#3.45%L#-./4. 0D.$. .$5.#)7#3%/45$5P#2#-./#Q5/14% .$5.#C7#-./4.#0$6R ##################################$89:;##########&<=>?:; -a554#354.D#b%$\5$## #####.$5.#,7 ######3:UW8>=U8V#0F>9<8U9;# #11..
- 233 -

!
""""""#$%&'"()**+***,,,,,,,,,,,,,("--,.)""""""""""""/-,). """"""011"234&'"56'7,,,,,,,,,,,,,("8/,*8""""""""""""/8,9: """""0;<0"),,,,,,,,,,,,,,,,,,,,,,("-),.*"""""""""""":8,// """""0;<0":,,,,,,,,,,,,,,,,,,,,,,("--,=8"""""""""""":/,=9 >>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>> "?@<<*=*/>**:"*AB*=B)*)= C0D0E<;0?"0FG"?0F"H20IJKF"C2JFLK<?M """""""""""""""""""""""""""""""""";N3&O""""""""""P'Q$R&O ?@<<L"S<L0D"52;T<;,,,,,,,,,,,,,,,("//,:/"""""""""""":.,)) >>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>> "?@<<*=*/>**-"*AB*=B)*)= S0;KU2?0+"S<;C<G+"?L0FK?D0J?"0FG"LJ2DJSF<"C2JFLK<?M """""""""""""""""""""""""""""""""";N3&O""""""""""P'Q$R&O ?@<<L"S<L0D"52;T<;"V<WX1#%Q$R""" Y&3N1"%&X7"N$%"OQ%Q$RZ,,,,,,,,,,,("/=,)9""""""""""""/-,/= >>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>> "?@<<*=*/>**A"*AB*=B)*)= P;<?F2+"TKF[?+"0FG"S0G<;0"C2JFLK<?M """""""""""""""""""""""""""""""""";N3&O""""""""""P'Q$R&O ?@<<L"S<L0D"52;T<;,,,,,,,,,,,,,,,("//,*A""""""""""""/*,A. >>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>> "?@<<*=*/>*=-"*AB*=B)*)* 0D0S<G0+"C2FL;0"C2?L0+"S2FL<;<\+"?0F"]<FKL2+"?0F"P;0FCK?C2+"?0F S0L<2+"?0FL0"CD0;0"0FG"?0FL0"C;J^"C2JFLK<?M """""""""""""""""""""""""""""""""";N3&O""""""""""P'Q$R&O ?@<<L"S<L0D"52;T<;"VS&3N1""" G&X7Q$R"N$%"?Q%Q$R"6$1_Z,,,,,,,,,("//,/-"""""""""""":-,-- >>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>> "?@<<*=*/>*=9"*AB*=B)*)* C0D0E<;0?+"P;<?F2+"TKF[?+"S0G<;0+"S0;KU2?0+"S<;C<G+"?0F H20IJKF+"?L0FK?D0J?"0FG"LJ2DJSF<"C2JFLK<?M """""""""""""""""""""""""""""""""";N3&O""""""""""P'Q$R&O ?4&&3"Y&3N1"`6'7&'"VS&3N1""" %&X7Q$R"N$%"OQ%Q$R"6$1_Z,,,,,,,,,("//,/-"""""""""""":-,-- >>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>> "L<0S**./>**="*AB*=B)*)) """""""""""""""""""""""""""""""""";N3&O""""""""""P'Q$R&O L'#X7"%'Qa&'OM"" """""[;2JU"=,,,,,,,,,,,,,,,,,,,,,(":8,.-"""""""""""":=,=/ """""[;2JU"),,,,,,,,,,,,,,,,,,,,,(":A,)-"""""""""""":=,=/ """""[;2JU":,,,,,,,,,,,,,,,,,,,,,(":A,--"""""""""""":=,=/ """""[;2JU"/,,,,,,,,,,,,,,,,,,,,,(":A,.*"""""""""""":=,=/ """""[;2JU"-,,,,,,,,,,,,,,,,,,,,,(":9,)-"""""""""""":=,=/ P22LF2L<?M""" ""0'3QX#1N3&%"%#Yb"3'#X7c"]#17"X&Y&$3"Ob'&N%&'"V`Q34"6'"`Q346#3 ""N#R&'Zc"G#YbX'&3&"3'#X7c"?7Q%"3'#X7"V%&d'QO"d6WZc"G'_ ""b'&>dN3X4"X6$X'&3&"YQW"3'#X7Oc"G#YbO3&'"6'"OQYQ1N'"3_b&c ""?1#''_"3'#X7M"JO&"%#Yb"3'#X7"_N'%NR&"'N3&, ""@&N3&'"b1N$&'c"0Ob4N13"d#'$&'c"?XN'QeQ&'"d#'$&'c"K$%#O3'QN1 ""1Qe3"3'#X7"VY&X4N$QXN1"3NQ1RN3&Zc"J3Q1Q3_"N$%"X1&N$>#b ""3'#X7M"JO&"Nbb'6b'QN3&"'N3&"e6'"34&"b6`&'"#$Q3"6'"34& ""&f#QbY&$3"#3Q1Qg&%, L;JCT"G;KE<;"CD0??KPKC0LK2F?"" ""[;2JU"=M"G#Yb"3'#X7O+"#$%&'"8"_%O,c"?Q$R1&"#$Q3"e1N3"'NX7"V)> #11..
- 234 -

!
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`').;&(*O"64#%%"/&0&)@& ""*4&"/#*&"6.&0)5)&7"58/"*4&"0%#66)5)0#*)8("85"/8#7"8)% ""*/'016"8/"B88*.&/68(+,"[;;8()#"()*/#*&"7)6*/)B'*8/O"7/)@&/ ""#(7";)$&/,"A(83"H8"#(7>8/".%83 ""HIJKE"\M"N';."*/'016O"8@&/"L^"976Q"#(7"'(7&/"P^"976Q,"U#*&/ "".'%%6"X"NU"STa6O"LTa6O"LSa6"#(7"8*4&/"6);)%#/"&`').;&(* ""34&(".'%%)(?"[`'#>.#1"8/"3#*&/"*#(1"*/#)%&/6,"G&%)08.*&/ "".)%8*6"234&("*/#(6.8/*)(?";&("#(7";#*&/)#%6+,"_83B&71"G&#@9 ""N'*9"F/#(6.8/*"'."*8")(0%'7)(?"V"#$%&6,"NUSTa6O"LTa6O"LSa6 ""#(7"8*4&/"6);)%#/":#*"*9.&O"F&//#":8B/#O"_&F8'/(&#'"E'%%6O ""F8'/(8/801&/O"D'0%)7"#(7"6);)%#/"*9.&"&`').;&(*"34&( "".'%%)(?"5'&%"#(7>8/"?/&#6&"*#(1"*/#)%&/6"8/"8*4&/ "";)60&%%#(&8'6"*/#)%&/6,"]#0'';"F/'016"V^TT"?#%6"#(7"8@&/ ""#(7"*/'01"/&.#)/;#( ""HIJKE"^M"N';."*/'016O"P^"976Q"#(7"8@&/,"G8%%#(7"4#'%&/,"_83 ""B&7"G&#@9"N'*9"F/#(6.8/*"8@&/"V"#$%&6 XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX UD_NDIA"X"I&0&)@&"/#*&"./&60/)B&7"58/"0/#5*".&/58/;)(? 8.&/#*)8("*8"34)04"3&%7)(?")6")(0)7&(*#%Q bbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbbb cc"U8/1&/6")("*4)6"0%#66)5)0#*)8(";#9"B&"&(*)*%&7"*8"#"4)?4&/ ;)();';"3#?&"'(7&/"D$&0'*)@&"J/7&/"S\TLP"2dSPQLT+"8/"SYP^R 2dSLQS^+Q""E%&#6&"6&&"*4&"-8*&"#*"*4&"*8."85"*4&"3#?& 7&*&/;)(#*)8("58/";8/&")(58/;#*)8(Q -8*&M"D$&0'*)@&"J/7&/"2DJ+"SYVTPO"D6*#B%)64)(?"E#)7"A)01"_&#@& 58/"<&7&/#%":8(*/#0*8/6"#..%)&6"*8"#%%"08(*/#0*6"6'B=&0*"*8"*4& N#@)6XC#08("[0*"58/"34)04"*4&"08(*/#0*")6"#3#/7&7"2#(7"#(9 68%)0)*#*)8("3#6")66'&7+"8("8/"#5*&/"W#('#/9"SO"LTSVQ""e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`')/&;&(*6"#(7"38/1&/"./8*&0*)8(6"'(7&/"*4&"DJ #11..
- 235 -

!"
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`a9UUGU UV/@A/@UGX1%:LNO%#52#6&+*$%+,&+%+,*%7&+*%#$%&%0*#4,+*2%=5#35 &'*7&4*%7&+*1%`a%#52#6&+*$%+,*%$+&+*1%H,*%5*Q+%5=8)*7J%UUGU%#5 +,*%*Q&8-(*J%#$%&5%#5+*75&(%5=8)*7%=$*2%#5%-732=6#54%+,*%0&4* 2*+*78#5&+#351%UV/@A/@UGX%#52#6&+*$%+,*%$=7'*>%638-(*+#35%2&+* ;37%+,*%6(&$$#;#6&+#35$%&52%7&+*$%=52*7%+,&+%#2*5+#;#*71 L%:LNO%7&+*%0#((%)*%=-2&+*2%356*%&%>*&7J%=$=&((>%#5%Y&5=&7>%3; *&6,%>*&7J%+3%7*;(*6+%&%0*#4,+*2%&'*7&4*%3;%+,*%6=77*5+ 5*43+#&+*2/BZL%7&+*%3;%+,*%=5#35%(36&($%;738%0,#6,%+,*%7&+*%#$ )&$*21 #11..
- 236 -

!!
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` ######## #11..
- 237 -
Exhibit 12-G
Required Federal-Aid Contract Language
Local Assistance Procedures Manual

Page 13 of 32 ends

May 2023
FHWA-1273 -- Revised July 5, 2022

REQUIRED CONTRACT

PROVISIONS FEDERAL-AID

CONSTRUCTION CONTRACTS

EXHIBIT B
#11..
- 238 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 14 of 32 ends

May 2023
I. General
II. Nondiscrimination
III. Non-segregated Facilities
IV. Davis-Bacon and Related Act Provisions
V. Contract Work Hours and Safety Standards Act Provisions VI. Subletting or Assigning the Contract
VII. Safety: Accident Prevention
VIII. False Statements Concerning Highway Projects
IX. Implementation of Clean Air Act and Federal Water
Pollution Control Act
X. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion
XI. Certification Regarding Use of Contract Funds for Lobbying XII. Use of United States-Flag Vessels:

ATTACHMENTS
A. Employment and Materials Preference for Appalachian
Development Highway System or Appalachian Local Access
Road Contracts (included in Appalachian contracts only) I. GENERAL

1. Form FHWA-1273 must be physically incorporated in each construction contract funded under title 23, United States Code, as required in 23 CFR 633.102(b) (excluding emergency
contracts solely intended for debris removal). The contractor (or subcontractor) must insert this form in each subcontract and further require its inclusion in all lower tier subcontracts (excluding purchase orders, rental agreements and other agreements for supplies or services). 23 CFR633.102(e).

The applicable requirements of Form FHWA-1273 are
incorporated by reference for work done under any purchase order, rental agreement or agreement for other services. The prime contractor shall be responsible for compliance by any subcontractor, lower-tier subcontractor or service provider. 23 CFR 633.102(e).

Form FHWA-1273 must be included in all Federal-aid designbuild contracts, in all subcontracts and in lower tier subcontracts (excluding subcontracts for design services, purchase orders, rental agreements and other agreements for supplies or
services) in accordance with 23 CFR 633.102. The designbuilder shall be responsible for compliance by any subcontractor, lower-tier subcontractor or service provider.

Contracting agencies may reference Form FHWA-1273 in
solicitation-for-bids or request-for-proposals documents, however, the Form FHWA-1273 must be physically incorporated (not referenced) in all contracts, subcontracts and lower-tier subcontracts (excluding purchase orders, rental agreements and other agreements for supplies or services related to a
construction contract). 23 CFR 633.102(b).

2. Subject to the applicability criteria noted in the following sections, these contract provisions shall apply to all work performed on the contract by the contractor's own organization and with the assistance of workers under the contractor's immediate superintendence and to all work performed on the contract by piecework, station work, or by subcontract. 23 CFR 633.102(d).

3. A breach of any of the stipulations contained in these Required Contract Provisions may be sufficient grounds for withholding of progress payments, withholding of final payment, termination of the contract, suspension / debarment or any other action determined to be appropriate by the contracting agency and FHWA.

4. Selection of Labor: During the performance of this contract, the contractor shall not use convict labor for any purpose within the limits of a construction project on a Federal-aid highway unless it is labor performed by convicts who are on parole, supervised release, or probation. 23 U.S.C. 114(b).The term Federal-aid highway does not include roadways functionally classified as local roads or rural minor collectors. 23 U.S.C. 101(a).

II. NONDISCRIMINATION (23 CFR 230.107(a); 23 CFR Part
230, Subpart A, Appendix A; EO 11246)
The provisions of this section related to 23 CFR Part 230, Subpart A, Appendix A are applicable to all Federal-aid construction contracts and to all related construction
subcontracts of $10,000 or more. The provisions of 23 CFR Part 230 are not applicable to material supply, engineering, or architectural service contracts.

In addition, the contractor and all subcontractors must comply with the following policies: Executive Order 11246, 41 CFR Part 60, 29 CFR Parts 1625-1627, 23 U.S.C. 140, Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. 2000d et seq.), and related regulations including 49 CFR Parts 21, 26, and 27; and 23 CFR Parts 200, 230, and 633.

The contractor and all subcontractors must comply with: the requirements of the Equal Opportunity Clause in 41 CFR 60-

1.4(b) and, for all construction contracts exceeding $10,000, the Standard Federal Equal Employment Opportunity Construction Contract Specifications in 41 CFR 60-4.3.

Note: The U.S. Department of Labor has exclusive authority to determine compliance with Executive Order 11246 and the policies of the Secretary of Labor including 41 CFR Part 60, and 29 CFR Parts 1625-1627. The contracting agency and the
FHWA have the authority and the responsibility to ensure compliance with 23 U.S.C. 140, Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), and Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. 2000d et seq.), and related regulations including 49 CFR Parts 21, 26, and 27; and 23 CFR Parts 200, 230, and 633.

The following provision is adopted from 23 CFR Part 230, Subpart A, Appendix A, with appropriate revisions to conform to the U.S. Department of Labor (US DOL) and FHWA
requirements.
#11..
- 239 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 15 of 32 ends

May 2023

1. Equal Employment Opportunity: Equal Employment
Opportunity (EEO) requirements not to discriminate and to take affirmative action to assure equal opportunity as set forth under laws, executive orders, rules, regulations (see 28 CFR Part 35, 29 CFR Part 1630, 29 CFR Parts 1625-1627, 41 CFR Part 60 and 49 CFR Part 27) and orders of the Secretary of Labor as modified by the provisions prescribed herein, and imposed pursuant to 23 U.S.C. 140, shall constitute the EEO and specific affirmative action standards for the contractor's project activities under this contract.

The provisions of the Americans with Disabilities Act of 1990 (42 U.S.C. 12101 et seq.) set forth under 28 CFR Part 35 and 29 CFR Part 1630 are incorporated by reference in this contract. In the execution of this contract, the contractor agrees to comply with the following minimum specific requirement activities of EEO:
a. The contractor will work with the contracting agency and the Federal Government to ensure that it has made every good faith effort to provide equal opportunity with respect to all of its terms and conditions of employment and in their review of activities under the contract. 23 CFR 230.409 (g)(4) & (5).
b. The contractor will accept as its operating policy the following statement:
"It is the policy of this Company to assure that applicants are employed, and that employees are treated during employment, without regard to their race, religion, sex, sexual orientation, gender identity, color, national origin, age or disability. Such action shall include: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship, preapprenticeship, and/or on-the-job training."

2. EEO Officer: The contractor will designate and make known to the contracting officers an EEO Officer who will have the responsibility for and must be capable of effectively administering and promoting an active EEO program and who must be assigned adequate authority and responsibility to do so.

3. Dissemination of Policy: All members of the contractor's staff who are authorized to hire, supervise, promote, and discharge employees, or who recommend such action or are substantially involved in such action, will be made fully cognizant of and will implement the contractor's EEO policy and contractual
responsibilities to provide EEO in each grade and classification of employment. To ensure that the above agreement will be met, the following actions will be taken as a minimum:
a. Periodic meetings of supervisory and personnel office employees will be conducted before the start of work and then not less often than once every six months, at which time the contractor's EEO policy and its implementation will be reviewed and explained.

The meetings will be conducted by the EEO Officer or other knowledgeable company official.
b. All new supervisory or personnel office employees will be given a thorough indoctrination by the EEO Officer, covering all major aspects of the contractor's EEO obligations within thirty days following their reporting for duty with the contractor. c. All personnel who are engaged in direct recruitment for the project will be instructed by the EEO Officer in the contractor's procedures for locating and hiring minorities and women. d. Notices and posters setting forth the contractor's EEO policy will be placed in areas readily accessible to employees, applicants for employment and potential employees.
e. The contractor's EEO policy and the procedures to implement such policy will be brought to the attention of employees by means of meetings, employee handbooks, or other appropriate means.

4. Recruitment: When advertising for employees, the contractor will include in all advertisements for employees the notation: "An Equal Opportunity Employer." All such advertisements will be placed in publications having a large circulation among minorities and women in the area from which the project work force would normally be derived.
a. The contractor will, unless precluded by a valid bargaining agreement, conduct systematic and direct recruitment through public and private employee referral sources likely to yield qualified minorities and women. To meet this requirement, the contractor will identify sources of potential minority group employees and establish with such identified sources procedures whereby minority and women applicants may be referred to the contractor for employment consideration.
b. In the event the contractor has a valid bargaining agreement providing for exclusive hiring hall referrals, the contractor is expected to observe the provisions of that agreement to the extent that the system meets the contractor's compliance with EEO contract provisions. Where implementation of such an agreement has the effect of discriminating against minorities or women, or obligates the contractor to do the same, such implementation violates Federal nondiscrimination provisions.
c. The contractor will encourage its present employees to refer minorities and women as applicants for employment. Information and procedures with regard to referring such applicants will be discussed with employees.

5. Personnel Actions: Wages, working conditions, and employee benefits shall be established and administered, and personnel actions of every type, including hiring, upgrading, promotion, transfer, demotion, layoff, and termination, shall be taken without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, age or disability. The following procedures shall be followed:
a. The contractor will conduct periodic inspections of project sites to ensure that working conditions and employee facilities do not indicate discriminatory treatment of project site personnel. b. The contractor will periodically evaluate the spread of wages paid within each classification to determine any evidence of discriminatory wage practices.
c. The contractor will periodically review selected personnel actions in depth to determine whether there is evidence of discrimination.

Where evidence is found, the contractor will promptly take corrective action. If the review indicates that the discrimination may extend beyond the actions reviewed, such corrective action shall include all affected persons.
d. The contractor will promptly investigate all complaints of alleged discrimination made to the contractor in connection with its obligations under this contract, will attempt to resolve such complaints, and will take appropriate corrective action within a reasonable time. If the investigation indicates that the discrimination may affect persons other than the complainant, such corrective action shall include such other persons. Upon completion of each investigation, the contractor will inform every complainant of all of their avenues of appeal.
#11..
- 240 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 16 of 32 ends

May 2023

6. Training and Promotion:
a. The contractor will assist in locating, qualifying, and increasing the skills of minorities and women who are applicants for employment or current employees. Such efforts should be aimed at developing full journey level status employees in the type of trade or job classification involved.
b. Consistent with the contractor's work force requirements and as permissible under Federal and State regulations, the contractor shall make full use of training programs (i.e., apprenticeship and on-thejob training programs for the geographical area of contract performance). In the event a special provision for training is provided under this contract, this subparagraph will be superseded as indicated in the special provision. The contracting agency may reserve training positions for persons who receive welfare assistance in accordance with 23 U.S.C. 140(a).
c. The contractor will advise employees and applicants for employment of available training programs and entrance
requirements for each.
d. The contractor will periodically review the training and promotion potential of employees who are minorities and women and will encourage eligible employees to apply for such training and promotion.

7. Unions: If the contractor relies in whole or in part upon unions as a source of employees, the contractor will use good faith efforts to obtain the cooperation of such unions to increase opportunities for minorities and women. 23 CFR 230.409. Actions by the contractor, either directly or through a contractor's association acting as agent, will include the procedures set forth below:
a. The contractor will use good faith efforts to develop, in cooperation with the unions, joint training programs aimed toward qualifying more minorities and women for membership in the unions and increasing the skills of minorities and women so that they may qualify for higher paying employment.
b. The contractor will use good faith efforts to incorporate an EEO clause into each union agreement to the end that such union will be contractually bound to refer applicants without regard to their race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability.
c. The contractor is to obtain information as to the referral practices and policies of the labor union except that to the extent such information is within the exclusive possession of the labor union and such labor union refuses to furnish such information to the contractor, the contractor shall so certify to the contracting agency and shall set forth what efforts have been made to obtain such information.
d. In the event the union is unable to provide the contractor with a reasonable flow of referrals within the time limit set forth in the collective bargaining agreement, the contractor will, through independent recruitment efforts, fill the employment vacancies without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability; making full efforts to obtain qualified and/or qualifiable minorities and women. The failure of a union to provide sufficient referrals (even though it is obligated to provide exclusive referrals under the terms of a collective bargaining agreement) does not relieve the contractor from the requirements of this paragraph. In the event the union referral practice prevents the contractor from meeting the obligations pursuant to Executive Order 11246, as amended, and these special provisions, such contractor shall immediately notify the contracting agency.

8. Reasonable Accommodation for Applicants / Employees with Disabilities: The contractor must be familiar with the requirements for and comply with the Americans with Disabilities Act and all rules and regulations established thereunder. Employers must provide reasonable accommodation in all employment activities unless to do so would cause an undue hardship.

9. Selection of Subcontractors, Procurement of Materials and Leasing of Equipment: The contractor shall not discriminate on the grounds of race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The contractor shall take all necessary and reasonable steps to ensure nondiscrimination in the administration of this contract. a. The contractor shall notify all potential subcontractors, suppliers, and lessors of their EEO obligations under this contract.
b. The contractor will use good faith efforts to ensure subcontractor compliance with their EEO obligations.

10. Assurance Required:
a. The requirements of 49 CFR Part 26 and the State DOT’s FHWA-approved Disadvantaged Business Enterprise (DBE) program are incorporated by reference.
b. The contractor, subrecipient or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administration of DOT-assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying the contractor from future bidding as nonresponsible. c. The Title VI and nondiscrimination provisions of U.S. DOT Order 1050.2A at Appendixes A and E are incorporated by reference. 49 CFR Part 21.

11. Records and Reports: The contractor shall keep such records as necessary to document compliance with the EEO requirements.

Such records shall be retained for a period of three years following the date of the final payment to the contractor for all contract work and shall be available at reasonable times and places for inspection by authorized representatives of the contracting agency and the FHWA.
a. The records kept by the contractor shall document the following:
(1) The number and work hours of minority and non-minority group members and women employed in each work
classification on the project;
(2) The progress and efforts being made in cooperation with unions, when applicable, to increase employment opportunities for minorities and women; and
(3) The progress and efforts being made in locating, hiring, training, qualifying, and upgrading minorities and women. #11..
- 241 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 17 of 32 ends

May 2023
b. The contractors and subcontractors will submit an annual report to the contracting agency each July for the duration of the project indicating the number of minority, women, and non-minority group employees currently engaged in each work classification required by the contract work. This information is to be reported on Form FHWA-1391. The staffing data should represent the project work force on board in all or any part of the last payroll period preceding the end of July. If on-the-job training is being required by special provision, the contractor will be required to collect and report training data. The employment data should reflect the work force on board during all or any part of the last payroll period preceding the end of July.

III. NONSEGREGATED FACILITIES
This provision is applicable to all Federal-aid construction contracts and to all related construction subcontracts of more than $10,000. 41 CFR 60-1.5.

As prescribed by 41 CFR 60-1.8, the contractor must ensure that facilities provided for employees are provided in such a manner that segregation on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin cannot result. The contractor may neither require such segregated use by written or oral policies nor tolerate such use by employee custom. The contractor's obligation extends further to ensure that its employees are not assigned to perform their services at any location under the contractor's control where the facilities are segregated. The term "facilities" includes waiting rooms, work areas, restaurants and other eating areas, time clocks, restrooms, washrooms, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing provided for employees. The contractor shall provide separate or single-user restrooms and necessary dressing or sleeping areas to assure privacy between sexes.

IV. DAVIS-BACON AND RELATED ACT PROVISIONS
This section is applicable to all Federal-aid construction projects exceeding $2,000 and to all related subcontracts and lower-tier subcontracts (regardless of subcontract size), in accordance with 29 CFR 5.5. The requirements apply to all projects located within the right-of-way of a roadway that is functionally classified as Federalaid highway. 23 U.S.C. 113. This excludes roadways functionally classified as local roads or rural minor collectors, which are exempt. 23 U.S.C. 101. Where applicable law requires that projects be treated as a project on a Federal-aid highway, the provisions of this subpart will apply regardless of the location of the project. Examples include: Surface Transportation Block Grant Program projects funded under 23 U.S.C. 133 [excluding recreational trails projects], the Nationally Significant Freight and Highway Projects funded under 23 U.S.C. 117, and National Highway Freight Program projects funded under 23 U.S.C. 167.

The following provisions are from the U.S. Department of Labor regulations in 29 CFR 5.5 “Contract provisions and related matters” with minor revisions to conform to the FHWA-1273 format and FHWA program requirements.

1. Minimum wages (29 CFR 5.5)
a. All laborers and mechanics employed or working upon the site of the work, will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR part 3)), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the contractor and such laborers and mechanics.

Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph 1.d. of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in 29 CFR 5.5(a)(4). Laborers or mechanics performing work in more than one classification may be
compensated at the rate specified for each classification for the time actually worked therein: Provided, That the employer's payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classification and wage rates conformed under paragraph

1.b. of this section) and the Davis-Bacon poster (WH–1321) shall be posted at all times by the contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers.
b. (1) The contracting officer shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. The contracting officer shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met:
(i) The work to be performed by the classification requested is not performed by a classification in the wage determination; and
(ii) The classification is utilized in the area by the construction industry; and
(iii) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination.
(2) If the contractor and the laborers and mechanics to be employed in the classification (if known), or their
representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the contracting officer to the Administrator of the Wage and Hour Division, U.S. Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary. #11..
- 242 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 18 of 32 ends

May 2023
(3) In the event the contractor, the laborers or mechanics to be employed in the classification or their representatives, and the contracting officer do not agree on the proposed classification and wage rate (including the amount
designated for fringe benefits, where appropriate), the contracting officer shall refer the questions, including the views of all interested parties and the recommendation of the contracting officer, to the Administrator for determination.

The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary.
(4) The wage rate (including fringe benefits where
appropriate) determined pursuant to paragraphs 1.b.(2) or

1.b.(3) of this section, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification.
c. Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. d. If the contractor does not make payments to a trustee or other third person, the contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the Secretary of Labor has found, upon the written request of the contractor, that the applicable standards of the Davis-Bacon Act have been met. The Secretary of Labor may require the contractor to set aside in a separate account assets for the meeting of obligations under the plan or program.

2. Withholding (29 CFR 5.5)
The contracting agency shall upon its own action or upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the contractor under this contract, or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to DavisBacon prevailing wage requirements, which is held by the same prime contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the contractor or any subcontractor the full amount of wages required by the contract. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work, all or part of the wages required by the contract, the contracting agency may, after written notice to the contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased.

3. Payrolls and basic records (29 CFR 5.5)
a. Payrolls and basic records relating thereto shall be maintained by the contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b)(2)(B) of the Davis-Bacon Act), daily and weekly number of hours worked, deductions made and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs.
b. (1) The contractor shall submit weekly for each week in which any contract work is performed a copy of all payrolls to the contracting agency. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under 29 CFR 5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrolls shall only need to include an individually identifying number for each employee (e.g., the last four digits of the employee's social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH–347 is
available for this purpose from the Wage and Hour Division Web site. The prime contractor is responsible for the submission of copies of payrolls by all subcontractors. Contractors and subcontractors shall maintain the full social security number and current address of each covered worker, and shall provide them upon request to the contracting agency for transmission to the State DOT, the FHWA or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the contracting agency.
(2) Each payroll submitted shall be accompanied by a
“Statement of Compliance,” signed by the contractor or
subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following:
(i) That the payroll for the payroll period contains the information required to be provided under 29 CFR

5.5(a)(3)(ii), the appropriate information is being maintained under 29 CFR 5.5(a)(3)(i), and that such information is correct and complete;
(ii) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in 29 CFR part 3;
#11..
- 243 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 19 of 32 ends

May 2023
(iii) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract.
(3) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH–347 shall satisfy the requirement for submission of the “Statement of Compliance” required by paragraph 3.b.(2) of this section. (4) The falsification of any of the above certifications may subject the contractor or subcontractor to civil or criminal prosecution under 18 U.S.C. 1001 and 31 U.S.C. 231.
c. The contractor or subcontractor shall make the records required under paragraph 3.a. of this section available for inspection, copying, or transcription by authorized representatives of the contracting agency, the State DOT, the FHWA, or the Department of Labor, and shall permit such representatives to interview employees during working hours on the job. If the contractor or subcontractor fails to submit the required records or to make them available, the FHWA may, after written notice to the contractor, the contracting agency or the State DOT, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12.

4. Apprentices and trainees (29 CFR 5.5)
a. Apprentices (programs of the USDOL).

Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a State Apprenticeship Agency recognized by the Office, or if a person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice.

The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the contractor's or subcontractor's registered program shall be observed.

Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination. Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination.

In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved.
b. Trainees (programs of the USDOL).

Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration.

The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration.

Every trainee must be paid at not less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the
corresponding journeyman wage rate on the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed.

In the event the Employment and Training Administration withdraws approval of a training program, the contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. c. Equal employment opportunity. The utilization of apprentices, trainees and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR part 30.
#11..
- 244 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 20 of 32 ends

May 2023
d. Apprentices and Trainees (programs of the U.S. DOT).

Apprentices and trainees working under apprenticeship and skill training programs which have been certified by the Secretary of Transportation as promoting EEO in connection with Federal-aid highway construction programs are not subject to the requirements of paragraph 4 of this Section IV. 23 CFR 230.111(e)(2). The straight time hourly wage rates for apprentices and trainees under such programs will be established by the particular programs. The ratio of apprentices and trainees to journeymen shall not be greater than permitted by the terms of the particular program.

5. Compliance with Copeland Act requirements. The contractor shall comply with the requirements of 29 CFR part 3, which are incorporated by reference in this contract as provided in 29 CFR 5.5.

6. Subcontracts. The contractor or subcontractor shall insert Form FHWA-1273 in any subcontracts and also require the
subcontractors to include Form FHWA-1273 in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses in 29 CFR 5.5.

7. Contract termination: debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12.

8. Compliance with Davis-Bacon and Related Act
requirements. All rulings and interpretations of the Davis-Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by reference in this contract as provided in 29 CFR 5.5.

9. Disputes concerning labor standards. As provided in 29 CFR

5.5, disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR parts 5, 6, and 7. Disputes within the meaning of this clause include disputes between the contractor (or any of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives.

10. Certification of eligibility (29 CFR 5.5)
a. By entering into this contract, the contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1).
b. No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1). c. The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001.

V. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT
Pursuant to 29 CFR 5.5(b), the following clauses apply to any Federal-aid construction contract in an amount in excess of $100,000 and subject to the overtime provisions of the Contract Work Hours and Safety Standards Act. These clauses shall be inserted in addition to the clauses required by 29 CFR 5.5(a) or 29 CFR 4.6. As used in this paragraph, the terms laborers and mechanics include watchmen and guards.

1. Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. 29 CFR 5.5.

2. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph 1 of this section, the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph 1 of this section, in the sum currently provided in 29 CFR 5.5(b)(2)* for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph 1 of this section. 29 CFR

5.5. * $27 as of January 23, 2019 (See 84 FR 213-01, 218) as may be adjusted annually by the Department of Labor; pursuant to the Federal Civil Penalties Inflation Adjustment Act of 1990).

3. Withholding for unpaid wages and liquidated damages. The FHWA or the contacting agency shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph 2 of this section. 29 CFR 5.5.

4. Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs 1 through 4 of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs 1 through 4 of this section. 29 CFR 5.5.
#11..
- 245 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 21 of 32 ends

May 2023
VI. SUBLETTING OR ASSIGNING THE CONTRACT
This provision is applicable to all Federal-aid construction contracts on the National Highway System pursuant to 23 CFR 635.116.

1. The contractor shall perform with its own organization contract work amounting to not less than 30 percent (or a greater percentage if specified elsewhere in the contract) of the total original contract price, excluding any specialty items designated by the contracting agency. Specialty items may be performed by subcontract and the amount of any such specialty items performed may be deducted from the total original contract price before computing the amount of work required to be performed by the contractor's own organization (23 CFR 635.116).
a. The term “perform work with its own organization” in paragraph 1 of Section VI refers to workers employed or leased by the prime contractor, and equipment owned or rented by the prime contractor, with or without operators. Such term does not include employees or equipment of a subcontractor or lower tier subcontractor, agents of the prime contractor, or any other assignees. The term may include payments for the costs of hiring leased employees from an employee leasing firm meeting all relevant Federal and State regulatory requirements. Leased employees may only be included in this term if the prime contractor meets all of the following conditions:
(based on longstanding interpretation)
(1) the prime contractor maintains control over the supervision of the day-to-day activities of the leased employees;
(2) the prime contractor remains responsible for the quality of the work of the leased employees;
(3) the prime contractor retains all power to accept or exclude individual employees from work on the project; and
(4) the prime contractor remains ultimately responsible for the payment of predetermined minimum wages, the submission of payrolls, statements of compliance and all other Federal regulatory requirements.
b. "Specialty Items" shall be construed to be limited to work that requires highly specialized knowledge, abilities, or equipment not ordinarily available in the type of contracting organizations qualified and expected to bid or propose on the contract as a whole and in general are to be limited to minor components of the overall contract. 23 CFR 635.102.

2. Pursuant to 23 CFR 635.116(a), the contract amount upon which the requirements set forth in paragraph (1) of Section VI is computed includes the cost of material and manufactured products which are to be purchased or produced by the contractor under the contract provisions.

3. Pursuant to 23 CFR 635.116(c), the contractor shall furnish (a) a competent superintendent or supervisor who is employed by the firm, has full authority to direct performance of the work in accordance with the contract requirements, and is in charge of all construction operations (regardless of who performs the work) and (b) such other of its own organizational resources (supervision, management, and engineering services) as the contracting officer determines is necessary to assure the performance of the contract.

4. No portion of the contract shall be sublet, assigned or otherwise disposed of except with the written consent of the contracting officer, or authorized representative, and such consent when given shall not be construed to relieve the contractor of any responsibility for the fulfillment of the contract. Written consent will be given only after the contracting agency has assured that each subcontract is evidenced in writing and that it contains all pertinent provisions and requirements of the prime contract. (based on long-standing interpretation of 23 CFR 635.116).

5. The 30-percent self-performance requirement of paragraph (1) is not applicable to design-build contracts; however, contracting agencies may establish their own self-performance requirements. 23 CFR 635.116(d).

VII. SAFETY: ACCIDENT PREVENTION
This provision is applicable to all Federal-aid construction contracts and to all related subcontracts.

1. In the performance of this contract the contractor shall comply with all applicable Federal, State, and local laws governing safety, health, and sanitation (23 CFR Part 635). The contractor shall provide all safeguards, safety devices and protective equipment and take any other needed actions as it determines, or as the contracting officer may determine, to be reasonably necessary to protect the life and health of employees on the job and the safety of the public and to protect property in connection with the performance of the work covered by the contract. 23 CFR 635.108.

2. It is a condition of this contract, and shall be made a condition of each subcontract, which the contractor enters into pursuant to this contract, that the contractor and any subcontractor shall not permit any employee, in performance of the contract, to work in surroundings or under conditions which are unsanitary, hazardous or dangerous to his/her health or safety, as determined under construction safety and health standards (29 CFR Part 1926) promulgated by the Secretary of Labor, in accordance with Section 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3704). 29 CFR 1926.10.

3. Pursuant to 29 CFR 1926.3, it is a condition of this contract that the Secretary of Labor or authorized representative thereof, shall have right of entry to any site of contract performance to inspect or investigate the matter of compliance with the construction safety and health standards and to carry out the duties of the Secretary under Section 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3704).

VIII. FALSE STATEMENTS CONCERNING HIGHWAY PROJECTS
This provision is applicable to all Federal-aid construction contracts and to all related subcontracts.

In order to assure high quality and durable construction in conformity with approved plans and specifications and a high degree of reliability on statements and representations made by engineers, contractors, suppliers, and workers on Federal-aid highway projects, it is essential that all persons concerned with the project perform their functions as carefully, thoroughly, and honestly as possible. Willful falsification, distortion, or misrepresentation with respect to any facts related to the project is a violation of Federal law. To prevent any misunderstanding regarding the seriousness of these and similar acts, Form FHWA-1022 shall be posted on each Federal-aid highway project (23 CFR Part 635) in one or more places where it is readily available to all persons concerned with the project:
18 U.S.C. 1020 reads as follows:
"Whoever, being an officer, agent, or employee of the United States, or of any State or Territory, or whoever, whether a person, association, firm, or corporation, knowingly makes any false statement, false representation, or false report as to the character, quality, quantity, or cost of the material used or to be used, or the quantity or quality of the work performed or to be performed, or the cost thereof in connection with the submission of plans, maps, specifications, contracts, or costs of construction on any highway or related project submitted for approval to the Secretary of Transportation; or
#11..
- 246 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 22 of 32 ends

May 2023
Whoever knowingly makes any false statement, false
representation, false report or false claim with respect to the character, quality, quantity, or cost of any work performed or to be performed, or materials furnished or to be furnished, in connection with the construction of any highway or related project approved by the Secretary of Transportation; or
Whoever knowingly makes any false statement or false
representation as to material fact in any statement, certificate, or report submitted pursuant to provisions of the Federal-aid Roads Act approved July 11, 1916, (39 Stat. 355), as amended and supplemented;
Shall be fined under this title or imprisoned not more than 5 years or both."
IX. IMPLEMENTATION OF CLEAN AIR ACT AND FEDERAL
WATER POLLUTION CONTROL ACT (42 U.S.C. 7606; 2 CFR
200.88; EO 11738)
This provision is applicable to all Federal-aid construction contracts in excess of $150,000 and to all related subcontracts. 48 CFR 2.101; 2 CFR 200.326.

By submission of this bid/proposal or the execution of this contract or subcontract, as appropriate, the bidder, proposer, Federal-aid construction contractor, subcontractor, supplier, or vendor agrees 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 Highway Administration and the Regional Office of the Environmental Protection Agency. 2 CFR Part 200, Appendix II.

The contractor agrees to include or cause to be included the requirements of this Section in every subcontract, and further agrees to take such action as the contracting agency may direct as a means of enforcing such requirements. 2 CFR 200.326.

X. CERTIFICATION REGARDING DEBARMENT, SUSPENSION,

INELIGIBILITY AND VOLUNTARY EXCLUSION
This provision is applicable to all Federal-aid construction contracts, design-build contracts, subcontracts, lower-tier subcontracts, purchase orders, lease agreements, consultant contracts or any other covered transaction requiring FHWA approval or that is estimated to cost $25,000 or more – as defined in 2 CFR Parts 180 and 1200. 2 CFR 180.220 and 1200.220.

1. Instructions for Certification – First Tier Participants:
a. By signing and submitting this proposal, the prospective first tier participant is providing the certification set out below. b. The inability of a person to provide the certification set out below will not necessarily result in denial of participation in this covered transaction. The prospective first tier participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective first tier participant to furnish a certification or an explanation shall disqualify such a person from participation in this transaction. 2 CFR 180.320.
c. The certification in this clause is a material representation of fact upon which reliance was placed when the contracting agency determined to enter into this transaction. If it is later determined that the prospective participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the contracting agency may terminate this transaction for cause of default. 2 CFR 180.325.
d. The prospective first tier participant shall provide immediate written notice to the contracting agency to whom this proposal is submitted if any time the prospective first tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 2 CFR 180.345 and 180.350.
e. The terms "covered transaction," "debarred," "suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 CFR Parts 180, Subpart I, 180.900-180.1020, and 1200. “First Tier Covered Transactions” refers to any covered transaction between a recipient or subrecipient of Federal funds and a participant (such as the prime or general contract). “Lower Tier Covered Transactions” refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). “First Tier Participant” refers to the participant who has entered into a covered transaction with a recipient or subrecipient of Federal funds (such as the prime or general contractor). “Lower Tier Participant” refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers).
f. The prospective first tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction. 2 CFR 180.330.
g. The prospective first tier participant further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transactions," provided by the department or contracting agency, entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. 2 CFR 180.220 and 180.300.
h. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. 2 CFR 180.300; 180.320, and 180.325. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. 2 CFR 180.335. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the System for Award Management website
(https://www.sam.gov/). 2 CFR 180.300, 180.320, and 180.325. i. Nothing contained in the foregoing shall be construed to require the establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of the prospective participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.
#11..
- 247 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 23 of 32 ends

May 2023
j. Except for transactions authorized under paragraph (f) of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. 2 CFR 180.325. * * * * *

2. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion – First Tier Participants:
a. The prospective first tier participant certifies to the best of its knowledge and belief, that it and its principals:
(1) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency, 2 CFR 180.335;.
(2) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property, 2 CFR 180.800;
(3) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (a)(2) of this certification, 2 CFR 180.700 and 180.800; and (4) Have not within a three-year period preceding this
application/proposal had one or more public transactions (Federal, State or local) terminated for cause or default. 2 CFR 180.335(d).
(5) Are not a corporation that has been convicted of a felony violation under any Federal law within the two-year period preceding this proposal (USDOT Order 4200.6 implementing appropriations act requirements); and
(6) Are not a corporation with any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability (USDOT Order 4200.6 implementing appropriations act requirements).
b. Where the prospective participant is unable to certify to any of the statements in this certification, such prospective participant should attach an explanation to this proposal. 2 CFR 180.335 and 180.340.

3. Instructions for Certification - Lower Tier Participants:
(Applicable to all subcontracts, purchase orders, and other lower tier transactions requiring prior FHWA approval or estimated to cost $25,000 or more - 2 CFR Parts 180 and 1200). 2 CFR 180.220 and 1200.220.
a. By signing and submitting this proposal, the prospective lower tier participant is providing the certification set out below. b. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department, or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment.
c. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous by reason of changed circumstances. 2 CFR 180.365.
d. The terms "covered transaction," "debarred," "suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 CFR Parts 180, Subpart I, 180.900 – 180.1020, and 1200. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. “First Tier Covered Transactions” refers to any covered transaction between a recipient or subrecipient of Federal funds and a participant (such as the prime or general contract). “Lower Tier Covered Transactions” refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). “First Tier Participant” refers to the participant who has entered into a covered transaction with a recipient or subrecipient of Federal funds (such as the prime or general contractor). “Lower Tier Participant” refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers).
e. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 2 CFR 1200.220 and 1200.332. f. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. 2 CFR 180.220 and 1200.220.
g. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the System for Award Management website (https://www.sam.gov/), which is compiled by the General Services Administration. 2 CFR 180.300, 180.320, 180.330, and 180.335.
h. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.
#11..
- 248 -
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 24 of 32 ends

May 2023
i. Except for transactions authorized under paragraph e of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 2 CFR 180.325.
* * * * *
Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion--Lower Tier Participants:

1. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals:
(a) is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency, 2 CFR 180.355;
(b) is a corporation that has been convicted of a felony violation under any Federal law within the two-year period preceding this proposal (USDOT Order 4200.6 implementing appropriations act requirements); and
(c) is a corporation with any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. (USDOT Order 4200.6 implementing appropriations act requirements)

2. Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant should attach an explanation to this proposal. * * * * *
XI. CERTIFICATION REGARDING USE OF CONTRACT FUNDS

FOR LOBBYING
This provision is applicable to all Federal-aid construction contracts and to all related subcontracts which exceed $100,000. 49 CFR Part 20, App. A.

1. The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that:
a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal 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 any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. 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 Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions.

2. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into.

Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

3. The prospective participant also agrees by submitting its bid or proposal that the participant shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly.

XII. USE OF UNITED STATES-FLAG VESSELS:

This provision is applicable to all Federal-aid construction contracts, design-build contracts, subcontracts, lower-tier subcontracts, purchase orders, lease agreements, or any other covered transaction. 46 CFR Part 381.

This requirement applies to material or equipment that is acquired for a specific Federal-aid highway project. 46 CFR 381.7. It is not applicable to goods or materials that come into inventories independent of an FHWA funded-contract.

When oceanic shipments (or shipments across the Great Lakes) are necessary for materials or equipment acquired for a specific Federalaid construction project, the bidder, proposer, contractor, subcontractor, or vendor agrees:

1. To utilize privately owned United States-flag commercial vessels to ship at least 50 percent of the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers) involved, whenever shipping any equipment, material, or commodities pursuant to this contract, to the extent such vessels are available at fair and reasonable rates for United States-flag commercial vessels. 46 CFR 381.7.

2. To furnish within 20 days following the date of loading for shipments originating within the United States or within 30 working days following the date of loading for shipments originating outside the United States, a legible copy of a rated, ‘on-board’ commercial ocean bill-of-lading in English for each shipment of cargo described in paragraph (b)(1) of this section to both the Contracting Officer (through the prime contractor in the case of subcontractor bills-oflading) and to the Office of Cargo and Commercial Sealift (MAR620), Maritime Administration, Washington, DC 20590. (MARAD requires copies of the ocean carrier's (master) bills of lading, certified onboard, dated, with rates and charges. These bills of lading may contain business sensitive information and therefore may be submitted directly to MARAD by the Ocean Transportation Intermediary on behalf of the contractor). 46 CFR 381.7. #11..
- 249 -
The United States Department of Transportation (USDOT)
Standard Title VI/Non-Discrimination Assurances
DOT Order No. 1050.2A
The California Department of Transportation (herein referred to as the “Recipient”), HEREBY AGREES THAT, as a condition to receiving any Federal financial assistance from the U.S. Department of Transportation (DOT), through the Federal Highway Administration (FHWA), is subject to and will comply with the following:

Statutory/Regulatory Authorities
• Title VI of the Civil Rights Act of 1964 (42 U.S.C § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); • 49 C.F.R Part 21 (entitled Nondiscrimination In Federally-Assisted Programs Of The Department Of Transportation—Effectuation Of Title VI Of The Civil Rights Act Of 1964);
• 28 C.F.R. § 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964)
The preceding statutory and regulatory cites hereinafter are referred to as the “Acts” and “Regulations,” respectively.

General Assurances
In accordance with the Acts, the Regulations, and other pertinent directives, circulars, policy, memoranda, and/or guidance, the Recipient herby gives assurance that it will promptly take any measures necessary to ensure that:
“No person in the United States shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity,” for which the Recipient receives Federal financial assistance from DOT, including the FHWA.

The Civil Rights Restoration Act of 1987 clarified the original intent of Congress, with respect to Title VI and other Non-discrimination requirements (The Age Discrimination Act of 1975, and Section 504 of the Rehabilitation Act of 1973), by restoring the broad, institutional-wide scope and coverage of these nondiscrimination statutes and requirements to include all programs and activities of the Recipient, so long as any portion of the program is Federally assisted.

Title VI Assurances with Appendices A - E
1 of 13

EXHIBIT C EXHIBIT C
#11..
- 250 -
Specific Assurances
More specifically, and without limiting the above general Assurance, the Recipient agrees with and gives the following Assurances with respect to all programs or activities for which the Recipient receives Federal financial assistance:

1. The Recipient agrees that each “activity,” “facility,” or “program,” as defined in §§ 21.23 (b) and 21.23 € of 49 C.F.R. § 21 will be (with regard to an “activity”) facilitated, or will be (with regard to a “facility”) operated, or will be )with regard to a program”) conducted in compliance with all requirements imposed by, or pursuant to the Acts and the Regulations.

2. The Recipient will insert the following notification in all solicitations for bids, Requests For Proposals for work, or material subject to the Acts and the Regulations made in connection with all programs or activities for which the Recipient receives Federal financial assistance, and in adapted form, in all proposals for negotiated agreements regardless of funding source:
“The California Department of Transportation, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C. §§ 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively insure that any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin for an award.”

3. The Recipient will insert the clauses of Appendix A and E of this Assurance in every contract or agreement subject to the Acts and the Regulations.

4. The Recipient will insert the clauses of Appendix B of this Assurance, as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a Recipient.

5. That where the Recipient receives Federal financial assistance to construct a facility, or part of a facility, the Assurance will extend to the entire facility and facilities operated in connection therewith.

Title VI Assurances with Appendices A - E
2 of 13
#11..
- 251 -

6. That where the Recipient receives Federal financial assistance in the form, or for the acquisition of real property or an interest in real property, the Assurance will extend to rights to space on, over, or under such property.

7. That the Recipient will include the clauses set forth in Appendix C and Appendix D of this Assurance, as a covenant running with the land, in any future deeds, leases, licenses, permits, or similar instruments entered into by the Recipient with other parties:
a. for the subsequent transfer or real property acquired or improved under the applicable activity, project, or program; and b. for the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program.

8. That this Assurance obligates the Recipient for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of, personal property, or interest therein, or structures or improvements thereon, in which case the Assurance obligates the Recipient, or any transferee for the longer of the following periods:
a. the period during which the property is used for a purpose for which the Federal financial assistance is extended, or for another purpose involving the provision of similar services or benefits; or b. the period during which the Recipient retains ownership or possession of the property.

9. The Recipient will provide for such methods of administration for the program as are found by the Secretary of Transportation or the official to whom he/she delegates specific authority to give reasonable guarantee that it, other recipients, sub-recipients, sub-grantees, contractors, subcontractors, consultants, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the Acts, the Regulations, and this Assurance.

Title VI Assurances with Appendices A - E
3 of 13
#11..
- 252 -

10. The Recipient agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the Acts, the Regulations, and this Assurance.

By signing this ASSURANCE, the Recipient also agrees to comply (and require any sub-recipients, sub-grantees, contractors, successors, transferees, and/or assignees to comply) with all applicable provisions governing DOT’s access to records, accounts, documents, information, facilities, and staff. You also recognize that you must comply with any program or compliance reviews, and/or complaint investigations conducted by DOT. You must keep records, reports, and submit the material for review upon request to DOT, or its designee in a timely, complete, and accurate way. Additionally, you must comply with all other reporting, data collection, and evaluation requirements, as prescribed by law or detailed in program guidance.

The Recipient gives this ASSURANCE in consideration of and for obtaining any Federal grants, loans, contracts, agreements, property, and/or discounts, or other Federal-aid and Federal financial assistance extended after the date hereof to the recipients by the U.S. Department of Transportation under all programs or activities receiving Federal financial assistance. This ASSURANCE is binding on California, other recipients, sub-recipients, sub-grantees, contractors, subcontractors and their subcontractors’, transferees, successors in interest, and any other participants in all programs or activities receiving Federal financial assistance. The person(s) signing below is authorized to sign this ASSURANCE on behalf of the Recipient.

California Department of Transportation
(Name of Recipient)
by original signed by Toks Omishakin
(Signature of Authorized Official)
DATED 09/17/2021
Title VI Assurances with Appendices A - E
4 of 13
#11..
- 253 -

APPENDIX A
During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “contractor”) agrees as follows:

1. Compliance with Regulations: The contractor (hereinafter includes consultants) will comply with the Acts and the Regulations relative to Nondiscrimination in Federally-assisted programs of the U.S. Department of Transportation, Federal Highway Administration, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract.

2. Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, national origin, age, sex, or disability in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21.

3. Solicitation for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor’s obligations under this contract and the Acts and the Regulations relative to Non-discrimination on the grounds of race, color, national origin, age, sex, or disability.

Title VI Assurances with Appendices A - E
5 of 13
#11..
- 254 -

4. Information and Reports: The contractor will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Recipient or the FHWA to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the Recipient or the FHWA, as appropriate, and will set forth what efforts it has made to obtain the information.

5. Sanctions for Noncompliance: In the event of a contractor’s noncompliance with the Non-discrimination provisions of this contract, the Recipient will impose such contract sanctions as it or the FHWA may determine to be appropriate, including, but not limited to:

1. withholding payments to the contractor under the contract until the contractor complies; and/or

2. cancelling, terminating, or suspending a contract, in whole or in part.

6. Incorporation of Provisions: The contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the Recipient or the FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, or threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the Recipient to enter into any litigation to protect the interests of the Recipient. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States.

Title VI Assurances with Appendices A - E
6 of 13
#11..
- 255 -

APPENDIX B

CLAUSES FOR DEEDS TRANSFERRING UNITED STATES PROPERTY
The following clauses will be included in deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein from the United States pursuant to the provisions of Assurance 4:

NOW THEREFORE, the U.S. Department of Transportation as authorized by law and upon the condition that the California Department of Transportation will accept title to the lands and maintain the project constructed thereon in accordance with Title 23 U.S.C., the regulations for the administration of the preceding statute, and the policies and procedures prescribed by the FHWA of the U.S. Department of Transportation in accordance and in compliance with all requirements imposed by Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252; 42 U.S.C. § 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto the California Department of Transportation all the right, title and interest of the U.S. Department of Transportation in and to said lands described in Exhibit A attached hereto and made a part hereof. (HABENDUM CLAUSE)
TO HAVE AND TO HOLD said lands and interests therein unto the California Department of Transportation and its successors forever, subject, however, to the covenants, conditions, restrictions and reservations herein contained as follows, which will remain in effect for the period during which the real property or structures are used for a purpose for which Federal financial assistance is extended or for another purpose involving the provision of similar services or benefits and will be binding on the California Department of Transportation, its successors and assigns.

Title VI Assurances with Appendices A - E
7 of 13
#11..
- 256 -
The California Department of Transportation, in consideration of the conveyance of said lands and interest in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors and assigns, that (1) no person will on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination with regard to any facility located wholly or in part on, over, or under such lands hereby conveyed [,] [and]* (2) that the California Department of Transportation will use the lands and interests in lands and interest in lands so conveyed, in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations and Acts may be amended[, and (3) that in the event of breach of any of the above-mentioned non-discrimination conditions, the Department will have a right to enter or re-enter said lands and facilities on said lands, and that above described land and facilities will thereon revert to and vest in and become the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this instruction].*
(*Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to make clear the purpose of Title VI.) Title VI Assurances with Appendices A - E
8 of 13
#11..
- 257 -

APPENDIX C

CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE

ACTIVITY, FACILITY, OR PROGRAM
The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered into by the California Department of Transportation pursuant to the provisions of Assurance 7(a):

A. The (grantee, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add “as a covenant running with the land”] that:

1. In the event facilities are constructed, maintained, or otherwise operated on the property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S. Department of Transportation activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.) will maintain and operate such facilities and services in compliance with all requirements imposed by the Acts and Regulations (as may be amended) such that no person on the grounds of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities.

B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Non-discrimination covenants, the California Department of Transportation will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.*
Title VI Assurances with Appendices A - E
9 of 13
#11..
- 258 -
C. With respect to a deed, in the event of breach of any of the above Nondiscrimination covenants, the California Department of Transportation will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the California Department of Transportation and its assigns.*
(*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.) Title VI Assurances with Appendices A - E
10 of 13
#11..
- 259 -

APPENDIX D
CLAUSES FOR CONSTRUCTION/USE.ACCESS TO REAL PROPERTY ACQUIRED UNDER

THE ACTIVITY, FACILITY OR PROGRAM
The following clauses will be included in deeds, licenses, permits, or similar instruments/agreements entered into by the California Department of Transportation pursuant to the provisions of Assurance 7(b):

A. The (grantee, licensee, permittee, etc., as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest ,and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add, “as a covenant running with the land”) that (1) no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, over, or under such land, and the furnishings of services thereon, no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits or, or otherwise be subjected to discrimination, (3) that the (grantee, licensee, lessee, permittee, etc.) will use the premises in compliance with all other requirements imposed by or pursuant to the Acts and Regulations, as amended, set forth in this Assurance.

B. With respect to (licenses, leases, permits, etc.) in the event of breach of any of the above of the above Non-discrimination covenants, the California Department of Transportation will have the right to terminate the (license, permits, etc., as appropriate) and to enter or re-enter and repossess said land and the facilities thereon, and hold the same as if said (license, permit, etc., as appropriate) had never been made or issued.* C. With respect to deeds, in the event of breach of any of the above Nondiscrimination covenants, the California Department of Transportation will there upon revert to and vest in and become the absolute property of the California Department of Transportation and its assigns. (*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.) Title VI Assurances with Appendices A - E
11 of 13
#11..
- 260 -

APPENDIX E
During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “contractor”) agrees to comply with the following non-discrimination statutes and authorities, including, but not limited to:

Pertinent Non-Discrimination Authorities:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21.
• The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);
• Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex;
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CR Part 27;
• The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex);
• The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination of the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131 – 12189) as implemented by Department of Transportation regulations 49 C.F.R. parts 37 and 38;
Title VI Assurances with Appendices A - E
12 of 13
#11..
- 261 -
• The Federal Aviation Administration’s Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex);
• Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100);
• Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq).

Title VI Assurances with Appendices A - E
13 of 13
#11..
- 262 -
#11..
- 263 -
#11..
- 264 -

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

September 12, 2023
Date: August 22, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: Janitorial Supplies Agreement
CONTACT: Dianne Love, Purchasing Manager, [email protected], 209-571-5164
DESCRIPTION:

Consider approving the Purchasing Agreement for Janitorial Supplies to Central Sanitary Supply doing business as (dba) Brady IFS, Las Vegas, NV, for a total amount not to exceed $733,326 over five years. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:

This item advances the City of Modesto 2020-2025 Strategic Plan Area: Governance and Service Delivery: “build community trust in City government through responsive, transparent and efficient service delivery”; Goal J: “build a high-performance organization”.

BACKGROUND:

City departments have a need to purchase janitorial supplies and janitorial paper products to maintain City facilities throughout the City of Modesto. These supplies are utilized by every City department for stock supplies for both City and public use. These janitorial supplies are utilized to manage the cleaning of the City’s public restrooms and facilities throughout City parks. The City operating departments also utilize several of these supplies to address clean-up during traffic signal inspections, electrical and utility worksites. With the increase of the City’s Blight Abatement program, many of our janitorial supplies are necessary to address the clean-up and sanitary needs to clean up illegal dumping areas throughout Modesto.

On August 8, 2018 under Resolution 2018-306, Council approved the Purchase Agreement for janitorial supplies to Central Sanitary Supply, Modesto, CA, for an annual cost not to exceed $180,000 and a total not to exceed amount of $900,000. This agreement is scheduled to expire in August, 2023 but a two-month extension has been requested until the new agreement can be approved. No increase in the Council authority is needed for this two-month extension.

DISCUSSION:

On December 19, 2022, the City Manager authorized the Purchasing Manager to solicit the procurement for janitorial supplies. On April 11, 2023 the Purchasing Division issued Invitation #12..
- 265 -
City Council, September 12, 2023
Janitorial Supplies Agreement

Page 2 of 3 ends

for Bids (IFB) #2223-46 for the janitorial supplies on the City’s PlanetBids public bidding website under the specified commodity code.1 Prospective bidders were notified online and via email of the bid opportunity. Forty-Five (45) companies downloaded the IFB document from PlanetBids.

On May 23, 2023, bids were formally opened in the City Clerk’s office and broadcast via Microsoft Teams Livestream. Seven (7) chose to respond, there was one (1) local bid received.

Based on providing the lowest responsive and responsible bid, City staff recommended to award the janitorial supplies to Central Sanitary Supply dba Brady IFS, Las Vegas, NV for two years with three one-year extension options, for an estimated annual amount of $147,000 and a total amount not to exceed $733,326 over five years. Additionally, Brady IFS has a local storefront located within the City of Modesto and was the only bidder to provide a bid response for all items.

Modesto Municipal Section 8-3.203 requires all purchases, which meet or exceed $50,000 for material, equipment or contractual services to be formally bid. Based on providing the lowest responsive and responsible bid which conforms to the Modesto Municipal Code, 8-3.203 City staff recommends the award of bid janitorial supplies to Central Sanitary Supply dba Brady IFS, Las Vegas, NV.

FISCAL IMPACT:

Sufficient funds are budgeted in Fiscal Year 2023-24 and will be budgeted for future years through the term of this agreement, to cover the cost for these janitorial supplies across City departments. Below is a five-year spending history for janitorial supplies:

Fiscal Year Amount
18-19 $ 80,425
19-20 $ 131,680
20-21 $ 92,246
21-22 $ 68,345
22-23 $ 93,965
Total $ 466,661
The agreement will include an annual increase on the Consumer Price Index for the West Region. Based on the current annual spending with various programs increasing from Measure H, it is anticipated the annual average spending will be $147,000 annually with increases estimated due to inflation and supply demands ranging from 5-8% for an overall not to exceed an amount of $733,326.

Year 1 Year 2 Year 3 Year 4 Year 5 Total
$ 125,000 $ 135,000 $ 145,800 $ 157,464 $ 170,062 $ 733,326 COMMITTEE RECOMMENDATION:

This item was presented at the August 21, 2023 Finance Committee and approved to move forward to Council.
1 Commodity Code: 48500 Janitorial Supplies
#12..
- 266 -
City Council, September 12, 2023
Janitorial Supplies Agreement

Page 3 of 3 ends

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Award of Bid and Purchasing Agreement for Janitorial Supplies to Central Sanitary Supply dba Brady IFS, Las Vegas, NV for two (2) year Agreement with three (3) one-year extension options, for an annual estimated amount of $147,000 and a total amount not to exceed $733,326 over five years and authorizing the City Manager or his designee to execute the Agreement.

Approved by: _____
DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Agreement

3. Exhibit A – City IFB 2223-46

4. Exhibit B- Brady IFB Bid

5. Cost Abstract
#12..
- 267 -
1 MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING THE AWARD OF BID AND PURCHASING

AGREEMENT FOR JANITORIAL SUPPLIES TO CENTRAL SANITARY
SUPPLY DBA BRADY IFS, LAS VEGAS, NV FOR TWO (2) YEAR
AGREEMENT WITH THREE (3) ONE-YEAR EXTENSION OPTIONS, FOR AN ANNUAL ESTIMATED COST OF $147,000 AND A TOTAL AMOUNT NOT TO EXCEED $733,326 OVER FIVE YEARS; AND AUTHORIZING THE CITY

MANAGER OR HIS DESIGNEE TO EXECUTE THE AGREEMENT
WHEREAS, City departments have a need to purchase janitorial supplies and janitorial paper products to maintain City facilities throughout the City of Modesto; and WHEREAS, on August 8, 2018 under Resolution 2018-306, Council approved the Purchase Agreement for janitorial supplies to Central Sanitary Supply, Modesto, CA, for an annual cost not to exceed $180,000 and a total not to exceed amount of $900,000; and
WHEREAS, on December 19, 2022, the City Manager authorized the Purchasing Manager to solicit the procurement for janitorial supplies; and WHEREAS, on April 11, 2023 the Purchasing Division issued Invitation for Bids (IFB) #2223-46 for the janitorial supplies on the City’s PlanetBids public bidding website under the specified commodity code; and
WHEREAS, prospective bidders were notified online and via email of the bid opportunity and forty-Five (45) companies downloaded the IFB document from PlanetBids; and
WHEREAS, on May 23, 2023, bids were formally opened in the City Clerk’s office and broadcast via Microsoft Teams Livestream; and WHEREAS, seven (7) chose to respond, there was one (1) local bid received; and #12..
- 268 -
2 WHEREAS, based on providing the lowest responsive and responsible bid, City staff recommended to award the janitorial supplies to Central Sanitary Supply dba Brady IFS, Las Vegas, NV; and
WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $50,000 for material, equipment or contractual services to follow the formal bid procedures; and
WHEREAS, based on providing the lowest responsive and responsible bid which conforms to the Modesto Municipal Code, 8-3.203 City staff recommends the award of bid janitorial supplies to Central Sanitary Supply dba Brady IFS, Las Vegas, NV.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Award of Bid and Purchasing Agreement for Janitorial Supplies to Central Sanitary Supply dba Brady IFS, Las Vegas, NV for two (2) year Agreement with three (3) one-year extension options, for an annual estimated amount of $147,000 and a total amount not to exceed $733,326 over five years.

BE IT FURTHER RESOLVED, that the City Manager, or his designee, is hereby authorized to execute the agreement, in a form approved by the City Attorney. #12..
- 269 -
3 The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 12th day of September 2023, by Councilmember ________, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________
JOSE M. SANCHEZ, City Attorney
#12..
- 270 -
ANNUAL PURCHASE AGREEMENT – JANITORIAL SUPPLIES
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ______ day of _________, 2023, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and BRADY IFS, LAS VEGAS, NV a LIMITED LIABLITY COMPANY, registered in Delaware hereinafter called VENDOR,
W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution
No.________authorizing the Award of Bid and agreement for the janitorial supplies described herein (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the VENDOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and VENDOR shall enter into an agreement for the JANITOARIAL SUPPLIES as described in IFB 2223-46, attached hereto as Exhibit “C” and made a part hereof, and

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT: The term of the AGREEMENT shall be for a period of TWO YEARS with THREE one-year extension options at the sole discretion of City, for a total of up to five years.

Year one: SEPTEMBER 13, 2023 THROUGH SEPTEMBER 12, 2024 Year two: SEPTEMBER 13, 2024 THROUGH SEPTEMBER 12, 2025 #12..
- 271 -
Year three: SEPTEMBER 13, 2025 THROUGH SEPTEMBER 12, 2026 Year four: SEPTEMBER 13, 2026 THROUGH SEPTEMBER 12, 2027 Year five: SEPTEMBER 13, 2027 THROUGH SEPTEMBER 12, 2028

2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $147,000. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $733,326.

B. Pricing during AGREEMENT Year one shall be as set forth in Exhibit A Pricing, attached hereto and made a part hereof by this reference.

C. Pricing shall remain firm for the first year of the AGREEMENT.

D. Price increases for each subsequent AGREEMENT years two, three, four, and five, shall be negotiated in good faith by the parties, but in no instance may exceed the net percentage increase during the prior 12-month period in the Federal Bureau of Labor Statistics’ Consumer Price Index (CPI) for West Urban Area of Modesto, California. Requests for price increases in any renewal year shall be submitted by VENDOR in writing at least 60 days prior to the annual anniversary date of the AGREEMENT.

3. USAGE: Vendor shall provide whatever quantities may be required during the term of this Agreement. No minimum or maximum quantities are guaranteed or implied by CITY.

4. ORDERING: Vendor shall deliver GOODS to the location specified within CITY’s purchase order. Unless otherwise specified by the Purchasing Division, no GOODS may be delivered to CITY unless a purchase order has been provided by CITY to VENDOR.

5. PAYMENT: All invoices shall be paid in full by CITY after completion and acceptance of the GOODS by the City, and receipt of a properly prepared invoice submitted by VENDOR via email to [email protected] . As specified by the Purchasing Division, every invoice must reference this AGREEMENT number or CITY’s purchase order number.

VENDOR will be paid by CITY via the following payment method Net 30 terms via CITY’s ePay Program.

6. AMENDMENTS: No changes to this AGREEMENT shall be effective unless documented by a written amendment to this AGREEMENT and signed by the parties hereto with CITY represented by the Purchasing Division.

7. TERMINATION:

A. In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the non-performance. Within 30 days after receipt of notification, the breaching party shall #12..
- 272 -
correct any non-performance to the reasonable satisfaction of the non-breaching party.

Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

B. CITY may terminate this AGREEMENT for convenience upon 30 days prior notice to VENDOR by CITY’s authorized employee.

8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in conformity with this AGREEMENT or CITY’s purchase order, the CITY shall have the rights to either reject the GOODS or require correction. Defective articles or services shall be removed from CITY premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. CITY may deduct from any moneys due or that may there after come due to VENDOR, or send an invoice to the VENDOR which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the CITY. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder.

Failure by CITY to inspect and accept or reject shall not relieve the VENDOR from responsibility for compliance with specifications. Final acceptance shall be conclusive except as regards to latent defects, fraud, or such gross mistakes as amount to fraud.

9. RESPONSIBILITY: Unless otherwise specified, the VENDOR shall be responsible for all GOODS until delivered at CITY’s designated delivery point and shall bear all risks as to items rejected or requiring correction after notice of such rejection or correction is given.

10. SHIPMENT: Unless otherwise authorized by CITY’s Purchasing Division, GOODS shall be delivered F.O.B. Destination Freight Prepaid and Included in Price of GOODS. VENDOR may not collect freight collect or charge shipping expenses otherwise to CITY. Original receipted freight bill must accompany the invoice. Shipment must be made within the time stated on Purchase Order, failing which CITY reserves the right to purchase elsewhere and charge VENDOR with any loss incurred, unless delay in making shipment is due to unforeseeable causes beyond the control and without the fault or negligence of VENDOR.

11. CHANGES: A purchase order may at any time, by written order of the CITY, be changed in regard to the GOODS to be furnished, quantities ordered, unit price, discount, delivery point or arrangements, terms or any other matters affecting a valid PO. In the event such change causes an increase or decrease in the cost of performance hereunder, and equitable adjustment will be made for the cost thereof, subject to the approval of the Purchasing Manager, and written notice given therefore.
#12..
- 273 -

12. WARRANTY: Notwithstanding any other provisions of the purchase order, VENDOR warranties for the GOODS shall extend for 90 days after delivery thereof to CITY, shall meet or exceed all original manufacturer warranties, and that GOODS shall be of the most suitable grade as specified in this AGREEMENT, VENDOR’s own marketing materials and in the purchase order. Moreover, VENDOR warrants and represents that GOODS shall comply with warranties of merchantability and fitness for a particular purpose. If a defect is discovered in any GOODS covered in this AGREEMENT, VENDOR shall correct at its expense, including transportation/freight, such defects as are reported within one year of final acceptance.

13. INSURANCE: Any purchase order where work, maintenance, or service is performed on CITY property requires appropriate insurance. VENDOR shall ensure proper insurance certificates are on file with the CITY prior to performing onsite work. Contact CITY’s Purchasing Division to verify the type of insurance required.

14. TAX EXEMPTIONS: The CITY is exempt from payment of federal excise tax. All invoices shall be exclusive of such excise tax. Moreover, if the CITY’s purchase is not subject to sales tax, the statement for resale will appear in the body of the purchase order.

15. INDEMNITIES:

A. VENDOR agrees to protect, indemnify and save harmless CITY and its agents, officers, employees, and volunteers from any claim, loss or damage from VENDOR’s, or the GOODs’, infringement of trademarks, patents, copyrights and unfair competition action with to any third party.

B. VENDOR shall hold the CITY and its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of VENDOR, or its agents, officers, employees, or subcontractors relating to or during the performance of its obligations under this AGREEMENT. VENDOR’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for VENDOR to procure and maintain a policy of insurance VENDOR.

16. GOVERNING LAW: This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, U.S.A., without giving effect to its conflicts of law provisions or principles.

17. VENUE: Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.
#12..
- 274 -

18. ATTORNEYS’ FEES. If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

19. LIMITATION OF LIABILITY: The CITY shall not be responsible for any damage that may accrue by reason of the death or injury of the person of the Vendor’s officers, agents, employees, invitees, or licensees, or be set up at any time because of personal injury or damage to property sustained by any other person or persons, which may have been caused or contributed to, approximately or remotely, by reason of or in the course of performance of the Purchase Order. The Vendor shall assume full responsibility for the defense of any claims arising under the Purchase Order and the Vendor shall save, keep, and bear harmless the City, all officers and employees thereof, from all damages, costs, or expenses because of personal injury or property damage based on the performance of this Purchase Order or asserted against it.

20. NOTICES: Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid addressed as follows:

CONTRACTOR: BRADYIFS
7055 Lindell Rd.

Las Vegas, NV 89118
David Martini
(209) 523-3002
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Attn: Michelle Tapley
Email – [email protected]
Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

21. ASSIGNMENT: Neither this AGREEMENT nor any portion hereof shall be subcontracted or assigned without the written consent of the City in each and every instance.

22. MISCELLANEOUS: Time is of the essence in each and every provision of this AGREEMENT.
#12..
- 275 -

23. ENTIRE AGREEMENT: This AGREEMENT and its exhibits contain the entire understanding between VENDOR and CITY. Additional or new terms contained in this AGREEMENT which vary from VENDOR’S bid are controlling and are deemed accepted by VENDOR by provision of any GOODS or other commencement of performance hereunder.

The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

24. PARTIAL INVALIDITY: If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this AGREEMENT in duplicate by its City Manager and attested by its City Clerk under authority of Resolution No. 2023- adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2023 and VENDOR has caused this Agreement to be duly executed.
#12..
- 276 -
1 INVITATION FOR BIDS (“IFB”) NO. 2223-46
FOR

JANITORIAL SUPPLIES
BID OPENING: MAY 23, 2023 at 11:00 A.M.

CITY OF MODESTO CONTACT: MICHELLE TAPLEY, SENIOR BUYER
E-MAIL ADDRESS: [email protected]
#12..
- 277 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
2 Table of Contents PAGE
NOTICE TO BIDDERS ............................................................................................................................. 3 CALENDAR OF EVENTS ........................................................................................................................ 5 CONTACT.................................................................................................................................................. 5 VIRTUAL BID OPENING......................................................................................................................... 6 GENERAL BID REQUIREMENTS .......................................................................................................... 7 A. BID SUBMITTAL....................................................................................................................... 7 E. CITY ACCEPTANCE/REJECTION OF IRREGULAR BIDS:.................................................. 7 F. COMPLETE BID DOCUMENT: ................................................................................................ 7 G. COMPLIANCE/NON-COMPLIANCE:...................................................................................... 8 M. BID PROTEST AND APPEAL PROCEDURES:..................................................................... 10 BID SUBMITTAL CHECKLIST......................................................................................................... 14 BID FORM A - IFB ACKNOWLEDGEMENT .................................................................................. 15 BID FORM B – BIDDER COMPANY INFORMATION................................................................... 18 BID FORM C - PRICING SCHEDULE .............................................................................................. 20 BID FORM D – BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS.......................... 37 BID FORM E – BIDDER CUSTOMER REFERENCES .................................................................... 38 BID FORM F - FINANCIAL INTEREST DISCLOSURE.................................................................. 40 BID FORM G – SUPPORT OF LOCAL VENDORS.......................................................................... 42 BID FORM H - BIDDER COMPANY HISTORY STATEMENT..................................................... 43 BID FORM I - ADDENDA ACKNOWLEDGEMENT ...................................................................... 44 BID FORM J – BIDDER WARRANTY STATEMENTS................................................................... 45 TECHNICAL SPECIFICATIONS AND REQUIREMENTS ................................................................. 46

1.1 SCOPE OF WORK:........................................................................................................................ 46 #12..
- 278 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
3 NOTICE TO BIDDERS
NOTICE IS HEREBY GIVEN that the City of Modesto, County of Stanislaus, State of California (“City”), will receive at the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 sealed Bids (each, a “Bid”) from qualified Bidders (each, a “Bidder”) for the furnishing of Janitorial Supplies equipment, materials, supplies and/or related services (the “Services”) for the City of Modesto, Finance Department, Citywide Divisions.

All equipment, materials, and supplies shall be furnished F.O.B. City of Modesto (delivery charges borne by Bidder, included in the Services pricing herein, and not separately charged to the City).

Bidders are highly recommended to download all IFB documents from the City’s Purchasing Division website at http://www.modestogov.com/257/Contracting-Bid-Opportunities; such IFB documents shall include all specifications necessary for Bidders to submit a responsive Bid..

Each Bid shall be sealed and filed with the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 prior to Tuesday, May 23, 2023 at 11:00 A.M., at which time Bids will be opened, read, and recorded. The opening of bids will not be physically open to the public but may be viewed simultaneously via video conferencing in the manner provided for herein. All Bids shall be available for review following City Council award approval at the Purchasing Division, 1010 Tenth Street, 5th Floor, Suite 5300, Modesto, CA 95354.

Bids will be received only at the address shown above, and prior to the time indicated. Any Bid received at or after said time and/or date, or at a place other than the stated address cannot be considered and will be returned to the Bidder unopened.

All Bids, whether delivered by an employee of the Bidder, U.S. Postal Service, courier, or package delivery service must be received and time stamped at the stated address prior to the time designated.

The City Clerk’s time stamp shall be considered the official timepiece for the purpose of establishing the actual receipt of Bids. Bids will not be accepted by email or facsimile. The City of Modesto assumes no responsibility for delay in the delivery of the Bid. #12..
- 279 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
4 On the outside of the Bid envelope and courier envelope, if any, the Bidder shall indicate the following:
“NAME AND ADDRESS OF BIDDER
BID IN RESPONSE TO INVITATION FOR BIDS # 2223-46
BID OPENING DATE: MAY 23, 2023 AT 11:00 A.M.”
Bidder must deliver your Bid by a preferred method to the appropriate location below:

MAIL TO: CITY CLERK DELIVER/ COURIER TO: CITY CLERK

CITY OF MODESTO CITY OF MODESTO
P.O. BOX 642 1010 10TH STREET,
SUITE 6600, MODESTO, CA 95353 MODESTO, CA 95354
The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

No Bidder may withdraw its Bid for a period of 90 days after the date set for the opening thereof. #12..
- 280 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
5 CALENDAR OF EVENTS
Event Date
IFB Issued April 11, 2023
Written Questions Due via Email April 20, 2023
Addendum Issued (if required) April 27, 2023 (approximate date) Bid Due Date & Time PRIOR 11:00 A.M. on Tuesday, May 23, 2023 Agreement Award Approximately August, 2023

CONTACT
All questions regarding these specifications, terms, and conditions shall be submitted in writing via email to the City’s Purchasing Division contact named on the cover page of this IFB (“City Contact”) by the date listed in the CALENDAR OF EVENTS above. The City will respond to pertinent questions through issuance of an Addendum to be available to all Bidders. All contact between Bidder and the City regarding the Bid process shall be through the City Contact. Attempts by the Bidder to contact other City personnel regarding this IFB and associated process may result in disqualification of the Bidder. Notwithstanding the foregoing, information intentionally or un-intentionally provided by any person other than the City Contact may not be correct and will not be binding upon the City.

PRECEDENCE
Bidder agrees that any agreement resulting from City’s acceptance of its Bid, together with the terms in any City purchase order and associated specifications provided by the City to Bidder therewith, shall comprise the entire agreement between City and Bidder. Moreover, Bidder agrees that any additional or contrary terms contained in Bidder’s acknowledgement of, shall be null and void. #12..
- 281 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
6 VIRTUAL BID OPENING
The City of Modesto will be broadcasting Bid openings live electronically via Microsoft Teams at 11:00 a.m. (Pacific Time) on Tuesday, May 23, 2023 the City Clerk Record of Bid document should be available on Planet Bids by the end of the same day.

The public Bid opening for this Invitation for Bids will be available using the URL link containing the Number and Title of the Bid on the cover page, provided below. By submitting your Bid for the abovestated IFB you acknowledge, understand, and agree to this modified Bid opening procedure.

URL: https://teams.microsoft.com/l/meetup
join/19%3ameeting_NTI0YzBiMDMtNDQ0Yi00YjNlLWIwZjYtYzg4ZDVjMDdkM2Mz%40thread.v2 /0?context=%7b%22Tid%22%3a%22125ccacf-fc61-463c-9976-
189f876ff90b%22%2c%22Oid%22%3a%229715c333-c997-4dd7-8984-12cd4deaa705%22%7d Join Microsoft Teams Meeting (Click here to join the meeting) • +1 (469)-998-7409
• Conference ID: 961 656 049#
Should you have any questions regarding this, please do not hesitate to contact the Purchasing Department Contact listed on the Cover Page.
#12..
- 282 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
7 GENERAL BID REQUIREMENTS
A. BID SUBMITTAL: Bidders should submit two “inked” (preferably blue ink) signed original Bid document, plus one copy of the signed original Bid document, and one electronic copy submitted via USB. The original Bid document shall be clearly marked. Photocopies do not constitute an original Bid. FAILURE TO FURNISH AT LEAST TWO “INKED” SIGNED ORIGINAL BID DOCUMENT MAY RESULT IN DISQUALIFICATION.

B. CONFIDENTIAL BIDDER INFORMATION: It is the responsibility of the Bidders to identify information in their Bid submission that they may consider to be confidential under the California Public Records Act. To the extent that the City agrees with that designation, such information will be held in confidence whenever possible. All other information will be considered public.

C. BIDDER COSTS INCURRED IN RESPONDING TO IFB: All costs associated with the preparation and submission of a Bid shall be borne by the Bidder.

D. BIDDER EXCEPTIONS: All exceptions taken to this IFB, and associated specifications shall be specifically and clearly identified on Exceptions, Clarifications and Amendments form.

Failure to comply with this provision may deem the Bid as non-responsive. Please review the Sample Agreement and make note on the Exceptions, Clarifications, and Amendments form for any changes. Exceptions taken shall not affect the overall performance and quality of equipment, materials and/or provision of Services required by the City. The Purchasing Manager or designated agent shall make the final decision regarding the acceptability of equipment, materials and/or provision of Services with exceptions.

E. CITY ACCEPTANCE/REJECTION OF IRREGULAR BIDS: An agreement shall be awarded to the Bidder whose Bid most closely satisfies the needs of the City and is deemed the most advantageous to the City. The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

F. COMPLETE BID DOCUMENT: The following forms constitute the makeup of a complete Bid document and shall be signed wherever indicated and submitted to the City in the order listed ):
• Bid Form A - IFB Acknowledgement
• Bid Form B – Bidder Company Information
• Bid Form C - Pricing Schedule
• Bid Form D – Bidder Exceptions, Clarifications, Amendments • Bid Form E – Bidder Customer References
• Bid Form F - Financial Interest Disclosure
• Bid Form G – Support of Local Vendors
• Bid Form H – Bidder Company History Statement
• Bid Form I - Addenda Acknowledgement Page (if applicable) #12..
- 283 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
8 • Bid Form J – Bidder Warranty Statements
Failure to furnish any of these documents may result in disqualification.

G. COMPLIANCE/NON-COMPLIANCE: If Bidder cannot comply with a specification requirement in this IFB, note on the Exception, Clarifications, Amendments form of the specification paragraph, your exception, and your recommendation. The Purchasing Manager will evaluate your recommendation. If after evaluation it is determined that the Bidder is not in compliance with the specification, the Bid may be rejected.

H. PROPOSED PRICING FORMAT:
• The cost of labor, equipment, fuel, licenses, bonds, permits, and insurance necessary to perform the required provision of Services shall be included in Bid pricing, along with Bidder’s profit margin and any other cost factors.
• Unless otherwise stated, the Bidder agrees that, in the event of a price decline, the benefit of such lower pricing shall be extended to the City.
• The City of Modesto shall not pay mileage charges or travel time from the Contractor’s place of business to the job site, or from site to site, or for the Contractor’s travel time to pick up materials.
• Bidder shall use the pricing schedule provided in this IFB to present Bid pricing. No other form or format shall be accepted. Bid must be submitted on the Pricing Schedule provided. No alterations may be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on the Exception, Clarification, Amendments Form.

I. AWARD OF BID:
• The City may award one or more agreements to one or more Bidder in order to provide for backup, or in case the “primary” contractor is unable to meet the City’s needs. • The City reserves the right to decline to award any agreement if it is determined that the proposed pricing is not competitively priced based on similar agreements with public agencies within the State of California or if the bids received fail to meet the City’s requirements.
• The City reserves the right to select that Bid, which best suits the City’s needs. In addition to price, consideration will be given to the quality and performance of the service to be purchased, and the criteria listed in Modesto Municipal Code Section 8-

3.203(f). Regardless of City staff’s recommendation, the City Council reserves the right #12..
- 284 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
9 to award an agreement to the Bidder that best suits the City’s needs as determined by the City Council whether or not said award is consistent with City staff’s recommendation for award.

J. SUPPORT OF LOCAL VENDORS: Should the Bidder that submits the lowest responsive Bid or and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-3.204 of the Modesto Municipal Code (MMC) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within 5%of the lowest Bid, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid or quote of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager. To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

K. INDEMNITY: The successful Bidder (the “Contractor”) will be required to hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgements or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of the Contractor, its agents, officers, employees, and volunteers relating to or during the performance of its obligations under this Bid. Contractor’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for Contractor to procure and maintain a policy of insurance. With reference to the foregoing, the parties agree that all risk of loss, including but not limited to damages, property losses and defense of third-party suits, arising out of or relation to the operation of City-owned vehicles by Contractor’s employees will be apportioned to Contractor in accordance with the provisions contained in indemnity.

L. BIDDER REPRESENTATION: Bidder represents that:
• Bidder has had an opportunity to examine and has examined any and all of the documents, including specifications, any resultant contract and supporting data, and that it has, from the information contained in such documents, specifications, and data, fully acquainted itself with all conditions relevant to the work. • Bidder has made all reasonable investigations essential to a full understanding of the difficulties, which may be encountered in performing the work. • Bidder will complete the proposed provision of Services for the compensation stated in any resultant agreement.
#12..
- 285 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
10 • Bidder assumes full and complete responsibility for all conditions relevant to the proposed provision of Services and all risks in connection therewith. • Bidder represents that it is fully qualified to perform the proposed provision of Services in accordance with the terms of any resultant agreement within the time specified therein.

M. BID PROTEST AND APPEAL PROCEDURES: Bidders wishing to protest or appeal a contract award decision by the City of Modesto must follow the procedures provided in this section. Protests or appeals which are not submitted in accordance with these procedures will not be reviewed.

Definitions
For the purposes of these procedures: "Days" means working days in which City Hall is open for business, excluding holidays and weekends.
"Bid" includes the term "offer" or "proposal" as used in the context of formal, informal, or negotiated procurements.
"Announced Decision" includes the term “Notice of Intent to Award Letter”. Once the City has issued an Announced Decision, the date noted will begin the time that a Bidder may lodge a protest.

Protest Procedures
• Only a Bidder who has actually submitted a Bid is eligible to submit a protest against the City’s Announced Decision.
• Subcontractors are not eligible to submit bid protests. • A Bidder may not rely on the bid protest submitted by another bidder but must timely pursue its own protest.
• A written protest to an Announced Decision must be made to the City of Modesto's Director of Finance no later than ten days after the date of the Announced Decision. • The protest shall be delivered or sent by registered mail and received by the City by the deadline, or protest will be automatically rejected. Protestors who choose to be represented by legal counsel are responsible for the associated expenses. • The protest shall be accompanied by a certified or cashier's check in the amount of $300.00, (except for protests of Federally Funded agreements), made payable to the #12..
- 286 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
11 Clerk of the City of Modesto. Protests filed without the requisite fee will be rejected without any additional review.
• The protest filed with the Director of Finance shall:
a. Include the name, address, email address and business telephone number of the protestor;
b. Identify the protest by name, Invitation for Bid (IFB) or Request for Proposal (RFP) number, and IFB/RFP date;
c. The bid protest must contain a complete statement of the basis for the protest and all supporting documentation. The protest must refer to the specific portion or portions of the Contract Documents upon which the protest is based; d. Include all supporting documentation, if any. Documentation submitted after filing deadline will not be reviewed.
• Bid Protests: A Bidder shall follow, in order, the following steps:
a. Protest to Director of Finance: Upon receipt of a complete and timely protest, the Director of Finance shall review all the submitted materials and shall create and retain a written record of the review. The Director of Finance shall respond at least generally to each material issue raised in the protest not later than ten days after receipt of the protest. Notice of the Director of Finance's decision may be given by letter mailed through U.S. Postal Service.

All protests to the Director of Finance shall either be delivered to:

City Clerk’s Office
Attn: Director of Finance
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Director of Finance
PO Box 642
Modesto CA 95353
b. Appeal to Deputy City Manager: At the protestor’s discretion, the decision of the Director of Finance may be appealed in writing to the City of Modesto's Deputy City Manager(s) no later than ten days after the date of the Director of Finance’s Decision. The scope of the appeal shall be limited by the issues raised in the initial protest to the Director of Finance. The Deputy City Manager shall not be #12..
- 287 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
12 permitted to review any newly raised issues. The Deputy City Manager shall review the appeal, accompanying supporting documents, if any and the written records of the protest review by the Director of Finance. A written record of the Deputy City Manager's review shall be created and maintained. The Deputy City Manager shall give notice of their decision to the protestor within ten days after receipt of appeal.

Further protest appeals shall either be delivered to:

City Clerk’s Office
Attn: Deputy City Manager
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Deputy City Manager
PO Box 642
Modesto CA 95353
d. Appeal to City Council: Any protestor seeking to appeal to the decision of the Deputy City Manager may appeal in writing to the City Council by filing with the City Clerk a written notice of such appeal not later than ten days after the date of the Deputy City Manager's decision. The City Clerk will calendar the protest for Council hearing and give notice of the time and place of the hearing as provided in Modesto Municipal Code Sections 1-4.01 through 1-4.05. The City Council’s decision on the appeal shall be final.

All protest appeals to the City Council shall either be delivered to:

City Clerk’s Office
Attn: City Council
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: City Council
PO Box 642
Modesto CA 95353
#12..
- 288 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
13 e. Optional Alternative Process for Protests of Procurement Actions Exceeding $250,000: A Bidder protesting procurements exceeding $250,000 shall comply with the procedures contained herein, except that in lieu of appeal to the Deputy City Manager a protestor may request that the protest be heard and decided at an administrative hearing.

A written request for administrative hearing shall be accompanied by a certified or cashier's check in the amount of $1,500, (except for protests of Federally Funded projects); The request for hearing shall include the specific grounds of the appeal.

The City of Modesto shall select and engage an impartial and qualified person to act as hearing officer in the pending protest. The protestor shall have the right to twice reject the selected hearing officer, provided that the City is notified of such rejection within three days of notice to protestor of the name of the hearing officer.

The protest shall be heard not later than twenty days after receipt of protestor's request for hearing and the selection of a hearing officer. Protests not made in a timely manner shall be deemed withdrawn unless the City and the protestor mutually agree otherwise in writing. The protestor’s failure to accept a hearing officer after the third attempt by City staff to identify an impartial hearing officer shall be deemed a withdrawal of the protest.

The costs of the hearing officer and expenses of the protest shall be borne by the protestor. The sums deposited with the request for hearing shall be credited to the costs of the hearing officer and other hearing expenses. f. Mandatory Alternative Process for Protests of Procurements Obtained with Federal Funds: If the protested procurement involves federal funds, the Deputy City Manager, City Council, or hearing officer shall give notice, accompanying their respective decisions, to the protestor that he or she has the right to appeal to the appropriate federal agency, for which an agency name, contact (where available) and address shall be provided by City staff. Such an appeal shall be filed with the appropriate agency within seven business days of the dispatch or rejection notices to the protestor. Federal agencies may entertain protests alleging that the City has failed to adopt written protest procedures or has failed to follow such procedures. The City Council is the highest authority of the City of Modesto, and its decisions are final. A disappointed Bidder for a contract involving expenditures of Federal funds shall have the right to appeal the City Council decision directly to the federal agency as described
#12..
- 289 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
14 BID SUBMITTAL CHECKLIST

BID SUBMITTAL CHECKLIST
The Bidder shall provide a complete Bid in a sealed envelope by the required deadline on the Bid Opening Date. Failure to provide all the required documents may cause the Bid to be considered nonresponsive.

Bidder’s Bid must contain the following applicable elements completed and signed as described morefully herein. The following checklist is provided solely for Bidder’s use in reviewing the completeness of your submission:

COMPLETE BID ELEMENTS 
Bid Form A – IFB Acknowledgement
Bid Form B – Bidder Company Information
Bid Form C - Pricing Schedule
Bid Form D – Bidder Exceptions, Clarifications, Amendments Bid Form E – Bidder Customer References
Bid Form F - Financial Interest Disclosure
Bid Form G – Support of Local Vendors
Bid Form H – Bidder Company History Statement
Bid Form I - Addenda Acknowledgement
Bid Form J – Bidder Warranty Statements

Bidder’s submission should include all City of Modesto forms. If any form is not applicable, Bidder should write or type “Not Applicable” on it but still include the form in your submission. #12..
- 290 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
15 BID FORM A - IFB ACKNOWLEDGEMENT
The City is soliciting Bids from qualified firms (each a “Bidder” to fulfill the City’s requirements per the specifications, terms and conditions contained in this Invitation for Bids (“Invitation for Bids” or “IFB”).

This Bid Acknowledgement must be completed, signed by an authorized responsible officer or employee, dated, and submitted with the Bid response. Obligations assumed by such signature will include the following:

1. Preparation of Bids: (a) All prices and notations must be printed in ink or typewritten. No erasures permitted. Errors may be crossed out and corrections printed in ink or typewritten adjacent and must be initialed in ink by person signing the Bid. (b) Quote price as specified in Bid. No alterations or changes of any kind shall be permitted to the Bid Form. Responses that do not comply shall be subject to rejection in total.

2. Failure to Submit Bid: If you are not submitting a Bid but want to remain on the mailing list and receive future Bids, complete, sign and return this Bid Acknowledgement and state the reason you are not pricing.

3. Taxes and Freight Charges: (a) Unless otherwise required and specified in the IFB, the prices quoted herein do not include Sales, Use or other taxes. (b) No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or for any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the Bid. (c) Amount paid for transportation of property to the City is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping paper shows the consignee as one (1) of the City; as such papers may be accepted by the carrier as proof of the exempt character of the shipment. (d) Articles sold to the City are exempt from certain Federal excise taxes. The City will furnish an exemption certificate.

4. Award: (a) Unless otherwise specified by the Bidder or the IFB gives notice of an all-or-none award, the City may accept any item or group of items of any Bid. (b) Bids are subject to acceptance by the City at any time within 45 days of opening, unless otherwise specified in the IFB. A Bidder shall not change its bid if accepted within such time. (c) A valid, contract based on the sample agreement attached to the IFB and the submitted bid shall be mailed, or otherwise furnished, to the successful Bidder within the time for acceptance specified, and such contract shall be a binding agreement without further action by either party. The contract shall be interpreted, construed, and given effect in all respects according to the laws of the State of California.

5. Patent Indemnity: Bidders who do business with the City shall hold the City, its officers, agents, and employees, harmless from liability of any nature or kind, including cost and expenses, for infringement or use of any patent, copyright or other proprietary right, secret process, patented or unpatented invention, article or appliance furnished or used in connection with the contract or purchase order.
#12..
- 291 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
16 6. Samples: Samples of items, when required, shall be furnished free of expense to the City and if not destroyed by test may upon request (made when the sample is furnished), be returned at the Bidder’s expense.

7. Rights and Remedies of City for Default: (a) In the event any item furnished by the Bidder in the performance of the contract or purchase order should fail to conform to the specifications therefore or to the sample submitted by the Bidder with its Bid, the City may reject the same, and it shall thereupon become the duty of the Bidder to reclaim and remove the same forthwith, without expense to the City, and immediately to replace all such rejected items with others conforming to such specifications or samples; provided that should the Bidder fail, neglect or refuse to do so, the City shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. City may deduct from any moneys due or that may there after come due to Bidder or send an invoice to the Bidder which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the City. In the event that the Bidder fails to make prompt delivery as specified for any item, the same conditions as to the rights of the City to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. (b) Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. (c) The rights and remedies of the City provided above shall not be exclusive and are in addition to any other rights and remedies provided by law or under the contract.

8. Payment Terms and Methods: Bidder will be able to choose from either of the following payment methods and associated timings:
(a) Option A (Preferred): City of Modesto ePay Payment: This secure payment methodology is preferred by an increasing number of the City’s suppliers. On Net 30-day timing, you will receive a single-use Master Card number with a detailed remittance for each payment. You will process the payment though your POS/Card terminal. The payment remittance will be sent from [email protected] via email and will contain the following information:
• 16-digit credit card number
• Expiration date
• Security code
• Total dollar amount of invoices to be paid
• Invoices reference numbers and corresponding amounts
ePay results in small percentage rebate of 1.0% to the City through the card issuer. That rebate amount will be considered by the City in its evaluation of Bidder’s pricing proposal hereunder.

Information about enrolling in MasterCard ePay program can be obtained from the City’s contact listed on the Cover Page of this IFB.
#12..
- 292 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
17 (b) Option B – Manual Check: On Net 45 Day timing, the City will mail a hardcopy check to Bidder. The payment will be deemed to have been made when the check envelope is mailed via US Postal Service First Class Mail. The timing of the mailing will be at the end of the Net 45 Day period. Additional time should be estimated by the Bidder for the check to be in transit, and to await deposit and clearance by Bidder staff.

9. California Government Code Section 4552: In submitting a Bid to the City, the Bidder offers and agrees that if the Bid is accepted, it will assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of Services, materials, or services by the Bidder for sale to the purchasing body pursuant to the Bid. Such assignment shall be made and become effective at the time the purchasing body tender’s final payment to the Bidder.

10. No Guarantee or Warranty: The City makes no guarantee or warranty as to the condition, completeness or safety of any material or equipment that may be traded under a contract or purchase order resulting from this Bid.

11. Two “Inked” Signed Original Bids Document Requested: Failure to furnish two “inked” signed original Bid document may result in disqualification. These must be accompanied by one copy and one electronic document recorded onto a USB storage device.

12. Minor Irregularities. The City reserves the right, in its sole discretion, to waive any informalities or minor irregularities in a Bid.

The undersigned acknowledges receipt of the referenced IFB and/or Addenda and offers and agrees to furnish the articles and/or services specified on behalf of the Bidder indicated in Bidder’s Bid Forms A through L, attached hereto, and made a part hereof, for the pricing proposed on the Pricing Schedule.

Bidder Company Name:

Bidder Headquarters Address:

City/State/Zip:

Signature/Title/Date:
#12..
- 293 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
18 BID FORM B – BIDDER COMPANY INFORMATION
A. Bidder Company Full
Legal Name
B. Bidder Company
Marketplace (or DBA)
Name
C. Type of Legal Entity: ___ Corporation, registered in ____________________ (State) ___ Limited Liability Company, registered in _________________(State) ___ Partnership, registered in ________________(State)
___ Sole Proprietorship, registered in ____________(State) ___ Other ___________________________________________(Describe) D. Headquarters Address
(Street Address, City,
State, Country, Postal
Code):

E. Website Address: www.___________
F. Contact Person Details: Name:

Title:

Phone (Office):

Phone (Mobile):

Mailing Address (Street Address, City, State, Postal Code):

Fax Number:

Email:

G. Federal Taxpayer
Identification Number
(TIN):

H. Dun & Bradstreet
(DUNS) Number:

I. Names and Titles of
Top Three Bidder
Officers:

J. Years in Business:

K. Bidder Office Address
Closest to City of
Modesto (Street
Address, City, State,
Country, Postal Code):

L. City of Modesto
Business License
Number (note –
provide only if
#12..
- 294 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
19 available now - - but
not required until any
contract begins):

M. State of California
Contractor License
Number and Expiration
Date (if available):

N. State of California
Department of
Industrial Relations
(DIR) Registration
Number and Expiration
Date (if available):
#12..
- 295 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
20 BID FORM C - PRICING SCHEDULE
All labor, materials, equipment, tools, fuel, licenses, bonds, insurance, and other expenses necessary for Bidder to perform the required services shall be included in Bid pricing. Bid must be submitted on the below Pricing Schedule provided. No alterations should be made to the pricing schedule. Unless otherwise noted “NO SUB”, item descriptions are intended to be descriptive and not restrictive. Any exceptions, amendments or adjustments should be noted on Bid Form D – Bidder Exceptions, Clarifications, Amendments.

CITY PART # LINE # DESCRIPTION EST
ANNUAL
QTY

UOM UNIT PRICE EXTENDED PRICE
225120
1 CLEANER, AJAX OXYGEN BLEACH
CLEANER 21 OZ CAN 14278 183
CN
$ $
NEW
2 CLEANER, AEROSOL OVEN HEAVY
DUTY FOAMING 20 OZ CLAIRE
824 1
CS
$ $
NEW
3 CLEANER, AEROSOL STAINLESS
STEEL WATER BASED 12 OZ
CLAIRE 844 1
CN
$ $
225340
4 CLEANER, ALL PURPOSE SIMPLE
GREEN, 140 OUNCES 73
GL
$ $
NEW
5 CLEANER, ALL PURPOSE,
NEUTRAL, 1 GAL. BOTTLE VISTA /
ACCLAIM 47
GL
$ $
225320
6 CLEANER, ALL PURPOSE,
NEUTRAL, 5 GAL. CAN VISTA /
ACCLAIM 1
CN
$ $
NEW
7 CLEANER, AND, FAST ORANGE W
PUMICE 7.5OZ #25108 1
TUBE
$ $
NEW
8 CLEANER, ASSURANCE 1 GAL,
HILLYARD HIL0015306 1
GAL
$ $
226200
9 CLEANER, BLEACH, LIQUID 6%
PURE BRIGHT 210502 488
GAL
$ $
NEW
10 CLEANER, BLOC-AID DRAIN &
SEWER OPENER QUART SP-7380 1
BTL
$ $
220400
11 CLEANER, BORAX, POWDER, 5 LB
BOX DIAL CORP. #02303 NO SUB 1
BX
$ $
NEW
12 CLEANER, CARPET CONCENTRATE
"PROCYON EXTREME" 2
GAL
$ $
NEW
13 CLEANER, CASCADE GEL LEMON
SCENT 4/120 OZ PGC28193 1
CS
$ $
226205 14

CLEANER, CLEAN BY PEROXY
SPARTAN 0035-04 1
GAL $ $
#12..
- 296 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
21 NEW
15 CLEANER, CREME CLEAN 1 QT
HILYARD HIL0010604 10
QUART
$ $
NEW
16 CLEANER, DELIMER SPARCLEAN
SPARTAN 765504 1
GAL
$ $
NEW
17 CLEANER, DEVASTATOR STRIPPER
1 GAL HILLYARD HIL0014706 1
GAL
$ $
NEW 18

CLEANER, DRAIN BLOC-AID
SPARTAN 738003 12 QT $ $
NEW
19 CLEANER, DRAIN MAINTAINER
"PUSH" 1GAL BETCO 1330400 1
GAL
$ $
NEW
20 CLEANER, ENVIROX GREEN
CERTIFIED H2ORANGE2 1 GAL
ENVIROX H-11006 1
GAL
$ $
NEW
21 CLEANER, EXTRA STRENGTH CSP
CLEANER 1 GAL HILLYARD
HIL0012506 1
GAL
$ $
NEW
22 CLEANER, FABULOSO ALL
PURPOSE LAVENDER SCENT 1 GAL
04307 12
GAL
$ $
220140
23 CLEANER, FAST ORANGE
W/PUMICE/WALL #25219, GL
UNIT 1
GL
$ $
NEW
24 CLEANER, FOAMING GERMICIDAL
QUART HILYARD 0101904 1
BTL
$ $
NEW
25 CLEANER, GERMICIDAL BOWL,
SPARTAN 1 QT HILLYARD
HIL0010204 1
EA
$ $
NEW
26 CLEANER, GLASS & SURFACE
CONCENTRATED 1 GAL MAINTEX
181804 1
GAL
$ $
NEW
27 CLEANER, GLASS SSS HEAVY DUTY
19 OZ. SMARTJAN 21238 1
CN
$ $
225560
28 CLEANER, GLASS, AEROSAL 19 OZ.

MISTY #124-20 24
CN
$ $
225540
29 CLEANER, GLASS, PREMIX
W/ALCOHOL, 1 GAL. BOTTLE LIST
ALCOHOL PERCENTAGE: 5% 24
GL
$ $
225520
30 CLEANER, GLASS, PREMIX
W/AMMONIA, 1 GAL. BOTTLE LIST
AMMONIA PERCENTAGE: .005% 1
GL
$ $
NEW
31 CLEANER, HARD FLOOR HIL-GLO 1
GAL HILLYARD HIL0053306 1
GAL
$ $
#12..
- 297 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
22 NEW 32

CLEANER, LAVENDAR FABULOSO
GAL LG-04307 12 GAL $ $
NEW
33 CLEANER, LIQUID SWABBY II 1
GAL HILYARD HIL0010406 10
GAL
$ $
NEW
34 CLEANER, MILDEW & STAIN
REMOVER TILEX CLO-35600 1
CS
$ $
NEW
35 CLEANER, NABC NON ACID
CLEANER SPARTAN 749604 12
GAL
$ $
NEW
36 CLEANER, NON-ACID PORCELAIN
TOILET CLEANER GAL VIVA B3303 1
GAL
$ $
NEW
37 CLEANER, PLEDGE LEMON SCENT

AEROSOL SC JOHNSON
SJN301168 1
CS
$ $
NEW
38 CLEANER, STAINLESS STEEL
CLEANER 17 OZ AEROSOL BETCO
B-6523 36
EA
$ $
NEW
39 CLEANER, SUPER SHINE ALL 2.5L
HILLYARD HIL0080825 1
LITER
$ $
NEW
40 CLEANER, TOILET BOWL KLING 32
OZ BETCO 07512-00 1
EA
$ $
226900 41

CLEANER, WHITE DISTILLED
VINEGAR 1 GAL 1
GAL $ $
NEW
42 DEFOAMER, 1 GAL. BOTTLE
HILLYARD #183 / GENLABS 2053 1
GL
$ $
NEW
43 DEGREASER DRUM 55 GAL

EXTREME RAPID TRANSIT
SPARTAN S-301455 1
BBL
$ $
NEW 44
DEGREASER DRUM 55 GAL
SPARTAN SNB-130 1
BBL $ $
NEW
45 DEGREASER, EXTRA HEAVY DUTY,
55 GALLON DRUM HF51/ C1-0057 1
BBL
$ $
217130
46 DEODORIZER, ENZYME
FLORAL/APPLE/CHERRY SCENT 1
GAL 1
GAL
$ $
NEW
47 DEODORIZER, BLOCK URINAL

SCREEN NON PARA W/ BUBBLE
GUM SANITAXE #10005 84
EA
$ $
217100
48 DEODORIZER, BLOCK WIRED, 4
OZ, 12/BX CONTINENTAL #P97
(MUST BE DELIVERED BOXED) 1
BX
$ $
NEW
49 DEODORIZER, AEROSOL, 15
OUNCE CAN, CITRUS SCENTED 1
CN
$ $
#12..
- 298 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
23 NEW
50 DEODORIZER, METERED
CINNAMON SPICE 3400 SHOTS
HOSPECO HOS-07906 1
CN
$ $
NEW
51 DEODORIZER, METERED MANGO
MADNESS 3400 SHOTS HOSPECO
HOS-07917 1
CN
$ $
NEW
52 DEODORIZER, METERED TROPICAL
TRADEWINDS 3400 SHOTS
HOSPECO HOS-07908 10
CN
$ $
NEW
53 DEODORIZER, METERED, 7 OUNCE

CAN, APPLE, CINNAMON SPICE,
CITRUS, OR MANGO SCENTED 84
CN
$ $
NEW
54 DEODORIZER, TOILET BOWL CLIP,
SPICED APPLE ECO-FRESH 24
EA
$ $
220640
55 DETERGENT, POWDERED

LAUNDRY LOW SUDS IRONHORSE
25LB L3521-25 / B-2007-25 1
BX
$ $
NEW
56 DETERGENT, POWDERED

LAUNDRY LOW SUDS IRONHORSE
50LB L3521-50 /B-2007-50, 1
CT
$ $
227240
57 DISINFECTANT SPRAY 15.5OZ
SPRAYPAK 4334104 30
EA
$ $
226210 58
DISINFECTANT, LEMON SCENT 1
GAL.BOTTLE 1
GL $ $
NEW
59 DISINFECTANT, LYSOL, AEROSOL,
SUBS MUST HAVE MINIMUM 64%

ETHYL-ALCOHOL, LIST
PERCENTAGE ETHYL ALCOHOL:
65%, NOTE OZ/CAN: 15.5 OZ 1
CN
$ $
227100 60
DISINFECTANT, PINE SCENT 1
GAL.BOTTLE 8
GL $ $
NEW
61 DISINFECTANT/DETERGENT/ODOR
COUNTERACTANT 1 GAL BTL

MUST BE EPA REGISTERED TO KILL
HIV VIRUS. AIRKEN #A33 /
GENALBS #1151 LIST OZ

REQUIRED PER/GAL/WATER TO
KILL HIV1-VIRUS: 2 OZ 109
GL
$ $
NEW
62 FINISH, FLOOR POLISH EXPLORER
1 GAL HILLYARD HIL0053406 13
GAL
$ $
NEW
63 FINISH, FLOOR RESTORER HR 2000
32 OZ HILLYARD HIL0053804 1
BTL
$ $
#12..
- 299 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
24 NEW
64 FINISH, FLOOR TOP SHAPE 1 GAL
HILLYARD HIL0052206 1
GAL
$ $
NEW
65 FINISH, FLOOR TOP SHAPE 5 GAL
HILLYARD HIL0052207 1
EA
$ $
NEW
66 FINISH, FLOOR WAX ENDEAVOR 5
GAL HILLYARD HIL0052207 1
GAL
$ $
NEW
67 FRESHENER, CONTINUOUS AIR,
CITRUS SCOTT 91067 1
EA
$ $
NEW
68 FRESHENER, CONTINUOUS AIR,
OCEAN AIR SCOTT 91072 1
EA
$ $
NEW
69 FRESHENER, LIQUID ENZYME 1
GAL HILLYARD HIL0047006 7
GAL
$ $
NEW
70 FRESHENER, TAKE DOWN GREEN
APPLE 1 GAL HILLYARD
HIL0046706 1
GAL
$ $
NEW
71 FRESHENER, X-CIDE ODOR KILLER
1 GAL PROS CHOICE 2110 1
GAL
$ $
NEW 72

POLISH, AEROSOL FURNITURE
ENTRAL 19 OZ 12 CN $ $
NEW
73 POLISH, BRASSO METAL POLISH
8OZ RECKITT REC76523 1
CS
$ $
NEW
74 POLISH, STAINLESS STEEL 1 QT
MAINTEX 198732 6
QT
$ $
207710 75
POWDER, ROACH, BORIC ACID, 16
OZ BTL 1
EA $ $
207580 76

PROTECTANT, ARMORALL
ORIGINAL 28OZ 1
BTL $ $
NEW 77
REFILL, 18IN FOR TBAR HILLYARD
HIL50041 4
EA $ $
NEW
78 REFILL, MY FRESH, SEASIDE
BREEZE 6/CS F-0001006M-5 1
BX
$ $
NEW
79 REFILL, SWIFFER 360 DUSTER
6/BOX, 4 BOXES/CASE PROCTOR &
GAMBLE PGC21620CT 12
CS
$ $
NEW 80
REMOVER, GUM 5.5 OZ SPRAY
PAK 433-4107 1
CN $ $
NEW
81 REMOVER, STAIN ORGANIC, PRO'S
CHOICE 32 OZ 1
BTL
$ $
207690
82 REMOVER, VANDALISM GEL TYPE
18 OZ CAN CL-880 OR SW880 1
CN
$ $
NEW 83
RINSE, AID JET DRY 8.45 FL OZ
75713 1
EA $ $
#12..
- 300 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
25 NEW
84 SANITIZER, FOAMING 62% ETHYL
ALCOHOL KUTOL KU-68878 8
EA
$ $
NEW
85 SANITIZER, INSTAFOAM ALCOHOL
FREE DEB 400ML PUMP 12/CS SC
JOHNSON SBS-55818 1
EA
$ $
214240 86
SCREEN, GRIDDLE, 20/PK, 4IN X

5.5 IN 3M #200 1
PK $ $
NEW 87 SCREEN, URINAL COTTON SCENT 1 EA $ $
NEW 88 SCREEN, URINAL MANGO SCENT 75 EA $ $
NEW 89

SCREEN, URINAL SPICED APPLE
SCENT 1
EA $ $
NEW 90
SEAL, BASECOAT II 5 GAL
HILLYARD H-0028872 2
EA $ $
NEW
91 SEALANT, 341 SEALER 1 GAL
HILLYARD HIL0034106 8
GAL
$ $
NEW
92 SEALANT, 341 SEALER 5 GAL
HILLYARD HIL0034107 1
EA
$ $
207735
93 SPRAY INSECT (PEST CONTROL)
BAYER ADVANCED #67724 1
GL
$ $
NEW
94 SPRAY, ALCOHOL 4 OZ PUMP
FIRST AID ONLY M5123 1
EA
$ $
207720
95 SPRAY, INSECT, ANT AND ROACH
SEE CHAMPION #8-5103C-3, SIZE
OZ/CAN 10 OZ 42
CN
$ $
207770 96

SPRAY, WASP OTRHO ONLY, SIZE
OZ/CAN 16 OZ 1
CN $ $
207780
97 SPRAY, WASP SEE CHAMPION #8-
5108C-1 SPECTRACIDE 20OZ
#142133 60
CN
$ $
NEW
98 TRAP, ANT COMBAT INSECTICIDE
HENKEL DIA45901 1
PK
$ $
NEW 99

TRAP, MOUSE EATON STICK-EM
2PK 1
PK $ $
217120 100
SCREEN, URINAL 18X22 ASACDM-P 1
EA $ $
600100 101 WATER, DISTILLED GALLON 6/CS 1 CS $ $
NEW
102
WAX, GYM FINISH LOW VOC 5
GAL HILLYARD H-0028072 2
EA
$ $
200991
103

BRACE, STREET BROOM HEAD
MAGNOLIA #99B NO SUB 1
EA
$ $
#12..
- 301 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
26 200990
104

BROOM HEAD, STREET, ORANGE
POLYBASS PLASTIC 5 ROWS X 5
1/8"" TRIM, 16"" BLOCK LENGTH
FLO-PAC 36111624 1
EA
$ $
201000
105

BROOM HEAD, STREET, ORANGE
POLYPROPYLENE 5"" TRIM, 24""

BLOCK LENGTH WITH BRACE
MAGNOLIA BRUSH #13240
(BROOM) # 99 (BRACE) ONLY
NO SUB 1
EA
$ $
200993
106

BROOM STREET BLUE W/HANDLE
& BRACKET 18"" MAGNOLIA
BRUSH HEAD #6418A / HANDLE
# D-60 /BRACKET #99 NO SUB 1
EA
$ $
200950
107

BROOM, INDUSTRIAL (CORN),

FIVE SEW NATIONAL BROOM
#926Y 30
EA
$ $
200970
108

BROOM, PUSH (HEAD ONLY),

SELF-FLAGGING ACRILIFLO
PLASTIC BRISTLES 3"" TRIM, 24""
WIDE FLOPAC #28-24"" 5
EA
$ $
200995
109
BROOM, 24IN FINE SWEEP
YELLOW BLOCK PUSH BROOM GSBPB24M 1EA
$ $
NEW
110

BROOM, W HANDLE FLAGGED,
ANGLE UNISAN UNS 932A 1
EA
$ $
214030
111
BROOM, WISK 8IN, WITH HANGER
PREMIER 60702 / FLO PAC 633 1
EA
$ $
214020
112

BRUSH, COUNTER, TAMPICO
FIBER 2.5IN TRIM X 8IN LONG,
13IN OAL FLOPAC #259 1
EA
$ $
203300
113
BRUSH, STEEL WIRE 3 X 19 X 1
1/8IN TRIM, W 1.5IN W STEEL
SCRAPER, 14"" CURVED WOOD
HANDLE FLOPAC #1554 1
EA
$ $
214120
114

BRUSH, UTILITY, CRIMPED BLUE
BRISTLES 2IN TRIM, 20IN FOAM

PLASTIC BLOCK HANDLE FLOPAC
#515L 1
EA
$ $
214020
115
BRUSH, COUNTER 8 IN W BLK
POLY BRISTLE CARLISLE 3625803 1
EA
$ $
NEW
116
BRUSH, STEEL WIRE 1/2IN TRIM, X

1.5IN LONG, PLASTIC BLOCK 7.25
OAL 1
EA
$ $
#12..
- 302 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
27 214125 117

BRUSH, TOILET BOWL FLO-PAC
363300 22 EA $ $
NEW 118

BRUSH, TOILET BOWL
RUBBERMAID RM-6310 1
EA $ $
NEW
119

BRUSH, TOILET BOWL TURKS
HEAD, RUBBERMAID RM6320 1
EA
$ $
200920
120
BRUSH, TRUCK WASH, 10"" LONG
HEAD, 2.5"" COPOLYER BRISTLES,

1.5"" RUBBER BUMPER FP-466 1
EA
$ $
NEW 121
FRAME, DUST MOP 5 X 36
GOLDEN STAR FQC36 1
EA $ $
NEW
122
HANDLE 60"" FIBERGLASS GREEN
CARLISLE 4022509 1
EA
$ $
NEW
123
HANDLE, 2.5 IN METAL
THREADED TIP, 60IN LONG X
15/16 DIA. CARLISLE 4526700 5
EA
$ $
200900H
124
HANDLE, MOP, 60IN X 1IN DIA X
7IN W STEEL QUICK RELEASE
CONTINENTAL #772 / PREMIER
40115 1
EA
$ $
200992
125

HANDLE, STREET BROOM HEAD
MAGNOLIA #D-60HDL NO SUB 1
EA
$ $
NEW
126
HANDLE, TAPERED END, 60IN X 1
1/8IN THICK, SOLID WOOD
CARLISLE 4027100 1
EA
$ $
NEW
127
HANDLE, TELESCOPING 34IN,

METAL, PLASTIC OR FIBERGLASS
FLOPAC 36545000 1
EA
$ $
200920H
128

HANDLE, TRUCK BRUSH WITH

2.5"" METAL TIP, HANDLE 72IN X
15/16IN DIA. FLO-PAC 4526800 1
EA
$ $
NEW 129
HOLDER, DOODLEBUG PAD 3.75 X
9 (HEAD 6472) 1
EA $ $
NEW
130

HOLDER, TOILET BOWL BRUSH
RUBBERMAID RM6311 1
EA
$ $
NEW
131

MOP, COMBO BUCKET AND
WRINGER IMPACT WP2635/6000 1EA
$ $
NEW
132
MOP, HEAD DISPOSABLE 5X18
GOLDEN STAR GST-AJU18-ITW 1
CS
$ $
NEW
133
MOP, HEAD DISPOSABLE 5X36
GOLDEN STAR GST-AJU36-ITW 1
EA
$ $
#12..
- 303 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
28 NEW
134

MOP, HEAD WHITE LARGE LOOP
5IN BAND 4 -PLY GOLDEN STAR
ASB5LB 5
EA
$ $
NEW
135

MOP, MED BLUE/WHITE FINISH
WAXER 1.25 IN BAND 4 PLY
GOLDENSTAR AST30BWM 1
EA
$ $
NEW
136
MOP, RED MED BLENDED 1 IN

BAND LOOPED RUBBERMAID
FGD21206RD00 1
EA
$ $
NEW 137

MOP, TOILET BOWL CONTIENTAL
C-790 1
EA $ $
214440
138
MOPHEAD, COTTON ROVE, 24
OZ NATIONAL BROOM #2024 19
EA
$ $
214420
139
MOPHEAD, COTTON ROVE, 16 OZ
NATIONAL BROOM #2016 1
EA
$ $
214460
140
MOPHEAD, COTTON ROVE, 32 OZ
NATIONAL BROOM #2032 9
EA
$ $
214205 141 PAD, UTILITY WHITE 10IN X 4.5IN 24 EA $ $
214220
142
PAD, SCOURING, 6 X 9 3M
SCOTCH BRITE #96 ONLY NO
SUB 52
EA
$ $
NEW
143
PAD, 14X32 RED BUFFING 3M
5100 RECTANGULAR 1
CS
$ $
NEW 144
PAD, 20 IN BLACK ROUND
STRIPPING ACS 72-20 1
EA $ $
NEW
145
PAD, 20 IN RED ROUND BUFFING
ACS 51-20 NILFISK/ADVANCE/3M 1
CS
$ $
NEW 146
PAD, 20 IN WHITE ROUND POLISH
ACS 41-20 1
EA $ $
NEW
147
PAD, REPLACEMENT SET MULTIFLO, APPLICATOR - 1 EA 23IN & 30 IN HILLYARD HIL50162 1
SET
$ $
NEW
148

PAD, SOS STEEL WOOL SOAP
CLOROX CLO-88320 1
BX
$ $
NEW
149
PAD, SURFACE PREP 14X32
MAROON 3M SPP14X32 1
EA
$ $
NEW
150

PAD, UTILITY FOR DOODLE BUG
(BLACK SCRUBBER 3M 8550) 1
EA
$ $
NEW
151

PAD, UTILITY FOR DOODLE BUG
(BLUE SCRUBBER 3M 8242) 1
EA
$ $
NEW
152

PAD, UTILITY FOR DOODLE BUG
(WHITE SCRUBBER 3M 8440) 1
EA
$ $
#12..
- 304 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
29 214040
153
PAN, DUST 16 IN METAL ONLY,
HEAVY DUTY CONTINENTAL #716 9
EA
$ $
NEW 154
PAN, DUST PLASTIC 12 IN
CONTINENTAL 712 1
EA $ $
214140
155
PLUNGER, HEAVY DUTY 18IN
FORCE CUP IMPACT 9200 10
EA
$ $
NEW 156

SPONGE, SCOTCH-BRITE MEDIUM
DUTY C-74 25 EA $ $
752720
157
SQUEEGEE, WINDOW 8 IN W X 20
IN OAL, COMPLETE IMPACT 7458 8
EA
$ $
214230 158
STONE, PUMICE STICK 6INX1-
1/4IN X 3/4IN 5
EA $ $
NEW
159

STRAP, FOR KOALA KARE
CHANGING STATION 885-KIT 1
EA
$ $
245100
160
SWEEP, ABSORBENT, 25 LBS BAG

NO SUB WITHOUT PRIOR
APPROVAL EAGLE PICHER SUPERFINE OR MOLTAN #248 15
BG
$ $
245110 161

SWEEP, FLOOR, STANDARD RED,
50 LB BAG 6
BG $ $
NEW
162

BAG, COMMERCIAL VACUUM
OEM 5300, 86000500, 50015
JANITIZED W-JANWISEN3 5
PK
$ $
NEW
163

BAG, DOG LITTER PICK UP,
200/ROLL, 10 ROLLS PER CASE 1
CS
$ $
NEW
164

BAG, GALLON STORAGE ZIPLOCK
250 CT HILLYARD DRK94602 1
CS
$ $
NEW 165
BAG, POLY 12X18 ZIPPER 2 MIL
CLEAR 100 CT 1
CS $ $
NEW
166

BAG, RECLOSABLE, GALLON SIZE,
10-9/16 X 10-3/4 250/CASE 1
CS
$ $
NEW 167

BAG, RECLOSABLE, QUART SIZE,
7X8 500/CASE 1
CS $ $
NEW
168
LINER, CAN 24X24 8MIC 7 GAL
1000/CS HIDENSITY, INTEPLAST
H242408N 1
CS
$ $
235100
169
LINER, CAN 24X33 6MIC 12-16
GAL CLEAR 1000/CS HIDENSITY,
INTEPLAST 243306N 1
CS
$ $
235200
170
LINER, CAN 33X40 16MIC 33 GAL
CLEAR 250/CS HIDENSITY,
INTEPLAST 334016N 1
CS
$ $
#12..
- 305 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
30 235500
171
LINER, CAN 36X58 2.0 MIL 55

GAL BLACK HEAVY DUTY TEAR
RESISTANT 100/CS 342
CS
$ $
NEW
172
LINER, CAN 40X48 16 MIC 45 GAL
250/CS HIGHDENSITY INTEPLAST
404816N 1
CS
$ $
NEW
173
LINER, CAN 43X48 16 MIC 56 GAL
HIDENSITY 200/CS INTEPLAST
434816N 1
CS
$ $
235600
174
LINER, CAN 48X50 1.7 MIL 55

GAL BLACK HEAVY DUTY TEAR
RESISTANT 100/CS 6
CS
$ $
NEW
175

LINER, SANITARY FOR KOALA
CHANGING TABLE, ITEM KB150-
99 1
CS
$ $
240550
176

LINER, SANITARY WALL PAPER
RECEPTACLE KL-260 1
CS
$ $
240500
177
COVER, TOILET SEAT WHITE ½
FOLD 250/PK 5000 /CS,

RUCHESTER MIDLAND SHIELDOR
50RA 2103, GP 47046 10
CS
$ $
NEW
178
CUP, PAPER HOT 12 OZ 50/PK
1000/CS ITEM IMEX 49028 1
CS
$ $
250210
179
CUP, PAPER HOT 16 OZ 1000/CS
EMPRESS EHC-16 10
CS
$ $
250340
180

CUP, PLASTIC COLD,
TRANSLUCENT, 16OZ, 50/PKG
1000/CS DART PC-P16 1
CS
$ $
250300
181

CUP, PLASTIC COLD,
TRANSLUCENT, 7OZ 100/PK
2000/CS, DART 7N25 4
CS
$ $
NEW
182
DISPENSER METERED DIGITAL 7-
30 MIN INTERVAL IMPACT 326 3
EA
$ $
NEW
183

DISPENSER, TOWEL MULTIFOLD
STAINLESS BOBRICK B-262 1
EA
$ $
NEW
184
DISPENSER, CLEARVU SOAP 30 OZ.

IMPACT 9330/269330 1
EA
$ $
NEW 185

DISPENSER, CONTINUOUS AIR
SCOTT 92620 1
EA $ $
NEW
186

DISPENSER, FOAMCLEAN GRAY
DEB PROLINE SBS-91106 1
EA
$ $
NEW
187

DISPENSER, HARD ROLL TOWEL
HANDS FREE SMOKE KC-09990 1
EA
$ $
#12..
- 306 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
31 220320-DISP
188
DISPENSER, LOTION SOAP, 50 OZ
IMPACT SERIES 9350 NO SUB 1
EA
$ $
NEW
189

DISPENSER, MY FRESH WHITE,
MOTION AIR FRESHENER 6/CS F0001006M 1CS
$ $
NEW 190

DISPENSER, S/S LIQUID SOAP
BOBRICK 2111 1
EA $ $
NEW
191
DISPENSER, SEAT COVER 1/2 FOLD
SMOKE FACE PALMER TS014201 1
EA
$ $
NEW
192

DISPENSER, TOILET PAPER

DOUBLE ROLL CHROME IMPACT
2501 1
EA
$ $
NEW
193

DISPENSER, TOILET PAPER

DOUBLE ROLL STAINLESS BOBRICK
B-2888 1
EA
$ $
NEW
194

DISPENSER, WHITE METAL

MULTIFOLD TOWEL IMPACT
56601 OR CW-990 1
EA
$ $
NEW
195

DISPENSER, WYPALL JUMBO ROLL,
PORTABLE FREE STANDING KC80596 1EA
$ $
NEW
196

SOAP, HANDWASH FOAMING
GOJO CLEAR & MILD 1200ML 2/CS 24
EA
$ $
NEW
197

SOAP, HANDWASH GOJO
POMEBERRY FOAM 1200 ML
REFILL 2/CS GOJ191602 20
CS
$ $
214360
198
PUMP, FOR 1 GAL BOTTLE 12.5IN
OAL CONTINENTAL #9 1
EA
$ $
240090 199
RAG, COLORED T-SHIRT 25 LB
HOSPECO 135-25 23 BX $ $
240700
200
RAG, WIPING, 16IN X 25 IN, 25 LB

BALE NET WIEIGHT MATERIAL,
SWEAT SHIRT MATERIAL ONLY. 21
BX
$ $
220360
201
SOAP, LAVA WHITE, 4 OUNCES
PROCTOR GAMBLE #08152 NO
SUB 1
EA
$ $
NEW
202

SOAP, ANTIBACTERIAL W
TRICLOSAN 1000ML PUMP KUTOL
KU-65036 1
EA
$ $
NEW
203
SOAP, BAR DOVE MEN + CARE
EXTRA FRESH 48/CASE 3.17 OZ
CS
$ $
220380
204

SOAP, BAR ZEST ORIGINAL
48/CASE 3.17 / 3.20 OZ 1
EA
$ $
#12..
- 307 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
32 NEW
205

SOAP, CLEAR PREMIUM
ANTIMICROBIAL ORGANIC 1 GAL
H2129 46
GAL
$ $
NEW
206
SOAP, FOAMING E-2

ANTIBACTERIAL/ANTIMICROBIAL
1 GAL MANDARIN CRANBERRY
SCENT 1
EA
$ $
NEW
207

SOAP, GOLDEN TOUCH

ANTIBACTERIAL BENZ-CHLORIDE
.13% 1 GAL 1
GAL
$ $
NEW
208

SOAP, HAIR & BODY LITE'N

FOAMY CRANBERRY ICE SPARTAN
S-3152GL 1
GAL
$ $
NEW
209

SOAP, LIQUID DIAL
ANTIMICROBIAL 1 GAL DIA88047 1
GAL
$ $
220620
210
SOAP, LIQUID DISH, 1 GAL.

BOTTLE HILLYARD HIL0037306 10
GL
$ $
220320
211

SOAP, LOTION HAND, ANTISEPTIC
1 GAL BOTTLE KUTOL 2509 (IH41105D) 1EA
$ $
NEW
212

SOAP, REFRESH ANTIBAC FOAM
SC JOHNSON SBS-57250 1
EA
$ $
NEW 213

SOAP, SPARKLE DISH GAL ENTRAL
185604 2
EA $ $
214340
214
SPRAYER, TRIGGER FOR 24 OZ
BOTTLE CONTINENTAL 9-7/8 TUBE
(922 OR 5906) 98
EA
$ $
NEW
215
SPRAYER, FOAMING TRIGGER 9-
7/8IN IMPACT 7059 1
EA
$ $
207990
216
SPRAYER, MULTI-PURPOSE 2 GAL
SCOTTS 190499 1
EA
$ $
238020
217
TISSUE, FACIAL WHITE 2-PLY

8.33"" X 8"", 100 SHT/BX, 30
BX/CS, KIMBERLY CLARK 21340,
AG 547, SUNNYCARE 5701S 8
CS
$ $
NEW
218
TOILET PAPER 2PLY INTERFOLD
101 INTEGRITY IFTT452 / AG6101, 1CS
$ $
NEW
219
TOILET PAPER, 2 PLY WHITE STD
UNIVERSAL 80/550 BRECON B80124 1CS
$ $
240400
220
TOILET PAPER, 2PLY STANDARD
96PK/500CS INTERGRITY 365
CS
$ $
#12..
- 308 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
33 240300
221
TOWEL C-FOLD WHITE 1-PLY
UNIVERSAL SUNNYCARE 6002 30
CS
$ $
NEW
222

TOWEL ROLL BROWN ECOSOFT
NATURAL, BW 71300 1
CS
$ $
NEW
223

TOWEL ROLL WHITE UNIVERSAL
CORE 7.87 IN X 350 FT AG-186 /
18390 1
CS
$ $
240100
224
TOWEL WINDSHIELD 2PLY BLUE
SINGLEFOLD 9.5 X 10.25 250/PK
9PK/CS GEORGIA PACIFIC 00350 1
CS
$ $
NEW
225
TOWEL, L10 WYPALL 10.25 IN X

9.3 IN 2PLY BLUE 2240 SHEETS/CS
KC-05120 1
CS
$ $
NEW
226
TOWEL, L10 WYPALL 9.1 IN X

10.25 IN 1PLY BLUE 2240
SHEETS/CS KC-05123 1
CS
$ $
240600
227
TOWEL, L40 WYPALL, 1 PLY, 10 IN
X 10.8 IN 90/BOX KIMBERLY
CLARK 03046 254
CS
$ $
240620
228
TOWEL, L40 WYPALL, 1 PLY, 9.8IN
X 16.4IN 100/BOX KIMBERLY
CLARK 05790 33
CS
$ $
240320
229

TOWEL, PAPER MULTI-FOLD
BLEACHED WHITE 9.25"" X 9.5"",
4008 SHT/CS, GEORIGA PACIFIC
20204, KC 1807 229
CS
$ $
240220
230
TOWEL, PAPER ROLL WHITE 8"" X
800', 6 ROLL/CS, SCOTT 1040, SCA
RB800, AG 948, SUNNYCARE
5103S 22
CS
$ $
NEW
231

TOWEL, PAPER ROLL WHITE,
EXTRA WIDE 10IN X 800', 6
ROLL/CS, TAD SYSTEM OT-40-
001TAD 1
CS
$ $
240210
232

TOWEL, PAPER SHOP ROLL BLUE

12.5"" X 13.4"", 870 SHT/RL,
KIMBERLY CLARK 41611 3
RL
$ $
240200
233

TOWEL, PAPER SINGLE-FOLD
NATURAL, 9.25"" X 10.25"", 4000
SHT/CS, SCA SK1850A, AW 745,
SUNNYCARE 5402 1
CS
$ $
NEW
234

TOWEL, ROLL WHITE UNIVERSAL
2IN CORE 8 IN X 600 FT, 100%
RECYC, 80% POST CONSUMER AG647 / 010157 1
CS
$ $
#12..
- 309 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
34 NEW
235
TOWEL, TERRY, WHITE 10LB, NEW
HEM HOSPECO 533-10 1
BX
$ $
NEW
236
TOWEL, WHITE ROLL 10IN X 800FT
6RL/CS GEORGIA PACIFIC 89460 1
CS
$ $
NEW
237
TOWEL, X50 WYPALL WHITE 9.8IN
X 13.4IN KC-35015 1
RL
$ $
NEW
238
TOWEL, X60 WYPALL JUMBO ROLL
BLUE KC-34965 1
EA
$ $
NEW
239
TOWEL, X80 WYPALL JUMBO ROLL
BLUE HEAVY DUTY 475 SHEETS
KC-41043 1
CS
$ $
NEW
240

TRIGGER, POWER SPRAY
RED/WHITE 9-7/8 #6149 1
EA
$ $
214340CR
241

TRIGGER, POWER SPRAY

CHEMICAL EX-LRG IMPACT /
TOLCO TC-110542 1
EA
$ $
220210
242

WIPE, HEALTHCARE BLEACH
GERMICIDAL CLOROX CLO-30577 24
CS
$ $
220220
243

WIPES, CLOROX DISINFECTING
FRESH SCENT 75 CT 722
BTL
$ $
220230
244

WIPES, LYSOL SANITIZING CITRUS
SCENT 80 CT 6/CS RECKITT
REC77182 455
BTL
$ $
220240
245
WIPES, SANITIZER 6 X 8 270 CT
PURELL GOJO 9113-06 NO SUB 112
TUB
$ $
NEW 246
ADHESIVE, TACK-IT 1 GAL
HILLYARD HIL0045806 1
GAL $ $
NEW 247
ADHESIVE, TACK-IT 5 GAL
HILLYARD HIL0045807 1
GAL $ $
280000
248
APRON, WHITE/GREEN 36X50 20
MIL DAV20-36X50 1
DZ
$ $
NEW 249
BLADE, RAZOR SINGLE EDGE #9
100/BX 2
BX $ $
214320
250
BOTTLE, SPRAY PLASTIC 24

OUNCE, WITH OUNCE

INCREMENTS ON BOTTLE SIDE
CONTINENTAL #924B 62
EA
$ $
NEW
251
BOTTLE, 16OZ TRIGGER SPRAY
BOTTLE CONTINENTAL C-916B 1
EA
$ $
214370
252
BOTTLE, SPRAY PLASTIC 32

OUNCE, WITH OUNCE

INCREMENTS ON BOTTLE SIDE
CONTINENTAL #932B 44
EA
$ $
#12..
- 310 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
35 235800
253

BUCKET, PLASTIC W/METAL
HANDLE, 5 GAL NO LID 1
EA
$ $
NEW
254

BUCKET, W MOP & WRINGER
35QT 274335312YE
CONTINENTAL 1
EA
$ $
NEW
255

BUCKET, W MOP & WRINGER W
SPLASH GUARD 35QT C-335-
311YW CONTINENTAL 1
EA
$ $
NEW 256
CADDY BOWL CONTINENTAL C780 1
EA $ $
NEW 257 CADDY, MAID 1850 1 EA $ $
NEW 258
CAN, GARBAGE, 30 GAL., GALV.

W/LID 1
EA $ $
NEW 259 CAP ONLY FOR 1 GAL JUG 1 EA $ $
NEW
260
CART, JANITOR CART 45IN L X 21
IN W RUBBERMAID RM6173 1
EA
$ $
NEW 261

CHANGING TABLE, KOALA KARE
KB200 CREAM 1
EA $ $
NEW 262

DUSTER, MED FEATHER BRADY
D22EC 1
EA $ $
214500
263

DUSTER, COBWEB, COMPLETE,
WEBSTER OR WILEN #E001000 /
FLO PAC 36340414 W HANDLE -
CARLISLE 36545000 17
EA
$ $
NEW
264
DUSTPAN, EX-LARGE LOBBY 13IN
W HANDLE CEQUENT 497-1 1
EA
$ $
NEW
265

FILTER, EXHAUST FOR

COMMERCIAL VACUUM
WINDSOR/KARCHER/UVAC/UPV12 & SEBO ESSENTIAL
APC FILTRATION 2846/ 86141400
/ JAN-IVF310 1
EA
$ $
NEW
266

FILTER, MICRO-HYGENIC FOR
SENSOR VAC WINDSOR 8.600-
522.0 1
EA
$ $
909170 267
FLAG, AMERICAN 4X6 2 PLY
POLYSTER 4
EA $ $
909150 268
FLAG, CALIFORNIA 4X6 2 PLY
POLYESTER 4
EA $ $
275120
269

MASK, DUST PARTICLE
DISPOSABLE 50 BX SAFETY ZONE
RS-810 10
BX
$ $
NEW
270
VACUUM, SENSOR S12 MANUAL
HEIGHT ADJUST WINDSOR 1
EA
$ $
#12..
- 311 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
36 10126150
NEW 271
WASTEBASKET, 28QT BLACK
34292823 1
EA $ $
NEW 272
WASTEBASKET, 28QT BLACK
BWK28QTWBBLA 1
EA $ $
NEW
273
WRAP, STRETCH, 18IN X 1500 FT
80 GAUGE 8 MIL CLEAR FILM 12
RL
$ $
EXTENDED PRICE SUBTOTAL $
TAX 8.875% $
TOTAL $
PAYMENT TERMS:

Check which of the following payment terms/methodology Bidder accepts (a description of each can be found in Bid Form A – IFB Acknowledgement):

CHOOSE ONE:
• Option A (Preferred): City of Modesto ePay Payment on Net 30 Day Timing: ___ Choose by checking () here. If selected, for bid comparison purposes, Bidder’s pricing will be reduced by the City of Modesto’s average ePay card program rebate percentage; or ePay Email Address: _____________________________
• Manual Check Payment Mailed by US Postal Service First Class Mail Only on Net 45 Day Timing:
___ Choose by checking () here.

THE undersigned acknowledges receipt of the referenced IFB and any associated Addenda and offers to furnish the articles and/or services specified, in accordance with the specifications, terms and conditions of this IFB and these Bid documents, for the pricing indicated on the Pricing Schedule.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
#12..
- 312 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
37 BID FORM D – BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS Exceptions to the City of Modesto’s IFB package, sample agreement, and associate specifications are not encouraged and may cause Bidder to be considered not responsible and/or its Bid to be considered not responsive. Therefore, if no exceptions, clarifications, or amendments are proposed by Bidder, it is preferred that Bidder so indicate by typing or writing “Not Applicable” in the Description field in the first item row below. Less preferred, Bidder may indicate no exceptions, clarifications or amendments are proposed by leaving this form out of its’ Bid submission.

Nonetheless, Bidder may request Bid clarifications and exceptions below, if any, sign and submit with your Bid response. Any requested exception, clarification or amendment may not be accepted and may deem the Bidder as non-responsive.

Item # Reference To: Description
Page # Section or
Paragraph #
Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
#12..
- 313 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
38 BID FORM E – BIDDER CUSTOMER REFERENCES
Bidder must provide a list of five current or former customers able to discuss prior experience with similar type of services requested by the City in the above-referenced IFB. Bidder’s references shall have similar volume and requirements to the City of Modesto’s as described in the above-referenced IFB. Bidders failing to provide references may be deemed as non-responsive.

The City may contact some or all of the references provided in order to determine the Bidder’s performance record on services similar to that described in the above-referenced IFB. The City reserves the right to contact references other than those provided in Bidder’s submission and to use the information gained from them in the award process.

Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Service:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:
#12..
- 314 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
39 Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
#12..
- 315 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
40 BID FORM F - FINANCIAL INTEREST DISCLOSURE
Any contract award to result from this IFB process and Bidder’s submission of a Bid therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Bidder until all person with a direct or indirect financial interest of greater than $2,000 in the Bidder are identified by name.

Bidder must therefore complete this Bid Form F – Financial Interest Disclosure, listing by name all parties that have a material financial interest in the agreement, contract, or development right.

PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.

Financial Interest Disclosure to City of Modesto
The Bidder shall identify any person with a financial interest in the Bidder by name, below.

For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.

Persons having an aggregate economic interest in the Bidder less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.

Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Bidder meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-

10.03(h) are satisfied.

It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Bidder is true, correct, and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
#12..
- 316 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
41 Print Names of Persons Having a Financial Interest in Bidder Receiving this Agreement:

First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
#12..
- 317 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
42 BID FORM G – SUPPORT OF LOCAL VENDORS
Notice Pursuant to Modesto Municipal Code section 8.3-206 - Should the Bidder which submits the lowest responsive Bid (and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within five percent (5%) of the lowest Bid or quote, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager.

Notwithstanding the foregoing, award to the local Bidder must still be approved by the City Council as would have the typical award.

To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

This document is only required should the Bidder request to be considered for the Support of Local Vendor preference, and meets the criteria noted above.

Check here:

I declare I am a local business per the above criteria
Bidder Company Name:

City of Modesto Address (Street,
City, State, Postal Code:

City of Modesto Business License
Number:

Under penalty of perjury, the undersigned declares that the foregoing information is true and correct:

Print/Type Name:

Title:

Signature:

Date:
#12..
- 318 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
43 BID FORM H - BIDDER COMPANY HISTORY STATEMENT
Bidder shall have been in business for a minimum of three continuous years (immediately prior to the time of the City’s solicitation) providing the services described in this Invitation for Bids (IFB).

The Bidder’s company history overview statement shall be approximately one to three pages in length and inserted below:

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Company History Overview Statement Beginning Here:
#12..
- 319 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
44 BID FORM I - ADDENDA ACKNOWLEDGEMENT
In order to obtain any addenda information, throughout the IFB period, Bidder is responsible for regularly checking the City of Modesto’s Planet Bid website at https://pbsystem.planetbids.com/portal/14999/bo/bosearch for the IFB number listed on the Cover Page and in the header of each subsequent page of this IFB, and in any event, no later than the day prior to Bid opening.. The changes identified in any addenda issued will modify this IFB and specifications. The addenda now become a part of this IFB and Bidder’s resultant Bid.

Signing the Bid on the signature portion thereof, the Bidder is acknowledging that the Bidder has confirmed that it has received all addenda issued for IFB and has included costs for such in the Bid submitted. Failure to list and acknowledge all addenda numbers may cause Bidder’s Bid to be considered nonresponsive.

Do not attach any of the addenda to this sheet nor include them with the Bid.

If no addenda have been issued against this IFB solicitation, Bidder may write “Not Applicable” and return this Bid Form as part of its submission. Alternatively, Bidder may leave this Bid Form out of its submission.

But if any addenda have been issued by the City of Modesto this document is required to be completed and returned.

The Bid is submitted with respect to the changes to the IFB included in addenda numbers:

List All Addenda Numbers, Separated by Commas
(“,”):

Bidder Company Name:
#12..
- 320 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
45 BID FORM J – BIDDER WARRANTY STATEMENTS
As a material part of its Bid, Bidder shall insert below a written statement detailing any materials and workmanship warranties, term, and conditions in conformance with the specifications and requirements set forth in this IFB.

Notwithstanding any other provisions of this IFB, Bidder warrants that the materials, supplies, or other services furnished under any contract or purchase order resulting from its Bid shall be on the most suitable grade and meet or exceed the standards set forth in this IFB. Such warranty shall include the following; performance, workmanship, labor, materials, and Bidder design or engineering contributions. If a defect is discovered in any item of the materials, assemblies, components, supplies, or services covered in this Bid, Bidder shall correct at its sole expense, all such defects as are reported within 30 days of City’s final acceptance. Upon expiration of the applicable warranty period, all such liability shall terminate except for fraud or such gross mistakes as amount to fraud, latent defects, or specific failure to comply with the terms or any resultant purchase order.

All materials, parts, labor, assemblies, and components shall by subject to the warranty conditions and terms unless specifically exempted in writing by the City of Modesto.

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Warranty Statement Beginning Here:
#12..
- 321 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
46 TECHNICAL SPECIFICATIONS AND REQUIREMENTS

1.1 SCOPE OF WORK:

The City of Modesto requires the purchase of janitorial supplies for Citywide locations. This IFB is for a multiyear award. Orders will be placed by City Staff and afforded the same price for walk-in orders as well as delivered orders. Unless otherwise authorized by CITY’s Purchasing Division, goods shall be delivered F.O.B.

Destination Freight Prepaid and Included in price of goods.

1.2 PRODUCTS SUBSTITUTIONS:

No substitutions are allowed where indicated. If quoting any brand other than those listed, identify the brand and part number in the space provided. If pounds, length, ounces, package or box quantities, etc. are different than what is listed or implied by manufacturer’s part number, your differences must be noted. Substitutions must be equal to or exceed the quality of the item described. Any reference to brand name is intended to be descriptive and not restrictive. City of Modesto personnel will determine the acceptability of a substitute.

Bidder shall supply only the brand name bid, however, should the Bidder experience difficulty or delays in obtaining supplies of the brand bid, Bidder may substitute an approved equal after receiving permission from the City of Modesto Purchasing Manager or designee. The cost of substitution shall not be greater than bid price.

1.3 DELIVERY:

Location: 4240 Litt Road (or as specified on Purchase Order) 501 N Jefferson Rd Bldg 4A
Modesto, CA 95354
Days of Week: Monday through Friday (excluding holidays) Delivery Hours: 8:00 A.M. to 12:00 P.M. or as specified by Division All deliveries shall be made within 15 business days after the order is placed. Each delivery shall be signed for by an approved onsite City liaison.

All Invoices shall include the Stock Number listed on the Pricing Schedule.

1.4 DELIVERY REPORT:

The successful Bidder(s) shall provide Goods delivery reports upon City request. Reports shall include all Goods delivered during the time period requested. At a minimum the report shall include City Stock number, Manufacturer Stock number, Manufacturer nomenclature, quantity, unit price, extended price, and total price.

Reports shall be delivered to the following address or alternatively as requested by the Purchasing Division via email to the City of Modesto:

City of Modesto
Purchasing Division
P.O. Box 642
#12..
- 322 -
INVITATION FOR BIDS # 2223-46

JANITORIAL SUPPLIES
47 Modesto, CA 95353

1.5 CONTRACTUAL CHANGES:

Changes of a contractual or business nature shall be effected only by written change to the contract by the City of Modesto, Purchasing Division.

1.6 CHARACTER OF WORKERS:

If any person employed by the Bidder fails or refuses to carry out the direction of the City Representative, or appears to be incompetent or acts in a disorderly or improper manner, that person shall be discharged immediately from the site on the request of the City Representative or Purchasing Manager, and such person shall not again work on any City site.

1.7 DELAY BY THE CITY:

Any act or omission of any kind by the City of Modesto, its officers, agents or employees, which causes the Bidder to delay in the provision of Goods and related services shall be grounds for extension of time on the part of the Bidder to complete the work, but shall give the Contractor no damages for such delay. #12..
- 323 -
48 SAMPLE AGREEMENT
ANNUAL PURCHASE AGREEMENT – GOODS
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 202X, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and _________________, a ______ _______, hereinafter called VENDOR,
W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2021-xx authorizing the Award of Bid and agreement for the [????????] materials, supplies or equipment described herein (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the VENDOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and VENDOR shall enter into an agreement for the [???????? ]SERVICES as described in IFB ????-??, attached hereto as Exhibit “C” and made a part hereof, and

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT: The term of the AGREEMENT shall be for a period of TWO YEARS with THREE one-year extension options at the sole discretion of City, for a total of up to five years.

Year one: MONTH DAY, 20xx THROUGH MONTH DAY, 20xx
Year two: MONTH DAY, 20xx THROUGH MONTH DAY, 20xx
Year three: MONTH DAY, 20xx THROUGH MONTH DAY, 20xx
Year four: MONTH DAY, 20xx THROUGH MONTH DAY, 20xx
Year five: MONTH DAY, 20xx THROUGH MONTH DAY, 20xx
#12..
- 324 -
49 2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $_____________. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $_____________.

B. Pricing during AGREEMENT Year one shall be as set forth in Exhibit A Pricing, attached hereto and made a part hereof by this reference.

C. Pricing shall remain firm for the first year of the AGREEMENT.

D. Price increases for each subsequent AGREEMENT years two, three, four, and five, shall be negotiated in good faith by the parties, but in no instance may exceed the net percentage increase during the prior 12 month period in the Federal Bureau of Labor Statistics’ Consumer Price Index (CPI) for West Urban Area of Modesto, California. Requests for price increases in any renewal year shall be submitted by VENDOR in writing at least 60 days prior to the annual anniversary date of the AGREEMENT.

3. USAGE: Vendor shall provide whatever quantities may be required during the term of this Agreement. No minimum or maximum quantities are guaranteed or implied by CITY.

4. ORDERING: Vendor shall deliver GOODS to the location specified within CITY’s purchase order. Unless otherwise specified by the Purchasing Division, no GOODS may be delivered to CITY unless a purchase order has been provided by CITY to VENDOR.

5. PAYMENT: All invoices shall be paid in full by CITY after completion and acceptance of the GOODS by the City, and receipt of a properly prepared invoice submitted by VENDOR via email to [email protected] . As specified by the Purchasing Division, every invoice must reference this AGREEMENT number or CITY’s purchase order number. VENDOR will be paid by CITY via the following payment method [TO BE DETERMINED BY IFB RESPONSE IN FINAL AGREEMENT, EITHER “Net 30 terms via CITY’s ePay Program” or “Net 45 Days via manual check”.]

6. AMENDMENTS: No changes to this AGREEMENT shall be effective unless documented by a written amendment to this AGREEMENT and signed by the parties hereto with CITY represented by the Purchasing Division.

7. TERMINATION:

A. In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the non-performance. Within 30 days after receipt of notification, the breaching party shall correct any non-performance to the reasonable satisfaction of the non-breaching party. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

B. CITY may terminate this AGREEMENT for convenience upon 30 days prior notice to VENDOR by CITY’s authorized employee.

8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in conformity with this AGREEMENT or CITY’s purchase order, the CITY shall have the rights to either reject the GOODS or require correction. Defective articles or services shall be removed from CITY #12..
- 325 -
50 premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. CITY may deduct from any moneys due or that may there after come due to VENDOR, or send an invoice to the VENDOR which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the CITY. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. Failure by CITY to inspect and accept or reject shall not relieve the VENDOR from responsibility for compliance with specifications. Final acceptance shall be conclusive except as regards to latent defects, fraud, or such gross mistakes as amount to fraud.

9. RESPONSIBILITY: Unless otherwise specified, the VENDOR shall be responsible for all GOODS until delivered at CITY’s designated delivery point and shall bear all risks as to items rejected or requiring correction after notice of such rejection or correction is given.

10. SHIPMENT: Unless otherwise authorized by CITY’s Purchasing Division, GOODS shall be delivered F.O.B. Destination Freight Prepaid and Included in Price of GOODS. VENDOR may not collect freight collect or charge shipping expenses otherwise to CITY. Original receipted freight bill must accompany the invoice. Shipment must be made within the time stated on Purchase Order, failing which CITY reserves the right to purchase elsewhere and charge VENDOR with any loss incurred, unless delay in making shipment is due to unforeseeable causes beyond the control and without the fault or negligence of VENDOR.

11. CHANGES: A purchase order may at any time, by written order of the CITY, be changed in regard to the GOODS to be furnished, quantities ordered, unit price, discount, delivery point or arrangements, terms or any other matters affecting a valid PO. In the event such change causes an increase or decrease in the cost of performance hereunder, and equitable adjustment will be made for the cost thereof, subject to the approval of the Purchasing Manager, and written notice given therefore.

12. WARRANTY: Notwithstanding any other provisions of the purchase order, VENDOR warranties for the GOODS shall extend for 90 days after delivery thereof to CITY, shall meet or exceed all original manufacturer warranties, and that GOODS shall be of the most suitable grade as specified in this AGREEMENT, VENDOR’s own marketing materials and in the purchase order. Moreover, VENDOR warrants and represents that GOODS shall comply with warranties of merchantability and fitness for a particular purpose. If a defect is discovered in any GOODS covered in this AGREEMENT, VENDOR shall correct at its expense, including transportation/freight, such defects as are reported within one year of final acceptance.

13. INSURANCE: Any purchase order where work, maintenance, or service is performed on CITY property requires appropriate insurance. VENDOR shall ensure proper insurance certificates are on file with the CITY prior to performing onsite work. Contact CITY’s Purchasing Division to verify the type of insurance required.

14. TAX EXEMPTIONS: The CITY is exempt from payment of federal excise tax. All invoices shall be exclusive of such excise tax. Moreover, if the CITY’s purchase is not subject to sales tax, the statement for resale will appear in the body of the purchase order.
#12..
- 326 -
51 15. INDEMNITIES:

A. VENDOR agrees to protect, indemnify and save harmless CITY and its agents, officers, employees, and volunteers from any claim, loss or damage from VENDOR’s, or the GOODs’, infringement of trademarks, patents, copyrights and unfair competition action with to any third party.

B. VENDOR shall hold the CITY and its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of VENDOR, or its agents, officers, employees, or subcontractors relating to or during the performance of its obligations under this AGREEMENT. VENDOR’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for VENDOR to procure and maintain a policy of insurance VENDOR.

16. GOVERNING LAW: This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, U.S.A., without giving effect to its conflicts of law provisions or principles.

17. VENUE: Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.

18. ATTORNEYS’ FEES. If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

19. LIMITATION OF LIABILITY: The CITY shall not be responsible for any damage that may accrue by reason of the death or injury of the person of the Vendor’s officers, agents, employees, invitees, or licensees, or be set up at any time because of personal injury or damage to property sustained by any other person or persons, which may have been caused or contributed to, approximately or remotely, by reason of or in the course of performance of the Purchase Order. The Vendor shall assume full responsibility for the defense of any claims arising under the Purchase Order and the Vendor shall save, keep, and bear harmless the City, all officers and employees thereof, from all damages, costs, or expenses because of personal injury or property damage based on the performance of this Purchase Order or asserted against it.

20. NOTICES: Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid addressed as follows:

CONTRACTOR: __________________
__________________
__________________
__________________
#12..
- 327 -
52 CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

21. ASSIGNMENT: Neither this AGREEMENT nor any portion hereof shall be subcontracted or assigned without the written consent of the City in each and every instance.

22. MISCELLANEOUS: Time is of the essence in each and every provision of this AGREEMENT.

23. ENTIRE AGREEMENT: This AGREEMENT and its exhibits contain the entire understanding between VENDOR and CITY. Additional or new terms contained in this AGREEMENT which vary from VENDOR’S bid are controlling and are deemed accepted by VENDOR by provision of any GOODS or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

24. PARTIAL INVALIDITY: If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this AGREEMENT in duplicate by its City Manager and attested by its City Clerk under authority of Resolution No. 20??-?? adopted by the Council of the City of Modesto on the _____________ day of _____________________, 20?? and _____________________has caused this Agreement to be duly executed.

CITY OF MODESTO, VENDOR
A municipal corporation
By: __________________________ By: _________________________________ DEANNA CHRISTENSEN, (Signature)
Director of Finance
_________________________________
(Name & Title)
#12..
- 328 -
#12..
- 329 -
#12..
- 330 -
#12..
- 331 -
#12..
- 332 -
#12..
- 333 -
#12..
- 334 -
#12..
- 335 -
#12..
- 336 -
#12..
- 337 -
#12..
- 338 -
#12..
- 339 -
#12..
- 340 -
#12..
- 341 -
#12..
- 342 -
#12..
- 343 -
#12..
- 344 -
#12..
- 345 -
#12..
- 346 -
#12..
- 347 -
#12..
- 348 -
#12..
- 349 -
#12..
- 350 -
#12..
- 351 -
#12..
- 352 -
#12..
- 353 -
#12..
- 354 -
#12..
- 355 -
#12..
- 356 -
#12..
- 357 -
#12..
- 358 -
#12..
- 359 -
#12..
- 360 -
#12..
- 361 -
#12..
- 362 -
#12..
- 363 -
#12..
- 364 -
#12..
- 365 -
#12..
- 366 -
#12..
- 367 -
#12..
- 368 -
#12..
- 369 -
#12..
- 370 -
#12..
- 371 -
#12..
- 372 -
#12..
- 373 -
#12..
- 374 -
#12..
- 375 -
#12..
- 376 -
#12..
- 377 -
#12..
- 378 -
#12..
- 379 -
#12..
- 380 -
#12..
- 381 -
#12..
- 382 -
#12..
- 383 -
#12..
- 384 -
#12..
- 385 -
#12..
- 386 -
#12..
- 387 -
ITEM # STOCK # ITEM/DESCRIPTION QTY UNIT OF

ISSUE UN PRC EXTENSION UN PRC EXTENSION UN PRC EXTENSION UN PRC EXTENSION UN PRC EXTENSION UN PRC EXTENSION UN PRC EXTENSION 1 225120 CLEANER, AJAX OXYGEN BLEACH
CLEANER 21 OZ CAN 14278 183 CN NO BID NO BID $1.4985 $274.23 NO BID NO BID $1.17 $214.11 $1.41 $258.03 $1.25 $228.75 $ 1.79 $327.57 2 NEW

CLEANER, AEROSOL OVEN HEAVY
DUTY FOAMING 2NO BID OZ CLAIRE
824 1
CS
NO BID NO BID $61.5622 $61.56 NO BID NO BID $51.36 $51.36 $38.20 $38.20 $41.61 $41.61 $ 64.92 $64.92 3 NEW

CLEANER, AEROSOL STAINLESS
STEEL WATER BASED 12 OZ CLAIRE
844 1
CN
NO BID NO BID $4.4730 $4.47 NO BID NO BID $5.40 $5.40 $37.86 $37.86 $3.91 $3.91 $ 4.78 $4.78 4 225340 CLEANER, ALL PURPOSE SIMPLE
GREEN, 14NO BID OUNCES 73 GL NO BID NO BID $5.7852 $422.32 NO BID NO BID $15.88 $1,159.24 $10.69 $780.37 $8.41 $613.93 $ 14.74 $1,076.02 5 NEW CLEANER, ALL PURPOSE, NEUTRAL,
1 GAL. BOTTLE VISTA / ACCLAIM 47
GL
NO BID NO BID $7.6440 $359.27 NO BID NO BID $5.89 $276.83 $5.36 $251.92 $9.26 $435.22 $ 8.18 $384.46 6 225320 CLEANER, ALL PURPOSE, NEUTRAL,
5 GAL. CAN VISTA / ACCLAIM 1
CN
NO BID NO BID $39.2280 $39.23 NO BID NO BID $29.90 $29.90 $29.85 $29.85 NO BID NO BID $ 43.32 $43.32 7 NEW CLEANER, AND, FAST ORANGE W
PUMICE 7.5OZ #251NO BID8 1
TUBE NO BID NO BID $3.1389 $3.14 NO BID NO BID $4.26 $4.26 $2.98 $2.98 $55.15 $55.15 NO BID NO BID 8 NEW
CLEANER, ASSURANCE 1 GAL,
HILLYARD HILNO BIDNO BID153NO
BID6 1
GAL
NO BID NO BID $7.6440 $7.64 NO BID NO BID $17.99 $17.99 $11.25 $11.25 NO BID NO BID $13.97 $13.97 9 226200 CLEANER, BLEACH, LIQUID 6%
PURE BRIGHT 210502 488 GAL NO BID NO BID $4.5821 $2,236.06 NO BID NO BID $3.69 $1,800.72 $3.40 $1,659.20 $4.25 $2,074.00 $4.88 $2,381.44 10 NEW

CLEANER, BLOC-AID DRAIN &
SEWER OPENER QUART SP-7380 1 BTL NO BID NO BID $9.0227 $9.02 NO BID NO BID $3.49 $3.49 $3.13 $3.13 $5.71 $5.71 $5.05 $5.05 11 220400 CLEANER, BORAX, POWDER, 5 LB
BOX DIAL CORP. #02303 NO SUB 1
BX
NO BID NO BID $7.3069 $7.31 NO BID NO BID $16.90 $16.90 NO BID NO BID NO BID NO BID NO BID NO BID 12 NEW

CLEANER, CARPET CONCENTRATE
"PROCYON EXTREME" 2 GAL NO BID NO BID $15.0423 $30.08 NO BID NO BID $32.99 $65.98 $36.58 $73.16 $114.38 $228.75 $49.65 $99.30 13 NEW CLEANER, CASCADE GEL LEMON
SCENT 4/120 OZ PGC28193 1
CS NO BID NO BID $43.3935 $43.39 NO BID NO BID $46.80 $46.80 $40.88 $40.88 $41.61 $41.61 $62.20 $62.20 14 226205

CLEANER, CLEAN BY PEROXY
SPARTAN 0035-04 1 GAL NO BID NO BID $19.7730 $19.77 NO BID NO BID $18.57 $18.57 $16.83 $16.83 $3.91 $3.91 $25.68 $25.68 15 NEW
CLEANER, CREME CLEAN 1 QT
HILYARD HIL0010604 10 QUART NO BID NO BID $4.3160 $43.16 NO BID NO BID $3.79 $37.90 $4.25 $42.50 $3.18 $31.80 $5.57 $55.70 16 NEW

CLEANER, DELIMER SPARCLEAN
SPARTAN 765504 1 GAL NO BID NO BID $18.4191 $18.42 NO BID NO BID $16.50 $16.50 $12.11 $12.11 $16.20 $16.20 $18.96 $18.96 17 NEW

CLEANER, DEVASTATOR STRIPPER
1 GAL HILLYARD HIL0014706 1 GAL NO BID NO BID $17.3765 $17.38 NO BID NO BID $30.90 $30.90 $10.74 $10.74 $9.72 $9.72 $25.32 $25.32 18 NEW CLEANER, DRAIN BLOC-AID
SPARTAN 738003 12 QT NO BID NO BID $9.0227 $108.27 NO BID NO BID $3.99 $47.88 $3.25 $39.00 $4.29 $51.48 $5.05 $60.60 19 NEW

CLEANER, DRAIN MAINTAINER
"PUSH" 1GAL BETCO 1330400 1 GAL NO BID NO BID $18.5094 $18.51 NO BID NO BID $17.15 $17.15 $11.72 $11.72 $13.23 $13.23 $17.06 $17.06 20 NEW

CLEANER, ENVIROX GREEN
CERTIFIED H2ORANGE2 1 GAL 1 GAL NO BID NO BID $12.2640 $12.26 NO BID NO BID $28.90 $28.90 NO BID NO BID $11.99 $11.99 $32.70 $32.70 21 NEW

CLEANER, EXTRA STRENGTH CSP
CLEANER 1 GAL HILLYARD
HIL0012506 1
GAL
NO BID NO BID $9.4185 $9.42 NO BID NO BID $21.60 $21.60 $10.88 $10.88 $11.08 $11.08 $13.41 $13.41 22 NEW

CLEANER, FABULOSO ALL
PURPOSE LAVENDER SCENT 1 GAL
04307 12
GAL
NO BID NO BID $13.5272 $162.33 NO BID NO BID $12.99 $155.88 $10.68 $128.16 $9.13 $109.56 $10.08 $120.96 23 220140 CLEANER, FAST ORANGE
W/PUMICE/WALL #25219, GL UNIT 1
GL NO BID NO BID $17.6463 $17.65 NO BID NO BID $18.99 $18.99 $13.94 $13.94 $14.18 $14.18 $29.05 $29.05 24 NEW CLEANER, FOAMING GERMICIDAL
QUART HILYARD 0101904 1
BTL NO BID NO BID $5.5314 $5.53 NO BID NO BID $5.99 $5.99 NO BID NO BID $2.22 $2.22 $5.77 $5.77 25 NEW

CLEANER, GERMICIDAL BOWL,
SPARTAN 1 QT HILLYARD
HIL0010204 1
EA
NO BID NO BID $3.6855 $3.69 NO BID NO BID $3.90 $3.90 $2.30 $2.30 $3.39 $3.39 $3.58 $3.58 26 NEW

CLEANER, GLASS & SURFACE
CONCENTRATED 1 GAL MAINTEX
181804 1
GAL
NO BID NO BID $9.8553 $9.86 NO BID NO BID $5.88 $5.88 $9.79 $9.79 $10.71 $10.71 $18.21 $18.21 27 NEW

CLEANER, GLASS SSS HEAVY DUTY
19 OZ. SMARTJAN 21238 1 CN NO BID NO BID $2.7037 $2.70 NO BID NO BID $4.00 $4.00 $2.37 $2.37 $3.09 $3.09 $4.16 $4.16 28 225560 CLEANER, GLASS, AEROSAL 19 OZ.

MISTY #124-20 24 CN NO BID NO BID $3.0000 $72.00 NO BID NO BID $2.89 $69.36 $2.37 $56.88 $2.54 $60.96 $4.16 $99.84 29 225540

CLEANER, GLASS, PREMIX
W/ALCOHOL, 1 GAL. BOTTLE LIST
ALCOHOL PERCENTAGE: 5% 24
GL
NO BID NO BID $12.3471 $296.33 NO BID NO BID $4.38 $105.12 $4.48 $107.52 $9.05 $217.20 $10.71 $257.04 30 225520

CLEANER, GLASS, PREMIX
W/AMMONIA, 1 GAL. BOTTLE LIST
AMMONIA PERCENTAGE: .005% 1
GL
NO BID NO BID $6.9697 $6.97 NO BID NO BID $5.88 $5.88 $7.75 $7.75 $8.47 $8.47 $10.35 $10.35 31 NEW CLEANER, HARD FLOOR HIL-GLO 1
GAL HILLYARD HIL0053306 1
GAL NO BID NO BID $7.6284 $7.63 NO BID NO BID $20.99 $20.99 $11.88 $11.88 $10.44 $10.44 $14.30 $14.30 32 NEW CLEANER, LAVENDAR FABULOSO
GAL LG-04307 12 GAL NO BID NO BID $13.5272 $162.33 NO BID NO BID $12.99 $155.88 $10.77 $129.24 $9.13 $109.56 $10.08 $120.96

PROCLEAN

INTERBORO

PACKAGING FASTENAL COMPANY

AMERICAN

TEXTILE&SUPPLY, BRADY IFS RANDIK PAPER

WAXIE SANITARY
SUPPLY

Page 1 of 4 ends