Agenda packet — Modesto City Council, July 9, 2024 (part 6 of 12)

Purchasing Division needing to secure Council’s approval. Staff has met with these suppliers to gather information in order to competitively bid these items, but they have found that with the ever-fluctuating market and vast majority of parts, it was not feasible to proceed with a competitive bid process. As such, staff recommends agreements with multiple vendors from whom the range of anticipated parts needed are available at varying discounts ranging from 7- 15% to the City of Modesto.

DISCUSSION:

The Finance Department Purchasing Division evaluated competitive bidding pricing through several cooperative agreements which include the State of California, OMNIA Partners and Sourcewell to evaluate other awarding competitive vendors. As part of this review, the Public Works Fleet Division has determined there is a need to purchase Fleet parts from Terex Services and Golden State Emergency Vehicle Services based on these vendors being the sole distributor for certain Fleet parts. The Purchasing Division evaluated other vendors who are selling similar parts or through resale at a higher price.

The Fleet parts that these vendors provide include the following material from Terex Services for specialized heavy equipment, specifically parts for Aerial Devices, Digger Derricks, and Pressure Diggers, their associated controls, hydraulics, generators, the fire apparatus replacement parts and material are provided through Golden State Emergency Vehicle Services for specialized pumps, transmission, and engine components. Fire apparatus built by Pierce Manufacturing are covered through Golden State Emergency Vehicle Services as the authorized dealership addressing comprehensive technical support, including repairs components on items such as chassis, body, electrical, pumps, and aerial elements on the apparatus. These vendors are located in close proximity to Modesto as they are in Stockton and Sacramento; therefore, these vendors are able to provide quick turnaround and delivery of the parts needed for the City’s Fleet inventory. The Finance Department Purchasing Division evaluated similar parts with other competitive vendors and these two vendors were the lowest in cost.

Modesto Municipal Code Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality.” Based on the price analysis conducted by City staff these agreements would comply with this exception based on Terex Services and Golden State Emergency Vehicle Services providing the lowest cost compared to competitive vendors identified outside of Modesto.

FISCAL IMPACT:

Sufficient funds are budgeted in Fiscal Year (FY) 2024-25 to support the cost for these agreements. The primary funding source will be funded by the Fleet Fund and secondary funding sources through outside service agreements such as fire service contracts and Stanislaus Regional Transit Authority. An increase is being recommended for the new agreements due to the anticipated increase in inflation and new fleet vehicles that will be added to the City’s inventory associated with the addition or increased services through City programs funded by Measure H.
#18..
- 1233 -
City Council, July 9, 2024
Equipment and Vehicle Parts and Services Agreements

Page 3 of 3 ends

Below is a summary of the last three-year spending for the two vendors.

Year Terex Services Golden St. Emergency Vehicle Services 1 $ 14,878 $ 43,420
2 $ 9,826 $ 48,554
3 $ 55,504 $ 143,441
Total $ 80,208 $ 235,415
COMMITTEE RECOMMENDATION:

This item was presented at the June 24, 2024, Finance Committee and approved to move forward to Council.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Purchasing Agreements for purchase of Equipment and Vehicle Parts and Services with Terex Services, Stockton, CA and Golden State Emergency Vehicle Services, Sacramento, CA for a two-year Agreement with three (3) one-year extension options, for an annual combined estimated amount of $250,000 and a total amount not to exceed $1,250,000 over five years; and authorizing the City Manager or his designee to execute the Agreements.

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

1. Resolution

2. TEREX Parts Agreement # 277046 - Parts

3. Exhibit B - Price Schedule Terex

4. Terex Cost Analysis

5. Golden State Emergency Vehicle Parts Agreement #277044

6. Golden State Emergency Vehicle Service Agreement #277045

7. Exhibit B Sole Source Letter Golden State

8. Exhibit C - Price Schedule Parts Golden State

9. Exhibit C - Price Schedule Services Golden State

10. Golden State Price Analysis
#18..
- 1234 -
1 MODESTO CITY COUNCIL
RESOLUTION NO. 2024-

RESOLUTION APPROVING THE PURCHASING AGREEMENTS FOR THE

PURCHASE OF EQUIPMENT AND VEHICLE PARTS AND SERVICES WITH

TEREX SERVICES, STOCKTON, CA AND GOLDEN STATE EMERGENCY

VEHICLE SERVICES, SACRAMENTO, CA FOR A TWO-YEAR AGREEMENT WITH THREE (3) ONE-YEAR EXTENSION OPTIONS, FOR AN ANNUAL COMBINED ESTIMATED AMOUNT OF $250,000 AND A TOTAL AMOUNT NOT TO EXCEED $1,250,000 OVER FIVE YEARS; AND AUTHORIZING THE

CITY MANAGER OR HIS DESIGNEE TO EXECUTE THE AGREEMENTS
WHEREAS, the City Fleet Services Division services and maintains 1,583 inservice vehicles, heavy equipment, buses, fire trucks, trailers and other miscellaneous equipment for all areas of the City; and
WHEREAS, each vehicle or piece of equipment has countless parts to make the unit function safely and efficiently; and
WHEREAS, components can fail or break on any piece of equipment, and preparing a list of parts that will be required in any given Fiscal Year is not feasible and Downtime for any piece of equipment means that a crew or individual cannot perform their job duties and can adversely impact operations; and WHEREAS, these purchasing agreements will allow the Fleet Services Division to obtain the parts required to maintain and repair vehicles and equipment timely, based on the nearest manufacturer for these parts and at competitive pricing. Fleet Services performs their own price checks constantly on items that are purchased and will strictly abide by all City policies as they pertain to cost limitations, repetitive orders and order splitting; and
WHEREAS, the Fleet parts that these vendors provide include the following material from Terex Services for specialized heavy equipment, specifically parts for #18..
- 1235 -
2 Aerial Devices, Digger Derricks, and Pressure Diggers, their associated controls, hydraulics, generators, the fire apparatus replacement parts and material are provided through Golden State Emergency Vehicle Services for specialized pumps, transmission, and engine components; and
WHEREAS, Fire apparatus built by Pierce Manufacturing are covered through Golden State Emergency Vehicle Services as the authorized dealership addressing comprehensive technical support, including repairs components on items such as chassis, body, electrical, pumps, and aerial elements on the apparatus; and WHEREAS, these vendors are located in close proximity to Modesto as they are in Stockton and Sacramento; therefore, these vendors are able to provide quick turnaround and delivery of the parts needed for the City’s Fleet inventory; and WHEREAS, the Finance Department Purchasing Division evaluated similar parts with other competitive vendors and these two vendors were the lowest in cost; and WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment or contractual services to be formally bid; However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality.”; and WHEREAS, based on the price analysis conducted by City staff these agreements would comply with this exception based on Terex Services and Golden State Emergency Vehicle Services providing the lowest cost compared to competitive vendors identified outside of Modesto.
#18..
- 1236 -
3 NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Purchasing Agreements for purchase of Equipment and Vehicle Parts and Services with Terex Services, Stockton, CA and Golden State Emergency Vehicle Services, Sacramento, CA for a two-year Agreement with three (3) one-year extension options, for an annual combined estimated amount of $250,000 and a total amount not to exceed $1,250,000 over five years.

BE IT FURTHER RESOLVED, that the City Manager, or his designee, is hereby authorized to execute the Agreements, in a form approved by the City Attorney. #18..
- 1237 -
4 The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 9th day of July, 2024, 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
#18..
- 1238 -
1 TEREX GLOBAL ANNUAL PURCHASE AGREEMENT – PARTS ONLY
AGREEMENT # 277046
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ______ day of _____________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Terex Global a subsidiary of Terex Corporation, a corporation in Delaware, hereinafter called VENDOR, W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024-______ authorizing the Award of Bid and agreement for the purchase of parts, materials, supplies or equipment described herein (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CITY and VENDOR shall enter into an agreement for the purchase of Parts as described in IFB 2324-05, attached hereto as Exhibit “B” 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: JULY 10, 2024 THROUGH JULY 9, 2025
Year two: JULY 10, 2025 THROUGH JULY 9, 2026
Year three: JULY 10, 2026 THROUGH JULY 9, 2027
Year four: JULY 10, 2027 THROUGH JULY 9, 2028
Year five: JULY 10, 2028 THROUGH JULY 9, 2029

2. PRICING:

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $125,000. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $625,000.
#18..
- 1239 -
2 B. Pricing during AGREEMENT Year one shall be as set forth in Exhibit B 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. 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 45 Days via manual check.

6. AMENDMENTS: No changes to this AGREEMENT shall be effective unless mutual agreement of the parties, or the sole discretion of the City.

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 thirty (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 #18..
- 1240 -
3 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.

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 #18..
- 1241 -
4 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: Matthew Mayer
Territory Sales Manager
Terex Global
2610 Lycoming Street
Stockton, CA 95206
Phone: (916) 601-9479
Email: Matthew Mayer
CITY: City of Modesto
Kim Presson, Buyer
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Phone: (209) 577-5375
Email: [email protected]
#18..
- 1242 -
5 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 by its Director of Finance under authority of Resolution No. 2024-______ adopted by the Council of the City of Modesto on the ________ day of __________________, 2024 and Terex Global a subsidiary of Terex Corporation has caused this Agreement to be duly executed. #18..
- 1243 -
Terex Utilities
Pricing Schedule
Exhibit "B"
Part # Description
H23105PTU GUARD; GUARD SHEAVE KIT, FULL KIT FOR GUARD
65307784TU HOLDER; HOLDER CHAINSAW SCABBARD
34359 CABLE; CABLE AUGER STOW 40906
627439 VALVE; LOWER BOOM CONTROL VALVE ASSEMBLY
* Able to add additional parts, as needed.
#18..
- 1244 -
Unit Cost
621.57
247.83

83.96 1,403.08
Terex Utilities
Pricing Schedule
Exhibit "B"
#18..
- 1245 -
REQUE
TE
NO Unit Part # Description
1 H23105PTU GUARD; GUARD SHEAVE KIT, FULL KIT FOR GUARD 2 65307784TU HOLDER; HOLDER CHAINSAW SCABBARD
3 34359 CABLE; CABLE AUGER STOW 40906
4 627439 VALVE; LOWER BOOM CONTROL VALVE ASSEMBLY
5 6
7 8
9 10
NO Labor/Shop RATE What Type of Service
1 Labor 160.00 hourly labor rate for any type of labor being performed 2 3
NO Competitors
1 There are only two Terex dealerships in the state of California for parts and service, Stockton and Fontana. 2 3
#18..
- 1246 -
Online Vendors
Unit Cost
Georgia Underground
Superstore
621.57 679.53
247.83

83.96 1,403.08

REQUEST FOR TOP TEN

TEREX SERVICES
Description

IT FOR GUARD
BARD

LVE ASSEMBLY
What Type of Service
ng performed
ompetitors
ockton and Fontana.
#18..
- 1247 -
Sheldon Hill Supply
270.83

VENDOR SPECIFIC

VENDOR SPECIFIC
Online Vendors
#18..
- 1248 -
1 GOLDEN STATE EMERGENCY VEHICLE SERVICES, INC ANNUAL PURCHASE AGREEMENT

PARTS ONLY
AGREEMENT # 277044
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ________ day of _____________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Golden State Emergency Vehicle Services, Inc., a S-Corporation, hereinafter called VENDOR, W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No.2024-______ authorizing an agreement for the purchase of fire fleet 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 sole source letter 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 purchase of Parts as described attachment Price Schedule , 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.

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $62,500. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $312,500.

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

C. Pricing is based on quarterly average and days to pay accrued results. The discount will adjust quarterly for the life 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. 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.

6. AMENDMENTS: No changes to this AGREEMENT shall be effective unless mutual agreement of the parties or the sole discretion of the City.

7. TERMINATION:

B. CITY may terminate this AGREEMENT for convenience upon thirty (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 #18..
- 1250 -
3 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.

10. SHIPMENT: Unless otherwise authorized by CITY’s Purchasing Division, GOODS shall be delivered F.O.B. Destination Freight Prepaid, and noted as a separate line item on the invoice. 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.

12. WARRANTY: Notwithstanding any other provisions of the purchase order, VENDOR will facilitate all warranties for the GOODS that are offered by the manufacturer. 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 help facilitate resolution through the manufacuturer, , including transportation/freight..

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.

CONTRACTOR: Daron M. Wright
President
Golden State Emergency Vehicle Services, Inc
7400 Reese Road
Sacramento, CA 95828
#18..
- 1252 -
5 Phone: (916) 330-1638
Email: [email protected]
CITY: City of Modesto
Kim Presson, Buyer
P.O. Box 642
Modesto, CA 95353
Phone: (209) 577-5375
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.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this AGREEMENT by its Director of Finance under authority of Resolution No. 2024-_____ adopted by the Council of the City of Modesto on the __________ day of ________________, 2024 and Golden State Emergency Vehicle Services has caused this Agreement to be duly executed. #18..
- 1253 -
1 GOLDEN STATE EMERGENCY VEHICLE SERVICES, INC ANNUAL AGREEMENT – SERVICES AGREEMENT #277045
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _______ day of ____________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Golden State Emergency Vehicle Servies, Inc.., an S-Corporation, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024-______ authorizing an agreement for the purchase of fire fleet materials, supplies or equipment described herein the (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a Sole Source letter that best meets the CITY needs, attached hereto as Exhibit “B”, and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for the SHOP RATES SERVICES as described in Price Schedule, attached hereto as Exhibit “C”, and made a part hereof.

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

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and #18..
- 1254 -
2 insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $62,500.00 The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $312,500.00 Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on attached hereto as Exhibit C.

2. CITY REPRESENTATIVE:

CITY Representative is; Patrick Crowley, Senior Public Works Manager, phone: (209) 342-2274 email: [email protected].

The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

3. CONTRACTOR CONTACT:

Daron M. Wright, President
Phone (916) 330-1638
Email: [email protected]
#18..
- 1255 -
3 4. 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 1: July 10, 2024 through July 9, 2025
Year 2: July 10, 2025 through July 9, 2026
Year 3: July 10, 2026 through July 9, 2027
Year 4: July 10, 2027 through July 9, 2028
Year 5: July 10, 2028 through July 9, 2029
Pricing as set forth in Exhibit “C” above shall remain firm for the first two years of the AGREEMENT.

Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for West Urban Area in any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

5. LIABILITY INSURANCE:

The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurance limit. The insurance shall indicate on the certificate #18..
- 1256 -
4 of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability.
b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.

The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.

The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.

The CONTRACTOR’s insurance policy(ices) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the CITY’s Risk Manager.
#18..
- 1257 -
5 For any claims related to this AGREEMENT, the CONTRACTOR’s insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by CITY, its officers, officials, employees, or volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.

6. PAYMENT:

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT #277045
 Public Works Fleet Division, 1609 8th Street, Modesto, Ca 95354  Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax and total

7. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, 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 CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this #18..
- 1258 -
6 AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

8. VENUE & GOVERNING LAW:

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 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, without giving effect to its conflicts of laws provisions or principles.

9. 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.

10. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement.
a. Resolution No.2024-_______;
b. CONTRACTOR Sole Source Letter.
c. IFB No. 2324-104;
d. Bonds (IF APPLICALBLE);
e. Contractor’s City of Modesto business license
#18..
- 1259 -
7 11. TERMINATION OF SERVICES:

Termination for Default: 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 nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and #18..
- 1260 -
8 material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such #18..
- 1261 -
9 SERVICES.

12. COMPLIANCE WITH ALL LAWS:

CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the SERVICES described herein, will comply with all federal, state, county and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.

13. FAILURE TO PERFORM SATISFACTORY WORK:

It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.

Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence.

Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

14. ASSIGNMENT OF RIGHTS:

The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments #18..
- 1262 -
10 made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

15. CITY PROCESS/PROCEDURE APPROVALS:

CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

16. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES: If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.

17. 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: Daron M. Wright
President
Golden State Emergency Vehicle Servies, Inc
7400 Reese Road
Sacramento, CA 95828
Phone: (916) 330-1638
Email: [email protected]
CITY: Kim Presson, Buyer
City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
#18..
- 1263 -
11 Phone: (209) 577-5375
Email: [email protected]
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

18. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

19. QUANTITIES: No minimum or maximum is guaranteed or implied.

20. FUNDING:

All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

21. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES:

If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.

22. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment #18..
- 1264 -
12 and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

23. CONTRACTOR LICENSES & PERMITS:

CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.

24. RECORDS:

All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, #18..
- 1265 -
13 that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

25. FACILITIES AND EQUIPMENT:

Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.

26. INDEPENDENT CONTRACTOR; NOT AGENT:

At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

27. DRUG FREE WORKPLACE:

CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter

5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

28. ASSIGNMENT:
#18..
- 1266 -
14 Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

29. WAIVER:

The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

30. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

31. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

32. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES 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.

33. 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.
#18..
- 1267 -
15 IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2024 and Golden State Emergency Vehicle Services has caused this Agreement to be duly executed.
#18..
- 1268 -
PIERCE MANUFACTURING INC.

AN OSHKOSH CORPORATION COMPANY • ISO 9001 CERTIFIED
2600 AMERICAN DRIVE
POST OFFICE BOX 2017
APPLETON, WISCONSIN 54912-2017
920-832-3000 • FAX 920-832-3208
www.piercemfg.com
January 10, 2024
RE: Sole Source
To whom it may concern:

To provide you with the personalized level of sales, service, and warranty you deserve, Pierce has established a network of authorized dealers throughout the country. Golden State Fire Apparatus, Inc. is the exclusive dealer for the sale, service, parts, and warranty of custom and commercial fire apparatus manufactured by Pierce in the California counties of: Alameda, Alpine, Amador, Butte, Calaveras, Colusa, Contra Costa, Del Norte, El Dorado, Fresno, Glenn, Humboldt, Inyo, Kings, Lake, Lassen, Madera, Marin, Mariposa, Mendocino, Merced, Modoc, Mono, Monterey, Napa, Nevada, Placer, Plumas, Sacramento, San Benito, San Francisco, San Joaquin, San Mateo, Santa Clara, Santa Cruz, Shasta, Sierra, Siskiyou, Solano, Sonoma, Stanislaus, Sutter, Tehama, Trinity, Tulare, Tuolumne, Yolo and Yuba.

Golden State Fire Apparatus, Inc. is extremely qualified to provide you with the support you have come to expect from Pierce and has service & warranty facilities located in Sacramento, CA.

Please contact Golden State Fire Apparatus, Inc. direct for Sales support or visit their website for more information at www.goldenstatefire.com.

Sincerely,
Charley Hopp
Manager – Contracts and Sales Support
Pierce Manufacturing Inc.
#18..
- 1269 -
Exhibit C
Price Schedule
Part #
Unit
Cost
2684221-0020 314.96
2762220-0020 368.74
4412842 742.92
1721211 875.08
2063962 1,727.66
1347625 967.58
2756431 249.23
1322218 115.68
551371 294.09
2254637 2,138.46

SPLITFACE MIRROR ASSY
Description
SEAT BELT 3 PT RIGHT FRONT RH
BELT; SEAT BELT 3 PT ST00 RFLH RED L9

CLAMP AIR ACTUATED LADDER LOCK

FLOW METER FOR HUSKY FOAM PUMP
SWITCH; DEFROSTER SWITCH AND CABLE - CONTROL PANEL
FAN; FAN A/C CONDENSER
DIPSTICK; DIPSTICK ASSY ENGINE OIL
LAMP; LOW BEAM 8800 LED HEADLIGHT
RADIATOR; RADIATOR ALUM
Additional parts to be added as needed.
#18..
- 1270 -
Exhibit C
Price Schedule
#18..
- 1271 -
NO Unit Part # Description
1 2684221-0020 SEAT BELT 3 PT RIGHT FRONT RH
2 2762220-0020 BELT; SEAT BELT 3 PT ST00 RFLH RED L9
3 4412842

SPLITFACE MIRROR ASSY
4 1721211 CLAMP AIR ACTUATED LADDER LOCK
5 2063962 FLOW METER FOR HUSKY FOAM PUMP
6 1347625 SWITCH; DEFROSTER SWITCH AND CABLE - CONTROL PANEL 7 2756431 FAN; FAN A/C CONDENSER
8 1322218 DIPSTICK; DIPSTICK ASSY ENGINE OIL
9 551371
LAMP; LOW BEAM 8800 LED HEADLIGHT
10 2254637 RADIATOR; RADIATOR ALUM
NO Labor/Shop RATE What Type of Service
1 Labor 170.00 hourly labor rate for any type of labor being performed 2 3
NO Competitors
1 There are only two Pierce dealers in California, Golden State Fire in Sacramento and South Coast Fire Equipment 2 3
#18..
- 1272 -
#18..
- 1273 -
Online V
Unit
Cost Fire Line Equipment
314.96 677.99
368.74 677.99
742.92
875.08 896.99
1,727.66
967.58
249.23
115.68 665.28
294.09
2,138.46
7,794.40

REQUEST FOR TOP TEN

GOLDEN STATE EMERGENCY VEHICLE SERVICE
Description
ED L9
K
MP

CABLE - CONTROL PANEL
IL
GHT
What Type of Service
ng performed
ompetitors
South Coast Fire Equipment Inc in Corona
#18..
- 1274 -
#18..
- 1275 -
Banner Fire Equipment
Inc Fleet Pride
Grainger Industrial
Supply
284.69 281.59
334.84
(set of 4 - $391.25 ea)
1564.99 333.55
Online Vendors
#18..
- 1276 -
#18..
- 1277 -
unable to locate actual
pricing online

VENDOR SPECIFIC

VENDOR SPECIFIC
#18..
- 1278 -

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

July 9, 2024
Date: June 25, 2024
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: Equipment and Vehicle Parts and Service Agreements – CenCal Auto and Parts and Rush Truck Centers
CONTACT: Dianne Love, Purchasing Manager, [email protected], 209-571-5164
DESCRIPTION:

Consider approving the Purchasing Agreements for the purchase of Equipment and Vehicle Parts and Services with CenCal Auto and Truck Parts, Modesto, CA and Rush Truck Center, Ceres, CA for a total amount not to exceed $1,000,000 over five years. (Funding Source: Fleet Fund, Outside Service Agreements)
STRATEGIC PLAN ELEMENT:

This item supports the City of Modesto 2020-2025 Strategic Plan Focus of Governance and Service Delivery under goal H: Achieve Financial Sustainability.

BACKGROUND:

The City Fleet Services Division services and maintains 1,583 in-service vehicles, heavy equipment, buses, fire trucks, trailers and other miscellaneous equipment for all areas of the City. Each vehicle or piece of equipment has countless parts to make the unit function safely and efficiently. At any time, components can fail or break on any piece of equipment and preparing a list of parts that will be required in any given Fiscal Year is not feasible. Downtime for any piece of equipment means that a crew or individual cannot perform their job duties and can adversely impact operations.

The recommended purchasing agreements will allow the Fleet Services Division to obtain the parts required to maintain and repair vehicles and equipment timely, locally and at competitive pricing. Fleet Services constantly performs their own price checks on items that are purchased and will strictly abide by all City policies as they pertain to cost limitations, repetitive orders and order splitting.

Prior to 2018, the City staff utilized citywide blanket purchase orders to purchase these essential fleet parts. Experience over several fiscal years shows the blanket purchase orders for these #19..
- 1279 -
City Council, July 9, 2024
Equipment and Vehicle Parts and Service Agreements – CenCal Auto and Parts and Rush Truck Centers

Page 2 of 4 ends

vendors have consistently exceeded the $50,000 threshold. Additionally, even with the recent Modesto Municipal Code change to increase the limit to $100,000, with the increase in inflation, increase in fleet inventory, and supply and demand, the spending limits will eventually reach the Council authority limits.

On September 24, 2019, under Resolution 2019-415, Council approved Purchasing Agreements for equipment and vehicle parts to Motor Parts Distribution, Modesto CA, Napa Modesto Auto and Truck Parts, Modesto, CA, Interstate Truck Center, Turlock, CA and Fleet Pride Inc., Modesto, CA for a one year agreement with four one-year extension options, for an estimated annual cost not to exceed $100,000, $60,000, $100,000 and $75,000, respectively; for a combined annual estimated cost of $335,000 for a total combined authorization limit of $1,675,000 over five years. Note that CenCal Napa Auto Parts was previously named Napa Modesto Auto Parts. City staff intend to bring forward additional new agreements with the remaining local vendors once the price analysis is complete. Napa Modesto Auto and Truck Parts changed their business name to CenCal Auto and Truck Parts, but for the other two local vendors, the Purchasing Division is still performing a price analysis to evaluate entering into a new agreement.

DISCUSSION:

On June 3, 2024, the City Manager authorized the Purchasing Manager to solicit the procurement for vehicle auto parts.

CenCal Auto and Truck Parts
On February 4, 2021, Sourcewell issued Request for Proposal (RFP) 032521- Genuine Parts Company (GPC) dba NAPA Auto Parts under Contract No. 051321 for vehicle parts and supplies on the USA Today, South Carolina’s The State, Sourcewell Procurement Portal. On March 25, 2021, proposals were opened electronically through the Sourcewell Procurement Portal. Seventeen (17) proposals were received and based on the Committee criteria which was based on conformance to RFP Requirements, pricing, financial viability and marketplace success, ability to sell and deliver service and warranty, four (4) contracts were awarded for this commodity, which included CenCal Auto and Truck Parts. Based on the responsible proposer offering the highest scoring, City staff recommends awarding to CenCal Auto and Truck Parts for the purchase of vehicle parts, supplies, and services for a two-year agreement with three one-year extension options at an estimated annual cost not to exceed $120,000, and $600,000 over five years.

Rush Truck Centers
On October 20, 2020, OMNIA Partners issued Request for Proposal (RFP) 25-20 under Master Agreement No. #05-47 for heavy equipment, diesel truck, bus parts, and related goods and services on the USA Today and National Cooperative Purchasing Alliance website. On November 19, 2020, proposals were opened electronically through the National Cooperative Purchasing Alliance website. Two (2) proposals were received and based on the Committee criteria which was based on pricing, ability to service contract, references, technology, value added products and services, two (2) contracts were awarded for this commodity, which included Rush Truck Center. Based on the responsible proposer offering the highest scoring, City staff recommends to award to Rush Truck Center to purchase vehicle parts, supplies, and services for a two-year agreement with three one-year extension options at an estimated annual cost not to exceed $80,000, and $400,000 over five years. #19..
- 1280 -
City Council, July 9, 2024
Equipment and Vehicle Parts and Service Agreements – CenCal Auto and Parts and Rush Truck Centers

Page 3 of 4 ends

Sourcewell and OMNIA Partners are cooperative agencies which streamlines the procurement process by developing RFPs for national competitive solicitations that meet or exceed local requirements. The competitive process is continually refined to best meet agency needs and allows Sourcewell and OMNIA Partners to offer exceptional products from nationally acclaimed vendors.

Modesto Municipal Code Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality.” In addition, MMC 8-3.202(h) encourages the Purchasing Manager to join with the State of California or other units of government in cooperative purchasing plans when the best cost savings interest of the City would be served.

By utilizing Sourcewell and OMNIA Partners, the City is complying with the requirements defined under this code for vehicle parts and supplies.

FISCAL IMPACT:

Sufficient funds are budgeted in Fiscal Year (FY) 2024-25 to support the cost of these agreements. The primary funding source for these agreements will be funded by the Fleet Fund and secondary funding sources which include the outside service agreements such as fire service contracts and Stanislaus Regional Transit Authority. An increase is being recommended for the new agreements due to anticipated inflation increases as well as new fleet vehicles that will be added to the City’s inventory with the addition or increase of City programs funded through Measure H, which required the purchase of new vehicles.

Below is a summary of the last three years of spending for the two vendors and includes both parts and services.

Year Rush Truck Center CenCal Auto Parts
1 $ - $ 24,911
2 $ 1,062 $ 24,424
3 $ 68,891 $ 128,892
4 $ 96,397 $ 38,649
Total $ 166,350 $ 216,876
COMMITTEE RECOMMENDATION:

This item was presented at the June 24, 2024, Finance Committee and approved to move forward to Council.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Purchasing Agreements utilizing the Competitive Bidding Process from Sourcewell and OMNIA Partners for the purchase of Equipment and Vehicle Parts and Services with CenCal Auto and Truck Parts, Modesto, CA and Rush Truck Center, Ceres, CA for a two-year Agreement with three (3) one-year extension options, for an annual combined #19..
- 1281 -
City Council, July 9, 2024
Equipment and Vehicle Parts and Service Agreements – CenCal Auto and Parts and Rush Truck Centers

Page 4 of 4 ends

estimated amount of $200,000 and a total amount not to exceed $1,000,000 over five years; and authorizing the City Manager or his designee to execute the Agreements.

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

1. Resolution

2. Agreement - CenCal Auto and Truck Parts

3. Exhibit B 032521-GPC – Napa

4. Exhibit C 032521-GPC - CenCal Napa Pricing Information

5. Scoring Abstract – CenCal

6. Agreement#276495 Rush Truck Center – Parts

7. Agreement#276986 Rush Truck Center – Service

8. Exhibit B Rush Enterprises Response

9. Exhibit C -Rush Parts

10. Exhibit C -Rush Service

11. Scoring Abstract – Rush Truck Center
#19..
- 1282 -
1 MODESTO CITY COUNCIL
RESOLUTION NO. 2024-

RESOLUTION APPROVING THE PURCHASING AGREEMENTS UTILIZING

THE COMPETITIVE BIDDING PROCESS FROM SOURCEWELL AND

OMNIA PARTNERS FOR THE PURCHASE OF EQUIPMENT AND VEHICLE

PARTS AND SERVICES WITH CENCAL AUTO AND TRUCK PARTS,

MODESTO, CA AND RUSH TRUCK CENTER, CERES, CA FOR A TWO-YEAR AGREEMENT WITH THREE (3) ONE-YEAR EXTENSION OPTIONS, FOR AN ANNUAL COMBINED ESTIMATED AMOUNT OF $200,000 AND A TOTAL AMOUNT NOT TO EXCEED $1,000,000 OVER FIVE YEARS; AND

AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE

THE AGREEMENTS
WHEREAS, the City Fleet Services Division services and maintains 1,583 inservice vehicles, heavy equipment, buses, fire trucks, trailers and other miscellaneous equipment for all areas of the City; and
WHEREAS, each vehicle or piece of equipment has countless parts to make the unit function safely and efficiently; and
WHEREAS, components can fail or break on any piece of equipment, and preparing a list of parts that will be required in any given Fiscal Year is not feasible and Downtime for any piece of equipment means that a crew or individual cannot perform their job duties and can adversely impact operations; and WHEREAS, on February 4, 2021, Sourcewell issued Request for Proposal (RFP) 032521- Genuine Parts Company (GPC) dba NAPA Auto Parts under Contract No. 051321 for vehicle parts and supplies on the USA Today, South Carolina’s The State, Sourcewell Procurement Portal; and
WHEREAS, on March 25, 2021, proposals were opened electronically through the Sourcewell Procurement Portal. Seventeen (17) proposals were received, and based on the Committee criteria which was based on conformance to RFP Requirements, #19..
- 1283 -
2 pricing, financial viability and marketplace success, ability to sell and deliver service and warranty, four (4) contracts were awarded for this commodity, which included CenCal Auto and Truck Parts; and
WHEREAS, based on the responsible proposer offering the highest scoring, City staff recommends awarding to CenCal Auto and Truck Parts for the purchase of vehicle parts, supplies, and services for a two-year agreement with three one-year extension options at an estimated annual cost not to exceed $120,000, and $600,000 over five years; and
WHEREAS, on October 20, 2020, OMNIA Partners issued Request for Proposal (RFP) 25-20 under Master Agreement No. #05-47 for heavy equipment, diesel truck, bus parts, and related goods and services on the USA Today and National Cooperative Purchasing Alliance website; and
WHEREAS, on November 19, 2020, proposals were opened electronically through the National Cooperative Purchasing Alliance website and two (2) proposals were received, and based on the Committee criteria which was based on pricing, ability to service contract, references, technology, value added products and services, two (2) contracts were awarded for this commodity, which included Rush Truck Center; and WHEREAS, based on the responsible proposer offering the highest scoring, City staff recommends to award to Rush Truck Center to purchase vehicle parts, supplies, and services for a two-year agreement with three one-year extension options at an estimated annual cost not to exceed $80,000, and $400,000 over five years; and WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment, or contractual services #19..
- 1284 -
3 to be formally bid; However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality.”; and
WHEREAS, MMC 8-3.202(h) encourages the Purchasing Manager to join with the State of California or other units of government in cooperative purchasing plans when the best cost savings interest of the City would be served and by utilizing the Sourcewell and OMNIA Partners, the City is complying with the requirements defined under this code for vehicle parts and supplies.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Purchasing Agreements utilizing the competitive bidding process from Sourcewell and OMNIA Partners for the purchase of Equipment and Vehicle Parts and Services with CenCal Auto and Truck Parts, Modesto, CA and Rush Truck Center, Ceres, CA for a two-year Agreement with three (3) one-year extension options, for an annual combined estimated amount of $200,000 and a total amount not to exceed $1,000,000 over five years.

BE IT FURTHER RESOLVED, that the City Manager, or his designee, is hereby authorized to execute the Agreements, in a form approved by the City Attorney. #19..
- 1285 -
4 The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 9th day of July, 2024, by Councilmember _________, who moved its adoption, which motion being duly seconded by Councilmember _________, was 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
#19..
- 1286 -
1 CENCAL AUTO & TRUCK PARTS, INC ANNUAL PURCHASE AGREEMENT – PARTS ONLY AGREEMENT # 276512
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _______ day of _____________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and CenCal Auto and Truck Parts, Inc a Corporation of California hereinafter called VENDOR,
W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024-______ authorizing the Award of Bid and agreement for the purchase of fleet 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 purchase of AUTO AND TRUCK PARTS as described in IFB 2324-96, 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.

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $120,000. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $600,000.

B. Pricing during AGREEMENT Year one shall be as set forth in Exhibit C 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. 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.

6. AMENDMENTS: No changes to this AGREEMENT shall be effective unless mutual agreement of the parties or the sole discretion of the City.

7. TERMINATION:

B. CITY may terminate this AGREEMENT for convenience upon thirty (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 #19..
- 1288 -
3 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.

15. INDEMNITIES:
#19..
- 1289 -
4 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.

CONTRACTOR: Josh Ahart, Account Manager
Cencal Napa Auto & Truck Parts, Inc
615 Kansas Ave, STD D
Modesto, CA 95351
Phone: (209) 281-6887
Email: [email protected]
#19..
- 1290 -
5 CITY: Kim Presson, Buyer
City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Phone: (209) 577-5375
[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.

CONTRACT
This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Genuine Parts Company dba NAPA Auto Parts, 2999 Wildwood Parkway, Atlanta, GA 30339 (Vendor).

Sourcewell is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada.

Sourcewell issued a public solicitation for Aftermarket Vehicle Parts and Supplies from which Vendor was awarded a contract.

Vendor desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell’s cooperative purchasing contracts (Participating Entities).

1. TERM OF CONTRACT
A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below.

B. EXPIRATION DATE AND EXTENSION. This Contract expires May 19, 2025, unless it is cancelled sooner pursuant to Article 22. This Contract may be extended up to one additional one-year period upon request of Sourcewell and with written agreement by Vendor.

C. SURVIVAL OF TERMS. Articles 11 through 14 survive the expiration or cancellation of this Contract.

2. EQUIPMENT, PRODUCTS, OR SERVICES
A. EQUIPMENT, PRODUCTS, OR SERVICES. Vendor will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above.

Vendor’s Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract.

#19..
- 1292 -
032521-GPC
Rev. 10/2020 2
All Equipment and Products provided under this Contract must be new/current model or remanufactured to OEM standards. Vendor may offer close-out or refurbished Equipment or Products if they are clearly indicated in Vendor’s product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity’s site.

This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed.

B. WARRANTY. All Equipment and Products supplied pursuant to the Contract are subject to the terms of written warranties provided by the manufacturer of each Product and Equipment, and Vendor shall use reasonable commercial efforts to assist the Member in processing all warranty claims that the Member may have against a manufacturer. The manufacturer’s warranty will be the sole and exclusive remedy of the Member in connection with any claims concerning the Products and Equipment supplied pursuant to the Contract. ALL OTHER

WARRANTIES, BOTH EXPRESS AND IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXCLUDED. Copies of the manufacturers’ warranties are available to the Member upon request. Vendor will pass through all available warranty benefits from the applicable manufacturer to the Member to the extent permitted by contract or law.

C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution, Vendor will make available to Sourcewell a means to validate or authenticate Vendor’s authorized dealers, distributors, and/or resellers relative to the Equipment, Products, and Services related to this Contract. This list may be updated from time-to-time and is incorporated into this Contract by reference. It is the Vendor’s responsibility to ensure Sourcewell receives the most current version of this list.

3. PRICING
All Equipment, Products, or Services under this Contract will be priced as stated in Vendor’s Proposal.

When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity’s total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity’s requested delivery location.

Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase.

#19..
- 1293 -
032521-GPC
Rev. 10/2020 3
A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Vendor must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities.

Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery.

Vendor must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition.

Sourcewell may declare the Vendor in breach of this Contract if the Vendor intentionally delivers substandard or inferior Equipment or Products. In the event that any Product or Equipment does not conform to the manufacturer’s warranty, the Member may return such Product or Equipment to Vendor and Vendor will process the Member’s warranty claim with the manufacturer of the defective Product or Equipment. After the manufacturer has accepted the claim from Vendor, Vendor, as the Member’s sole and exclusive remedy and Vendor’s sole liability, shall either, at its option: (i) replace the defective Product or Equipment with a conforming Product or Equipment; (ii) repair the defective Product or Equipment; or (iii) issue a credit or refund for the price of the Product or Equipment.

B. SALES TAX. Each Participating Entity is responsible for supplying the Vendor with valid taxexemption certification(s). When ordering, a Participating Entity must indicate if it is a taxexempt entity.

C. HOT LIST PRICING. At any time during this Contract, Vendor may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract.

When Vendor determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below.

Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities.

4. PRODUCT AND PRICING CHANGE REQUESTS
Vendor may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Administrator. This form is available from the assigned Sourcewell Contract Administrator. At a minimum, the request must:

#19..
- 1294 -
032521-GPC
Rev. 10/2020 4
x Identify the applicable Sourcewell contract number;
x Clearly specify the requested change;
x Provide sufficient detail to justify the requested change; x Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and x Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged.

A fully executed Sourcewell Price and Product Request Form will become an amendment to this Contract and be incorporated by reference.

5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS

A. PARTICIPATION. Sourcewell’s cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities.

The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity’s authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Vendor understands that a Participating Entity’s use of this Contract is at the Participating Entity’s sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source.

Vendor is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract.

B. PUBLIC FACILITIES. Vendor’s employees may be required to perform work at governmentowned facilities, including schools. Vendor’s employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws.

6. PARTICIPATING ENTITY USE AND PURCHASING
A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Vendor that it intends to access this

#19..
- 1295 -
032521-GPC
Rev. 10/2020 5
Contract; however, order flow and procedure will be developed jointly between Sourcewell and Vendor. Typically, a Participating Entity will issue an order directly to Vendor. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration of this Contract; however, Vendor performance, Participating Entity payment, and any applicable warranty periods or other Vendor or Participating Entity obligations may extend beyond the term of this Contract.

Vendor’s acceptable forms of payment are included in Attachment A. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity.

B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Vendor, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entitles may require the use of a Participating Addendum; the terms of which will be worked out directly between the Participating Entity and the Vendor. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract.

C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements (such as e-commerce specifications, specialized delivery requirements, or other specifications and requirements) not addressed in this Contract, the Participating Entity and the Vendor may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement.

D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Vendor in the event of any of the following events:

1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the goods to be purchased;

2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity’s requirements; or

3. Vendor commits any material breach of this Contract or the additional terms agreed to between the Vendor and a Participating Entity.

E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity’s order will be determined by the Participating Entity making the purchase.

#19..
- 1296 -
032521-GPC
Rev. 10/2020 6

7. CUSTOMER SERVICE
A. PRIMARY ACCOUNT REPRESENTATIVE. Vendor will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for:

x Maintenance and management of this Contract;
x Timely response to all Sourcewell and Participating Entity inquiries; and x Business reviews to Sourcewell and Participating Entities, if applicable.

B. BUSINESS REVIEWS. Vendor must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, supply issues, customer issues, and any other necessary information.

8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Vendor must provide a contract sales activity report (Report) to the Sourcewell Contract Administrator assigned to this Contract. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Vendor must submit a report indicating no sales were made).

The Report must contain the following fields:
x Customer Name (e.g., City of Staples Highway Department); x Customer Physical Street Address;
x Customer City;
x Customer State/Province;
x Customer Zip Code;
x Customer Contact Name;
x Customer Contact Email Address;
x Customer Contact Telephone Number;
x Sourcewell Assigned Entity/Participating Entity Number; x Item Purchased Description;
x Item Purchased Price;
x Sourcewell Administrative Fee Applied; and
x Date Purchase was invoiced/sale was recognized as revenue by Vendor.

B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Vendor will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Vendor may not charge Participating Entities more than the contracted

#19..
- 1297 -
032521-GPC
Rev. 10/2020 7
price to offset the Administrative Fee.

The Vendor will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Vendor’s name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above “Attn: Accounts Receivable” or remitted electronically to Sourcewell’s banking institution per Sourcewell’s Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter.

Vendor agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract.

In the event the Vendor is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Vendor in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract’s expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date.

9. AUTHORIZED REPRESENTATIVE
Sourcewell's Authorized Representative is its Chief Procurement Officer.

Vendor’s Authorized Representative is the person named in the Vendor’s Proposal. If Vendor’s Authorized Representative changes at any time during this Contract, Vendor must promptly notify Sourcewell in writing.

10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant this Agreement are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract. Audit results will be based upon overcharges and undercharges being combined to determine the net impact.

B. ASSIGNMENT. Neither the Vendor nor Sourcewell may assign or transfer any rights or obligations under this Contract without the prior consent of the parties and a fully executed assignment agreement. Such consent will not be unreasonably withheld.

C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been fully executed by the parties.

#19..
- 1298 -
032521-GPC
Rev. 10/2020 8
D. WAIVER. If either party fails to enforce any provision of this Contract, that failure does not waive the provision or the right to enforce it.

E. CONTRACT COMPLETE. This Contract contains all negotiations and agreements between Sourcewell and Vendor. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22, the terms of Articles 1-22 will govern.

F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master-servant, or principal-agent.

11. LIABILITY

Vendor must indemnify, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including reasonable attorneys’ fees, arising out of the negligent acts or omissions or intentional misconduct of Vendor or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have arisen from such negligence or intentional misconduct.

12. GOVERNMENT DATA PRACTICES
Vendor and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the Vendor under this Contract.

If the Vendor receives a request to release the data referred to in this article, the Vendor must immediately notify Sourcewell and Sourcewell will assist with how the Vendor should respond to the request.

13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT A. INTELLECTUAL PROPERTY

1. Grant of License. During the term of this Contract:
a. Sourcewell grants to Vendor a royalty-free, worldwide, non-exclusive right and license to use the Trademark(s) provided to Vendor by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell’s relationship with Vendor.
b. Vendor grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Vendor’s Trademarks in advertising and promotional materials for the purpose of marketing Vendor’s relationship with Sourcewell.

#19..
- 1299 -
032521-GPC
Rev. 10/2020 9

2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to its and their respective distributors, marketing representatives, and agents (collectively “Permitted Sublicensees”) in advertising and promotional materials for the purpose of marketing the Parties’ relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article.

Each party will be responsible for any breach of this Article by any of their respective sublicensees.

3. Use; Quality Control.
a. Sourcewell must not alter Vendor’s Trademarks from the form provided by Vendor and must comply with Vendor’s removal requests as to specific uses of its trademarks or logos.
b. Vendor must not alter Sourcewell’s Trademarks from the form provided by Sourcewell and must comply with Sourcewell’s removal requests as to specific uses of its trademarks or logos.
c. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party’s Trademarks only in good faith and in a dignified manner consistent with such party’s use of the Trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated.
d. The licenses granted under this Section 13 are subject to the respective intellectual property usage guidelines and terms and conditions of each party.

4. Vendor agrees to provide an indemnity for intellectual property claims based on intellectual property rights owned by Vendor, but cannot provide a direct copyright, trademark, or patent indemnity for the Products or Equipment supplied pursuant to the Contract, as Vendor does not manufacture the Products or Equipment. Vendor agrees to use commercially reasonable efforts to assist the Member in processing any infringement claim against the applicable manufacturer.

5. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party’s name or logo (excepting Sourcewell’s pre-printed catalog of vendors which may be used until the next printing). Vendor must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell’s written directions.

B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Vendor individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract.

C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Materials should be sent to the Sourcewell Contract Administrator assigned to this Contract.

#19..
- 1300 -
032521-GPC
Rev. 10/2020 10
D. ENDORSEMENT. The Vendor must not claim that Sourcewell endorses its Equipment, Products, or Services.

14. GOVERNING LAW, JURISDICTION, AND VENUE
Minnesota law governs this Contract. Venue for all legal proceedings out of this Contract, or its breach, must be in the appropriate state court in Todd County or federal court in Fergus Falls, Minnesota.

15. FORCE MAJEURE
Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party’s reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default.

16. SEVERABILITY
If any provision of this Contract is found to be illegal, unenforceable, or void then both Sourcewell and Vendor will be relieved of all obligations arising under such provisions. If the remainder of this Contract is capable of performance, it will not be affected by such declaration or finding and must be fully performed.

17. PERFORMANCE, DEFAULT, AND REMEDIES
A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows:

1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Vendor will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties.

2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Vendor may escalate the resolution of the issue to a higher level of management. The Vendor will have 30 calendar days to cure an outstanding issue.

3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Vendor must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Vendor fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed will be borne by the Vendor.

#19..
- 1301 -
032521-GPC
Rev. 10/2020 11
B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default:

1. Nonperformance of contractual requirements, or

2. A material breach of any term or condition of this Contract.

Written notice of default and a reasonable opportunity to cure must be issued by the party claiming default. Time allowed for cure will not diminish or eliminate any liability for direct damages. If the default remains after the opportunity for cure, the non-defaulting party may:
x Exercise any remedy provided by law or equity, or
x Terminate the Contract or any portion thereof, including any orders issued against the Contract.

18. INSURANCE

A. REQUIREMENTS. At its own expense, Vendor must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an “AM BEST” rating of A- or better, with coverage and limits of insurance not less than the following:

1. Workers’ Compensation and Employer’s Liability.

Workers’ Compensation: As required by any applicable law or regulation.

Employer's Liability Insurance: must be provided in amounts not less than listed below:

Minimum limits:
$500,000 each accident for bodily injury by accident
$500,000 policy limit for bodily injury by disease
$500,000 each employee for bodily injury by disease

2. Commercial General Liability Insurance. Vendor will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office (“ISO”) Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract.

Minimum Limits:
$1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury
$2,000,000 aggregate for Products-Completed operations
$2,000,000 general aggregate

#19..
- 1302 -
032521-GPC
Rev. 10/2020 12

3. Commercial Automobile Liability Insurance. During the term of this Contract, Vendor will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent.

Minimum Limits:
$1,000,000 each accident, combined single limit

4. Umbrella Insurance. During the term of this Contract, Vendor will maintain umbrella coverage over Workers’ Compensation, Commercial General Liability, and Commercial Automobile.

Minimum Limits:
$2,000,000

5. Network Security and Privacy Liability Insurance. During the term of this Contract, Vendor will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Vendor’s security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data – including but not limited to, confidential or private information, transmission of a computer virus, or denial of service.

Minimum limits:
$2,000,000 per occurrence
$2,000,000 annual aggregate
Failure of Vendor to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default.

B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Vendor must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Contract Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf.

Failure to request certificates of insurance by Sourcewell, or failure of Vendor to provide certificates of insurance, in no way limits or relieves Vendor of its duties and responsibilities in this Contract.

C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Vendor agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Vendor’s commercial

#19..
- 1303 -
032521-GPC
Rev. 10/2020 13
general liability insurance policy with respect to liability arising out of activities, “operations,” or “work” performed by or on behalf of Vendor, and products and completed operations of Vendor but only to the extent of Vendor’s indemnity obligations under the Contract. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds but only to the extent of Vendor’s indemnity obligations under the Contract.

D. WAIVER OF SUBROGATION. Vendor waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Vendor or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Vendor or its subcontractors. Where permitted by law, Vendor must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors.

E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention.

19. COMPLIANCE
A. LAWS AND REGULATIONS. Vendor will comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold.

B. LICENSES. Vendor must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Vendor conducts with Sourcewell and Participating Entities.

20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION
Vendor certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Vendor declares bankruptcy, Vendor must immediately notify Sourcewell in writing.

Vendor certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject

#19..
- 1304 -
032521-GPC
Rev. 10/2020 14
matter of this Contract. Vendor further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time.

21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER

UNITED STATES FEDERAL AWARDS OR OTHER AWARDS
Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may also require additional requirements based on specific funding specifications provided that any such additional requirements must be accepted in writing by Vendor for any such requirements to be binding on Vendor. Within this Article, all references to “federal” should be interpreted to mean the United States federal government. The following list only applies in the event that (i)a Participating Entity will access Vendor’s Equipment, Products, or Services with United States federal funds, and (ii) Vendor has provided its prior written consent.

A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60-

1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. § 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The equal opportunity clause is incorporated herein by reference.

B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by nonfederal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that

#19..
- 1305 -
032521-GPC
Rev. 10/2020 15
each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Vendor must be in compliance with all applicable Davis-Bacon Act provisions.

C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5).

Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above.

D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of “funding agreement” under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above.

E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Vendor certifies that during the term of this Contract will comply with applicable requirements as referenced above.

#19..
- 1306 -
032521-GPC
Rev. 10/2020 16
F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency.

G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Vendors must file any required certifications. Vendors must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Vendors must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Vendors must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352).

H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Vendor must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Vendor further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.

I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Vendor must endeavor to comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.

J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Vendor must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition.

K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Vendor agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Vendor that are directly pertinent to Vendor’s discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right

#19..
- 1307 -
032521-GPC
Rev. 10/2020 17
also includes timely and reasonable access to Vendor’s personnel for the purpose of interview and discussion relating to such documents.

L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.

22. CANCELLATION
Sourcewell or Vendor may cancel this Contract at any time, with or without cause, upon 60 days’ written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Vendor’s Proposal.

Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation.

Sourcewell Genuine Parts Company dba
NAPA Auto Parts
By: __________________________ By: __________________________ Jeremy Schwartz Jett Kuntz
Title: Chief Procurement Officer Title: Vice President of IBS Fleet & Government
Date: ________________________ Date: ________________________ Approved:

By: __________________________
Chad Coauette
Title: Executive Director/CEO
Date: ________________________

#19..
- 1308 -
5)3$IWHUPDUNHW9HKLFOH3DUWVDQG6XSSOLHV
9HQGRU'HWDLOV
&RPSDQ\1DPH
*HQXLQH3DUWV&RPSDQ\GED1$3$DXWR3DUWV
'RHV\RXUFRPSDQ\FRQGXFW
EXVLQHVVXQGHUDQ\RWKHUQDPH",I
\HVSOHDVHVWDWH

1$3$$XWR3DUWV
$GGUHVV

:LOGZRRG3DUNZD\
$WODQWD*HRUJLD

&RQWDFW
'RQ/DFKDQFH
(PDLO
GRQBODFKDQFH#JHQSWFRP
3KRQH

)D[

+67

6XEPLVVLRQ'HWDLOV
&UHDWHG2Q
7KXUVGD\)HEUXDU\

6XEPLWWHG2Q
:HGQHVGD\0DUFK

6XEPLWWHG%\
'RQ/DFKDQFH
(PDLO
GRQBODFKDQFH#JHQSWFRP
7UDQVDFWLRQ

GIHDE

IIFHE
6XEPLWWHU
V,3$GGUHVV

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1309 -
6SHFLILFDWLRQV
7DEOH
3URSRVHU,GHQWLW\ $XWKRUL]HG5HSUHVHQWDWLYHV
*HQHUDO,QVWUXFWLRQV
DSSOLHVWRDOO7DEOHV
6RXUFHZHOOSUHIHUVDEULHIEXWWKRURXJKUHVSRQVHWRHDFKTXHVWLRQ'RQRWPHUHO\DWWDFK DGGLWLRQDOGRFXPHQWVWR\RXUUHVSRQVHZLWKRXWDOVRSURYLGLQJDVXEVWDQWLYHUHVSRQVH'RQRWOHDYHDQVZHUVEODQN UHVSRQG³1$´LIWKH
TXHVWLRQGRHVQRWDSSO\WR\RX
SUHIHUDEO\ZLWKDQH[SODQDWLRQ

/LQH
,WHP 4XHVWLRQ 5HVSRQVH

3URSRVHUௐ/HJDOௐ1DPHௐ
DQGௐ
DSSOLFDEOHௐGEDௐLIௐDQ\

*HQXLQHௐ3DUWVௐ&RPSDQ\ௐGEDௐ1$3$ௐ$XWRௐ3DUWV

3URSRVHUௐ$GGUHVV

ௐ:LOGZRRGௐ3DUNZD\ௐ$WODQWDௐ*$ௐ

3URSRVHUௐZHEVLWHௐDGGUHVV
ZZZJHQSWFRP

3URSRVHU
Vௐ$XWKRUL]HGௐ
5HSUHVHQWDWLYHௐ
QDPHௐWLWOHௐ
DGGUHVVௐHPDLOௐDGGUHVVௐ ௐSKRQH
ௐ

7KHௐUHSUHVHQWDWLYHௐPXVWௐKDYHௐ
DXWKRULW\ௐWRௐVLJQௐWKHௐ³3URSRVHU¶Vௐ
$VVXUDQFHௐRIௐ&RPSOLDQFH´ௐRQௐ
EHKDOIௐRIௐWKHௐ3URSRVHUௐDQGௐLQௐWKHௐ
HYHQWௐRIௐDZDUGௐZLOOௐEHௐH[SHFWHGௐௐ
WRௐH[HFXWHௐWKHௐUHVXOWLQJௐFRQWUDFW

-HWWௐ.XQW]
9LFHௐ3UHVLGHQWௐRIௐ,%6ௐ)OHHWௐ ௐ*RYHUQPHQWௐ

ௐ:LOGZRRGௐ3DUNZD\
$WODQWDௐ*$ௐ

-HWWB.XQW]#JHQSWFRP

3URSRVHU
VௐSULPDU\ௐFRQWDFWௐIRUௐWKLVௐ
SURSRVDOௐ
QDPHௐWLWOHௐDGGUHVVௐ
HPDLOௐDGGUHVVௐ ௐSKRQH

'RQௐ/DFKDQFH
*RYHUQPHQWௐ6DOHVௐ0DQDJHU

ௐ:LOGZRRGௐ3DUNZD\ௐ$WODQWDௐ*$ௐ

'RQB/DFKDQFH#JHQSWFRP

3URSRVHU
VௐRWKHUௐFRQWDFWVௐIRUௐWKLVௐ
SURSRVDOௐLIௐDQ\ௐ
QDPHௐWLWOHௐ
DGGUHVVௐHPDLOௐDGGUHVVௐ ௐSKRQH

1$
7DEOH
&RPSDQ\,QIRUPDWLRQDQG)LQDQFLDO6WUHQJWK
/LQH
,WHP 4XHVWLRQ 5HVSRQVH

3URYLGHௐDௐEULHIௐKLVWRU\ௐRIௐ\RXUௐFRPSDQ\ௐ
LQFOXGLQJௐ\RXUௐFRPSDQ\¶VௐFRUHௐYDOXHVௐ
EXVLQHVVௐSKLORVRSK\ௐDQGௐLQGXVWU\ௐORQJHYLW\ௐ
UHODWHGௐWRௐWKHௐUHTXHVWHGௐHTXLSPHQWௐSURGXFWVௐ
RUௐVHUYLFHV
*HQXLQHௐ3DUWVௐ&RPSDQ\ௐIRXQGHGௐLQௐ
ௐLVௐDௐ)RUWXQHௐௐ
1<6(
ௐ*3&
ௐVHUYLFHௐ
RUJDQL]DWLRQௐHQJDJHGௐLQௐWKHௐGLVWULEXWLRQௐRIௐDXWRPRWLYHௐUHSODFHPHQWௐSDUWVௐLQGXVWULDOௐ UHSODFHPHQWௐSDUWVௐDQGௐHOHFWULFDOHOHFWURQLFௐPDWHULDOV
,Qௐ
ௐ&DUO\OHௐ)UDVHUௐIRXQGHGௐ*3&ௐZLWKௐWKHௐSXUFKDVHௐRIௐ0RWRUௐ3DUWVௐ'HSRWௐLQௐ $WODQWDௐ*HRUJLDௐIRUௐௐ+HௐWKHQௐUHQDPHGௐWKHௐSDUWVௐVWRUHௐ*HQXLQHௐ3DUWVௐ &RPSDQ\ௐ7KHௐRULJLQDOௐ*3&ௐVWRUHௐKDGௐDQQXDOௐVDOHVௐRIௐௐDQGௐKDGௐRQO\ௐVL[ௐ HPSOR\HHV
2YHUௐWKHௐODVWௐ
ௐ\HDUVௐ*3&ௐLQௐUHODWLRQVKLSௐZLWKௐ1$3$ௐKDVௐJURZQௐUDSLGO\ௐDVௐWKHௐ QXPEHUௐRIௐLQGHSHQGHQWௐFDUௐUHSDLUௐJDUDJHௐVKRSVௐKDVௐLQFUHDVHGௐ)URPௐWKHௐEHJLQQLQJௐ *3&ௐVWUHVVHGௐVZLIWௐUHOLDEOHௐVHUYLFHௐWRௐRXWIODQNௐWKHௐFRPSHWLWLRQ *3&ௐKDVௐFRQWLQXHGௐWRௐJURZௐWKURXJKௐWKHௐDFTXLVLWLRQௐRIௐRWKHUௐFRPSDQLHVௐLQௐWKHௐ DXWRPRWLYHௐDQGௐLQGXVWULDOௐLQGXVWULHVௐ7RGD\ௐWKHௐ&RPSDQ\ௐVHUYHVௐWHQVௐRIௐWKRXVDQGVௐ RIௐFXVWRPHUVௐIURPௐPRUHௐWKDQௐௐRSHUDWLRQVௐLQௐWKHௐ8QLWHGௐ6WDWHVௐ&DQDGDௐ 0H[LFRௐ$XVWUDOLDௐ1HZௐ=HDODQGௐ,QGRQHVLDௐ6LQJDSRUHௐ)UDQFHௐWKHௐ8.ௐ*HUPDQ\ௐ 3RODQGௐWKHௐ1HWKHUODQGVௐ%HOJLXPௐDQGௐ&KLQDௐDQGௐKDVௐDSSUR[LPDWHO\ௐௐ HPSOR\HHVௐDQGௐDQQXDOௐUHYHQXHVௐH[FHHGLQJௐ
ௐELOOLRQ
:LWKௐPRUHௐWKDQௐ
ௐ\HDUVௐRIௐGLVWULEXWLRQௐH[SHUWLVHௐ*3&¶VௐFRPPLWPHQWௐDQGௐ UHSXWDWLRQௐIRUௐMXVWLQWLPHௐVHUYLFHௐSRVLWLRQௐXVௐDVௐDௐFULWLFDOௐSDUWQHUௐLQௐRXUௐFXVWRPHUV¶ௐ VXFFHVV

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1310 -
:KDWௐDUHௐ\RXUௐFRPSDQ\¶VௐH[SHFWDWLRQVௐLQௐWKHௐ
HYHQWௐRIௐDQௐDZDUG"
2XUௐH[SHFWDWLRQVௐDUHௐWRௐHQJDJHௐRXUௐௐFRPSDQ\ௐDQGௐLQGHSHQGHQWௐ1$3$ௐVWRUHVௐ DQGௐௐGLVWULEXWLRQௐFHQWHUVௐDFURVVௐWKHௐ86ௐWRௐWUDLQௐWKHLUௐVDOHVௐWHDPௐRQௐWKHௐEHQHILWVௐ RIௐRXUௐ6RXUFHZHOOௐFRQWUDFWௐDQGௐKRZௐWRௐUHDFKௐRXWௐWRௐFXUUHQWௐDQGௐSRWHQWLDOௐPHPEHUVௐ UHJDUGLQJௐWKHLUௐDIWHUPDUNHWௐSDUWVௐQHHGVௐ$GGLWLRQDOO\ௐZHௐSODQௐWRௐVHUYLFHௐ6RXUFHZHOOௐ PHPEHUVௐZLWKௐQDWLRQDOௐFRYHUDJHௐ
86
ௐLQௐWKHௐFDWHJRU\ௐE\ௐSURYLGLQJௐWKHPௐQHZௐ
HTXLSPHQWௐWRௐPHHWௐWKHLUௐVKRSௐHTXLSPHQWௐQHHGV
1$3$ௐ&DQDGDௐLVௐXQGHUௐWKHௐ*3&ௐXPEUHOODௐEXWௐRSHUDWHVௐDVௐDௐVHSDUDWHௐHQWLW\ௐௐ:Hௐ IHHOௐWKDWௐ&DQDGLDQௐ6RXUFHZHOOௐ0HPEHUVௐFDQௐXWLOL]HௐWKLVௐUHVSRQVHௐௐ3ULFLQJௐZLOOௐEHௐ GLIIHUHQWௐLQௐWHUPVௐRIௐWKHௐFXUUHQF\ௐDQGௐRWKHUௐYDULDEOHVௐ1$3$ௐ&DQDGDௐDOVRௐSDUWQHUVௐ ZLWKௐ5XUDOௐ0XQLFLSDOLWLHVௐ$VVRFLDWLRQௐ
50$
ௐDௐVLVWHUௐFRRSHUDWLYHௐRQௐFHUWDLQௐ
FRQWUDFWVௐLQௐ&DQDGD
%HWZHHQௐ1$3$ௐ86ௐDQGௐ1$3$ௐ&DQDGDௐZHௐDWWHQGௐGR]HQVௐRIௐLQGXVWU\ௐHYHQWVௐHDFKௐ \HDUௐWKDWௐDOORZௐXVௐWRௐSURPRWHௐRXUௐVROXWLRQVௐDQGௐRXUௐFRQWUDFWLQJௐRSWLRQVௐWKURXJKௐ 6RXUFHZHOOௐ7KHௐ6RXUFHZHOOௐSDUWQHUVKLSௐZLOOௐEHௐDௐODUJHௐSDUWௐRIௐRXUௐPDUNHWLQJௐDQGௐ SURPRWLRQDOௐIRFXVௐRYHUௐWKHௐOLIHௐRIௐWKHௐFRQWUDFW

'HPRQVWUDWHௐ\RXUௐILQDQFLDOௐVWUHQJWKௐDQGௐ
VWDELOLW\ௐZLWKௐPHDQLQJIXOௐGDWDௐ7KLVௐFRXOGௐ
LQFOXGHௐVXFKௐLWHPVௐDVௐILQDQFLDOௐVWDWHPHQWVௐ
6(&ௐILOLQJVௐFUHGLWௐDQGௐERQGௐUDWLQJVௐOHWWHUVௐ
RIௐFUHGLWௐDQGௐGHWDLOHGௐUHIHUHQFHௐOHWWHUVௐ
8SORDGௐVXSSRUWLQJௐGRFXPHQWVௐ
DVௐDSSOLFDEOH
ௐ
LQௐWKHௐGRFXPHQWௐXSORDGௐVHFWLRQௐRIௐ\RXUௐ
UHVSRQVH
*3&ௐKDVௐKDGௐ
ௐ\HDUVௐRIௐSURILWDEOHௐJURZWKௐDQGௐௐ\HDUVௐVWUDLJKWௐRIௐLQFUHDVHGௐ GLYLGHQGVௐWRௐRXUௐ6WRFNௐ+ROGHUVௐ2XUௐFRPSDQ\ௐUHVXOWVௐDUHௐPDGHௐSXEOLFௐDQGௐDUHௐ SRVWHGௐXQGHUௐWKHௐ,QYHVWRUௐSDJHௐDWௐZZZJHQSWFRPௐ:HௐKDYHௐDOVRௐLQFOXGHGௐRXUௐ ௐ
$QQXDOௐ5HSRUWௐLQௐWKHௐDWWDFKHGௐGRFXPHQWVௐIRUௐWKLVௐ5)3

:KDWௐLVௐ\RXUௐ86ௐPDUNHWௐVKDUHௐIRUௐWKHௐ
VROXWLRQVௐWKDWௐ\RXௐDUHௐSURSRVLQJ"
1$3$¶VௐJRYHUQPHQWௐEXVLQHVVௐLQFOXGHVௐPXQLFLSDOௐVWDWHௐ.ௐGLVWULFWVௐDQGௐKLJKHUௐ HGXFDWLRQௐFXVWRPHUVௐ%DVHGௐRQௐVHYHUDOௐSXEOLVKHGௐVRXUFHVௐZHௐHVWLPDWHௐRXUௐ DIWHUPDUNHWௐOLJKWௐPHGLXPௐDQGௐKHDY\GXW\ௐSDUWVௐPDUNHWௐVKDUHௐDWௐDSSUR[LPDWHO\ௐௐ SHUFHQW

:KDWௐLVௐ\RXUௐ&DQDGLDQௐPDUNHWௐVKDUHௐIRUௐWKHௐ
VROXWLRQVௐWKDWௐ\RXௐDUHௐSURSRVLQJ"
,QௐௐZH¶YHௐHVWLPDWHGௐWKHௐ)OHHWௐPDUNHWௐDWௐ%ௐLQௐ&DQDGDௐDQGௐ1$3$¶Vௐ&DQDGLDQௐ VKDUHௐZDVௐDSSUR[LPDWHO\ௐ
0ௐRUௐ

+DVௐ\RXUௐEXVLQHVVௐHYHUௐSHWLWLRQHGௐIRUௐ
EDQNUXSWF\ௐSURWHFWLRQ"ௐ,IௐVRௐH[SODLQௐLQௐGHWDLO
1Rௐ*HQXLQHௐ3DUWVௐ&RPSDQ\ௐKDVௐQHYHUௐSHWLWLRQHGௐIRUௐEDQNUXSWF\ௐSURWHFWLRQௐLQௐRXUௐ
\HDUௐKLVWRU\

+RZௐLVௐ\RXUௐRUJDQL]DWLRQௐEHVWௐGHVFULEHG
ௐLVௐ
LWௐDௐPDQXIDFWXUHUௐDௐGLVWULEXWRUGHDOHUUHVHOOHUௐ
RUௐDௐVHUYLFHௐSURYLGHU"ௐௐ$QVZHUௐZKLFKHYHUௐ
TXHVWLRQௐ
HLWKHUௐD
ௐRUௐE
ௐMXVWௐEHORZ
ௐEHVWௐ
DSSOLHVௐWRௐ\RXUௐRUJDQL]DWLRQ
D
ௐௐௐௐ,Iௐ\RXUௐFRPSDQ\ௐLVௐEHVWௐGHVFULEHGௐDVௐ
DௐGLVWULEXWRUGHDOHUUHVHOOHUௐ
RUௐVLPLODUௐHQWLW\
ௐ
SURYLGHௐ\RXUௐZULWWHQௐDXWKRUL]DWLRQௐWRௐDFWௐDVௐDௐ
GLVWULEXWRUGHDOHUUHVHOOHUௐIRUௐWKHௐPDQXIDFWXUHUௐ
RIௐWKHௐSURGXFWVௐSURSRVHGௐLQௐWKLVௐ5)3ௐ,Iௐ
DSSOLFDEOHௐLVௐ\RXUௐGHDOHUௐQHWZRUNௐ
LQGHSHQGHQWௐRUௐFRPSDQ\ௐRZQHG"
E
ௐௐௐௐ,Iௐ\RXUௐFRPSDQ\ௐLVௐEHVWௐGHVFULEHGௐDVௐ
DௐPDQXIDFWXUHUௐRUௐVHUYLFHௐSURYLGHUௐGHVFULEHௐ
\RXUௐUHODWLRQVKLSௐZLWKௐ\RXUௐVDOHVௐDQGௐVHUYLFHௐ
IRUFHௐDQGௐZLWKௐ\RXUௐGHDOHUௐQHWZRUNௐLQௐ
GHOLYHULQJௐWKHௐSURGXFWVௐDQGௐVHUYLFHVௐ
SURSRVHGௐLQௐWKLVௐ5)3ௐ$UHௐWKHVHௐLQGLYLGXDOVௐ
\RXUௐHPSOR\HHVௐRUௐWKHௐHPSOR\HHVௐRIௐDௐWKLUGௐ
SDUW\"
2XUௐFRPSDQ\ௐLVௐERWKௐDௐGLVWULEXWRUGHDOHUUHVHOOHUௐDQGௐDௐVHUYLFHௐSURYLGHUௐZLWKௐUHVSHFWௐ WRௐWKLVௐFRQWUDFWௐDQGௐLVௐDXWKRUL]HGௐWRௐDFWௐDVௐVXFKௐIRUௐWKHௐSURGXFWVௐDQGௐVHUYLFHVௐ SURSRVHGௐLQௐWKLVௐ5)3
D
ௐ'LVWULEXWRU'HDOHU5HVHOOHU
ௐ*3&1$3$ௐKDVௐDQௐLQWHUQDOௐVXSSO\ௐFKDLQௐRIௐ1$3$ௐ
EUDQGHGௐDIWHUPDUNHWௐSDUWVௐDQGௐVXSSOLHVௐWKDWௐZHௐGLVWULEXWHௐWKURXJKௐRXUௐௐGLVWULEXWLRQௐ FHQWHUVௐDQGௐௐUHWDLOௐVWRUHVௐLQௐWKHௐ86ௐDQGௐHLJKWௐGLVWULEXWLRQௐFHQWHUVௐDQGௐௐ UHWDLOௐORFDWLRQVௐLQௐ&DQDGDௐ7KHVHௐVWRUHVௐDUHௐDௐPL[ௐRIௐFRPSDQ\RZQHGௐDQGௐ LQGHSHQGHQWௐORFDWLRQVௐWKDWௐH[FOXVLYHO\ௐDUHௐDXWKRUL]HGௐWRௐGLVWULEXWHௐDIWHUPDUNHWௐ1$3$ௐ EUDQGHGௐSDUWV
7KHௐ1$3$ௐFDWDORJௐRIௐSDUWVௐFRQWDLQVௐPRUHௐWKDQௐௐ6.8VௐRIௐDXWRPRWLYHௐSDUWVௐ VXSSOLHVௐWRROVௐDQGௐHTXLSPHQWௐ2XUௐQHWZRUNௐRIௐௐGLVWULEXWLRQௐFHQWHUVௐDQGௐௐ UHWDLOௐVWRUHVௐ
ௐLQGHSHQGHQWௐDQGௐௐFRPSDQ\
ௐDUHௐWKHௐRQO\ௐDXWKRUL]HGௐ
GLVWULEXWRUௐDQGௐUHVHOOHUௐRIௐWKHௐSDUWVௐWKDWௐZHௐSURSRVHௐLQௐWKLVௐ5)3 2XUௐௐLQGHSHQGHQWௐVWRUHVௐZLOOௐDOOௐEHௐERXQGௐE\ௐWKLVௐDJUHHPHQWௐDQGௐZLOOௐEHௐ DXWKRUL]HGௐWRௐVHOOௐSHUௐRXUௐ6RXUFHZHOOௐFRQWUDFWௐVKRXOGௐZHௐEHௐDZDUGHG E
ௐ1RWௐRQO\ௐLVௐ1$3$ௐDௐGLVWULEXWRUௐRIௐSDUWVௐEXWௐZHௐOHYHUDJHௐRXUௐGLVWULEXWLRQௐFKDLQௐ WKDWௐJLYHVௐQLJKWO\ௐDFFHVVௐWRௐLQYHQWRU\ௐDWௐDOOௐGLVWULEXWLRQௐFHQWHUVௐSDUWVௐGHOLYHU\ௐ VHUYLFHVௐDQGௐRXUௐUHODWLRQVKLSVௐZLWKௐYHQGRUVௐWKDWௐDOORZௐ6RXUFHZHOOௐFXVWRPHUVௐWRௐRUGHUௐ GLUHFWO\ௐZKHQௐQHHGHGௐWRௐVXSSRUWௐWKHLUௐIOHHWV

,IௐDSSOLFDEOHௐSURYLGHௐDௐGHWDLOHGௐH[SODQDWLRQௐ
RXWOLQLQJௐWKHௐOLFHQVHVௐDQGௐFHUWLILFDWLRQVௐWKDWௐ
DUHௐERWKௐUHTXLUHGௐWRௐEHௐKHOGௐDQGௐDFWXDOO\ௐ
KHOGௐE\ௐ\RXUௐRUJDQL]DWLRQௐ
LQFOXGLQJௐWKLUGௐ
SDUWLHVௐDQGௐVXEFRQWUDFWRUVௐWKDWௐ\RXௐXVH
ௐLQௐ
SXUVXLWௐRIௐWKHௐEXVLQHVVௐFRQWHPSODWHGௐE\ௐWKLVௐ
5)3
*3&ௐKDVௐDOOௐWKHௐOLFHQVHVௐQHFHVVDU\ௐWRௐSXUFKDVHௐZDUHKRXVHௐWUDQVSRUWௐDQGௐGLVWULEXWHௐ IRUௐWKHௐFRPPHUFHௐFRQWHPSODWHGௐLQௐWKLVௐ5)3ௐ:HௐKROGௐWKHVHௐOLFHQVHVௐDQGௐ FHUWLILFDWLRQVௐLQௐ&DQDGDௐDOOௐௐ6WDWHVௐLQௐWKHௐ86ௐ*XDPௐ0H[LFRௐ$XVWUDOLDௐDQGௐ (XURSHௐIRUௐWKHௐSURGXFWVௐZHௐGLVWULEXWHௐDQGௐVHUYLFHVௐZHௐSURYLGHௐWKURXJKRXWௐWKHVHௐ FRXQWULHV

3URYLGHௐDOOௐ³6XVSHQVLRQௐRUௐ'HEDUPHQW´ௐ
LQIRUPDWLRQௐWKDWௐKDVௐDSSOLHGௐWRௐ\RXUௐ
RUJDQL]DWLRQௐGXULQJௐWKHௐSDVWௐWHQௐ\HDUV
*3&ௐKDVௐQRWௐEHHQௐVXVSHQGHGௐRUௐGLVEDUUHGௐIURPௐWKHௐGHOLYHU\ௐRIௐSDUWVௐRUௐVHUYLFHVௐ RXWOLQHGௐLQௐWKLVௐ5)3

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1311 -
7DEOH
,QGXVWU\5HFRJQLWLRQ 0DUNHWSODFH6XFFHVV
/LQH
,WHP 4XHVWLRQ 5HVSRQVH

'HVFULEHௐDQ\ௐUHOHYDQWௐLQGXVWU\ௐDZDUGVௐRUௐ
UHFRJQLWLRQௐWKDWௐ\RXUௐFRPSDQ\ௐKDVௐUHFHLYHGௐ
LQௐWKHௐSDVWௐILYHௐ\HDUV
,Qௐ
ௐ-HWWௐ.XQW]ௐ9LFHௐ3UHVLGHQWௐRIௐ1$3$ௐ,%6ௐZDVௐDZDUGHGௐWKHௐ6RXUFHZHOOௐ 3LRQHHUௐDZDUGௐDWௐ6RXUFHZHOO¶Vௐ+ௐFRQIHUHQFHௐIRUௐKLVௐYLVLRQௐFRPPLWPHQWௐDQGௐGULYHௐ WRௐJURZௐRXUௐFXUUHQWௐFRQWUDFWVௐZLWKௐ6RXUFHZHOOௐ,QௐWKHௐODVWௐILYHௐ\HDUVௐRXUௐFRQWUDFWVௐ KDYHௐJURZQௐH[SRQHQWLDOO\ௐWKURXJKௐ-HWW¶VௐDQGௐWKHௐ1$3$ௐ)OHHWௐWHDP¶VௐFRPPLWPHQWௐWRௐ FRRSHUDWLYHௐSXUFKDVLQJௐ,QௐWKHLUௐSUHVVௐUHOHDVHௐDQQRXQFLQJௐWKHௐDZDUGௐ6RXUFHZHOOௐ VWDWHG

³-HWWௐKDVௐVXSSRUWHGௐ6RXUFHZHOO¶VௐPLVVLRQௐEH\RQGௐFRRSHUDWLYHௐSXUFKDVLQJௐௐ+Hௐ VKRZVௐJUHDWௐUHVSHFWௐIRUௐRWKHUௐSHRSOHௐLQௐDௐPDQQHUௐWKDWௐLVௐUDUHO\ௐDVௐDXWKHQWLFௐDQGௐ JHQXLQHௐ+HௐLVௐFRPPLWWHGௐWRௐWKHௐFDXVHௐFRQILGHQWௐLQௐVXSSRUWLQJௐZKDWௐWKH\ௐFRPPLWௐ WRௐDQGௐZLOOLQJௐWRௐJRௐZKHUHௐRWKHUVௐFDQQRWௐVHHௐDௐZD\ௐௐ$QGௐOLNHௐWKHௐRWKHUௐ 6RXUFHZHOOௐ3LRQHHUVௐKHௐKDVௐDOZD\VௐEHHQௐZLOOLQJௐWRௐVKDUHௐLQIRUPDWLRQௐDQGௐLGHDVௐ ZLWKௐIHOORZௐYHQGRUVௐWRௐKHOSௐWKHPௐJURZௐWKHLUௐFRQWUDFWVௐ+HௐZDVௐSDUWௐRIௐRXUௐVWௐ 9HQGRUௐ$GYLVRU\ௐ&RPPLWWHHௐDQGௐUHPDLQVௐDQௐDFWLYHௐFRPPLWWHHௐPHPEHUௐKHOSLQJௐ JXLGHௐRXUௐJURZWKௐDQGௐUHSUHVHQWௐWKHௐYHQGRUௐYRLFHௐDVௐZHௐSODQௐIRUௐ6RXUFHZHOO¶VௐIXWXUH´ 2XUௐSDUWVௐVXSSO\ௐEXVLQHVVௐLVௐDOVRௐDZDUGHGௐZLWKௐWKHௐVXFFHVVHVௐRIௐRXUௐFXVWRPHUVௐௐ 2YHUௐWKHௐSDVWௐGHFDGHVௐRXUௐ1$3$ௐFXVWRPHUVௐKDYHௐUHFHLYHGௐKXQGUHGVௐRIௐORFDOௐDQGௐ QDWLRQDOௐDZDUGVௐௐ,Qௐ*RYHUQPHQWௐ)OHHWௐ0DJD]LQH¶Vௐ
ௐ/HDGLQJௐ)OHHWௐ$ZDUGVௐ
GR]HQVௐRIௐIOHHWௐRUJDQL]DWLRQVௐUHFHLYHGௐDZDUGVௐRIௐRSHUDWLRQDOௐH[FHOOHQFHௐDQGௐKDYHௐ DWWULEXWHGௐSDUWௐRIௐWKHLUௐVXFFHVVௐWRௐ1$3$ௐ7KHVHௐDZDUGVௐDUHௐJLYHQௐWRௐWKHௐEHVWௐIOHHWVௐ IRUௐWKHLUௐXVHௐRIௐLQGXVWU\ௐEHVWௐSUDFWLFHVௐIRUZDUGWKLQNLQJௐLQLWLDWLYHVௐDQGௐLQௐPDQ\ௐ FDVHVௐUHYROXWLRQDU\ௐFRQWUDFWLQJௐVROXWLRQVௐ7KLVௐLVௐRQHௐRIௐWKHௐKLJKHVWௐKRQRUVௐLQௐ JRYHUQPHQWௐIOHHWௐEXVLQHVV

:KDWௐSHUFHQWDJHௐRIௐ\RXUௐVDOHVௐDUHௐWRௐWKHௐ
JRYHUQPHQWDOௐVHFWRUௐLQௐWKHௐSDVWௐWKUHHௐ\HDUV
,QௐWKHௐSDVWௐILYHௐ\HDUVௐZHௐKDYHௐH[FHHGHGௐௐSHUFHQWௐRIௐRXUௐ$XWRPRWLYHௐ3DUWVௐ*URXSௐ VDOHVௐLQௐWKHௐJRYHUQPHQWௐVHFWRU

:KDWௐSHUFHQWDJHௐRIௐ\RXUௐVDOHVௐDUHௐWRௐWKHௐ
HGXFDWLRQௐVHFWRUௐLQௐWKHௐSDVWௐWKUHHௐ\HDUV
2IௐRXUௐJRYHUQPHQWௐEXVLQHVVௐDSSUR[LPDWHO\ௐௐSHUFHQWௐRIௐRXUௐVDOHVௐDUHௐLQௐWKHௐ HGXFDWLRQௐPDUNHWௐ
.ௐ+LJKHUௐ(GXFDWLRQ

/LVWௐDQ\ௐVWDWHௐSURYLQFLDOௐRUௐFRRSHUDWLYHௐ
SXUFKDVLQJௐFRQWUDFWVௐWKDWௐ\RXௐKROGௐ:KDWௐLVௐ
WKHௐDQQXDOௐVDOHVௐYROXPHௐIRUௐHDFKௐRIௐWKHVHௐ
FRQWUDFWVௐRYHUௐWKHௐSDVWௐWKUHHௐ\HDUV"
6RXUFHZHOO$IWHUPDUNHWௐ3DUWVௐDQGௐ,%6ௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐ
1$632ௐ9DOXH3RLQWௐ$IWHUPDUNHWௐ3DUWVௐ7RROVௐ ௐ(TXLSPHQWௐௐௐௐௐௐ ( ,ௐ(GXFDWLRQDOௐ&RRSHUDWLYHௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐ 7H[DVௐ%X\%RDUGௐௐ$IWHUPDUNHWௐ3DUWVௐ2LOVௐ ௐ/XEULFDQWVௐௐௐௐௐௐௐௐௐ 67ௐRIௐ*$ௐௐௐௐௐ
67ௐRIௐ:$ௐௐௐௐ
67ௐRIௐ1-ௐௐௐௐ
67ௐRIௐ0$ௐௐௐௐ
67ௐRIௐ9$ௐௐௐௐ
67ௐRIௐ/$ௐௐௐௐ
67ௐRIௐ&$ௐௐௐௐ
67ௐRIௐ:9ௐௐௐௐ
67ௐRIௐ&7ௐௐௐௐ

/LVWௐDQ\ௐ*6$ௐFRQWUDFWVௐRUௐ6WDQGLQJௐ2IIHUVௐ
DQGௐ6XSSO\ௐ$UUDQJHPHQWVௐ
626$
ௐWKDWௐ\RXௐ
KROGௐ:KDWௐLVௐWKHௐDQQXDOௐVDOHVௐYROXPHௐIRUௐ
HDFKௐRIௐWKHVHௐFRQWUDFWVௐRYHUௐWKHௐSDVWௐWKUHHௐ
\HDUV"
*3&1$3$ௐKROGVௐQRௐ*6$ௐVFKHGXOHVௐDWௐWKLVௐWLPH

7DEOH
5HIHUHQFHV7HVWLPRQLDOV
/LQH,WHP6XSSO\UHIHUHQFHLQIRUPDWLRQIURPWKUHHFXVWRPHUVZKRDUHHOLJLEOHWREH6RXUFHZHOOSDUWLFLSDWLQJHQWLWLHV (QWLW\1DPH
&RQWDFW1DPH
3KRQH1XPEHU

6WDWHௐRIௐ*HRUJLD 0DU\ௐ=LURFNௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐ
&KLHIௐ3URFXUHPHQWௐ2IILFHU

P]LURFN#GRWJDJRY

&LW\ௐRIௐ6DFUDPHQWRௐ&$ 0DUNௐ6WHYHQV
)OHHWௐ0DQDJHU

PVWHYHQV#FLW\RIVDFUDPHQWRRUJ

6WDWHௐRIௐ,RZD 1DQF\ௐ:KHHORFN
3XUFKDVLQJௐ$JHQWௐ,,,
'HSDUWPHQWௐRIௐ$GPLQLVWUDWLYHௐ6HUYLFHV

QDQF\ZKHHORFN#LRZDJRY

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1312 -
7DEOH
7RS)LYH*RYHUQPHQWRU(GXFDWLRQ&XVWRPHUV
/LQH,WHP3URYLGHDOLVWRI\RXUWRSILYHJRYHUQPHQWHGXFDWLRQRUQRQSURILWFXVWRPHUV HQWLW\QDPHLVRSWLRQDO

LQFOXGLQJHQWLW\W\SHWKHVWDWHRUSURYLQFHWKHHQWLW\LVORFDWHGLQVFRSHRIWKHSURMHFW V
VL]HRIWUDQVDFWLRQ
V
DQGGROODU
YROXPHVIURPWKHSDVWWKUHH\HDUV
(QWLW\1DPH (QWLW\7\SH
6WDWH
3URYLQFH
6FRSHRI:RUN
6L]HRI7UDQVDFWLRQV
'ROODU9ROXPH3DVW7KUHH<HDUV

6WDWHௐRIௐ
*HRUJLD
*RYHUQPHQW *HRUJLD*$ 'HOLYHUௐDXWRPRWLYHௐDQGௐ+'ௐSDUWVௐ WRROVௐDQGௐHTXLSPHQWௐZLWKௐVDPH
GD\ௐVHUYLFHௐWRௐDOOௐ6WDWHௐORFDWLRQV
$YHUDJHௐVL]HௐRIௐ
WUDQVDFWLRQௐ ௐ

ௐௐௐௐ

ௐௐௐௐ

ௐௐௐௐ

ௐௐௐௐ

6WDWHௐRIௐ
:DVKLQJWRQ
*RYHUQPHQW :DVKLQJWRQ
:$
'HOLYHUௐDXWRPRWLYHௐDQGௐ+'ௐSDUWVௐ
WRROVௐDQGௐHTXLSPHQWௐZLWKௐVDPH
GD\ௐVHUYLFHௐWRௐDOOௐ6WDWHௐORFDWLRQV
$YHUDJHௐVL]HௐRIௐ
WUDQVDFWLRQௐ ௐ

ௐௐௐௐ

ௐௐௐௐ

ௐௐௐௐ

6WDWHௐRIௐ1HZௐ
-HUVH\
*RYHUQPHQW 1HZ-HUVH\1- 'HOLYHUௐDXWRPRWLYHௐDQGௐ+'ௐSDUWVௐ WRROVௐDQGௐHTXLSPHQWௐZLWKௐVDPH
GD\ௐVHUYLFHௐWRௐDOOௐ6WDWHௐORFDWLRQV
$YHUDJHௐVL]HௐRIௐ
WUDQVDFWLRQௐ ௐ

ௐௐௐௐ

ௐௐௐௐ

ௐௐௐௐ

6WDWHௐRIௐ
7HQQHVVHHௐ

6RXUFHZHOOௐ
&RQWUDFW

*RYHUQPHQW 7HQQHVVHH71 'HOLYHUௐDXWRPRWLYHௐDQGௐ+'ௐSDUWVௐ WRROVௐDQGௐHTXLSPHQWௐZLWKௐVDPH
GD\ௐVHUYLFHௐWRௐDOOௐ6WDWHௐORFDWLRQV
$YHUDJHௐVL]HௐRIௐ
WUDQVDFWLRQௐ ௐ

ௐௐௐௐ

ௐௐௐௐ

ௐௐௐௐ

/RXLVLDQDௐ
6WDWHௐ8QLYHUVLW\
(GXFDWLRQ /RXLVLDQD/$ 'HOLYHUௐDXWRPRWLYHௐDQGௐ+'ௐSDUWVௐ WRROVௐDQGௐHTXLSPHQWௐZLWKௐVDPH
GD\ௐVHUYLFHௐWRௐDOOௐ8QLYHUVLW\ௐ
ORFDWLRQV
$YHUDJHௐVL]HௐRIௐ
WUDQVDFWLRQௐ ௐ

ௐௐௐௐ

ௐௐௐௐ

7DEOH
$ELOLW\WR6HOODQG'HOLYHU6HUYLFH
'HVFULEH\RXUFRPSDQ\¶VFDSDELOLW\WRPHHWWKHQHHGVRI6RXUFHZHOOSDUWLFLSDWLQJHQWLWLHVDFURVVWKH86DQG&DQDGDDVDSSOLFDEOH <RXUUHVSRQVHVKRXOGDGGUHVVLQGHWDLODWOHDVWWKHIROORZLQJDUHDV ORFDWLRQVRI\RXUQHWZRUNRIVDOHVDQGVHUYLFHSURYLGHUVWKHQXPEHU RIZRUNHUV
IXOOWLPHHTXLYDOHQWV
LQYROYHGLQHDFKVHFWRUZKHWKHUWKHVHZRUNHUVDUH\RXUGLUHFWHPSOR\HHV RUHPSOR\HHVRIDWKLUG
SDUW\
DQGDQ\RYHUODSEHWZHHQWKHVDOHVDQGVHUYLFHIXQFWLRQV /LQH
,WHP 4XHVWLRQ 5HVSRQVH

6DOHVௐIRUFH 7RWDOௐ(VWLPDWHGௐ86ௐ ௐ&DQDGDௐ*3&ௐ(PSOR\HHVௐ ௐ :HௐKDYHௐDௐQDWLRQDOௐ6RXUFHZHOOௐVDOHVௐLQLWLDWLYHௐPDQDJHGௐWKURXJKௐ'RQௐ/DFKDQFHௐ 1$3$¶VௐJRYHUQPHQWௐIOHHWௐVDOHVௐPDQDJHUௐ2XUௐௐGLVWULEXWLRQௐFHQWHUVௐDOVRௐKDYHௐ GHGLFDWHGௐ7HUULWRU\ௐ6DOHVௐ0DQDJHUVௐ&RPPHUFLDOௐ6DOHVௐ0DQDJHUVௐDQGௐ:KROHVDOHௐ 0DQDJHUVௐFRPSULVLQJௐௐVHOOHUVௐGLUHFWO\ௐLQௐWKHௐPDUNHWௐ)LQDOO\ௐRXUௐௐ1$3$ௐ VWRUHVௐKDYHௐWKHLUௐRZQௐGLUHFWௐVDOHVௐWHDPVௐWRௐKHOSௐSURPRWHௐ6RXUFHZHOOௐRSSRUWXQLWLHV $OOௐLQௐ1$3$ௐKDVௐPRUHௐWKDQௐௐSHRSOHௐZKRௐKDYHௐDௐUHVSRQVLELOLW\ௐWRௐSURPRWHௐDQGௐ VHOOௐWKHௐ6RXUFHZHOOௐFRQWUDFWௐLQௐWKHௐ86ௐDQGௐ&DQDGD

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1313 -
'HDOHUௐQHWZRUNௐRUௐRWKHUௐGLVWULEXWLRQௐ
PHWKRGV
*3&ௐLQௐௐRZQVௐDQGௐRSHUDWHVௐௐGLVWULEXWLRQௐFHQWHUVௐORFDWHGௐWKURXJKRXWௐWKHௐ 8QLWHGௐ6WDWHVௐWKDWௐKDYHௐUHWXUQௐSULYLOHJHVௐZLWKௐPRVWௐRIௐWKHLUௐVXSSOLHUVௐZKLFKௐSURWHFWVௐ *3&ௐIURPௐLQYHQWRU\ௐREVROHVFHQFH
7KHVHௐGLVWULEXWLRQௐFHQWHUVௐDUHௐORFDWHGௐLQௐௐVWDWHVௐDQGௐVHUYLFHௐDSSUR[LPDWHO\ௐௐ GRPHVWLFௐFRPSDQ\RZQHGௐ1$3$ௐ$872ௐ3$576ௐVWRUHVௐORFDWHGௐLQௐௐVWDWHVௐDQGௐ DSSUR[LPDWHO\ௐௐLQGHSHQGHQWO\ௐRZQHGௐ1$3$ௐ$872ௐ3$576ௐVWRUHVௐORFDWHGௐLQௐDOOௐ ௐVWDWHVௐௐ1$3$ௐVWRUHVௐLQௐWXUQௐVHOOௐWRௐDௐZLGHௐYDULHW\ௐRIௐFXVWRPHUVௐLQௐWKHௐ DXWRPRWLYHௐDIWHUPDUNHWௐ&ROOHFWLYHO\ௐWKHVHௐLQGHSHQGHQWௐDXWRPRWLYHௐSDUWVௐVWRUHVௐ DFFRXQWௐIRUௐDSSUR[LPDWHO\ௐௐRIௐWKHௐWRWDOௐ86ௐ$3*ௐVDOHVௐDQGௐௐRIௐ*3&¶Vௐ RYHUDOOௐWRWDOௐVDOHV
:KHQௐDௐ6RXUFHZHOOௐPHPEHUௐFXVWRPHUௐRUGHUVௐDௐSDUWௐGLUHFWO\ௐRUௐRQOLQHௐWKHௐILUVWௐ UHVRXUFHௐWRௐIXOILOOௐWKDWௐUHTXHVWௐZLOOௐEHௐWKHௐQHDUHVWௐ1$3$ௐVHUYLFLQJௐVWRUHௐ,IௐWKHௐSDUWௐLVௐ LQௐVWRFNௐLWௐZLOOௐEHௐGHOLYHUHGௐWRௐWKHௐFXVWRPHUௐZLWKLQௐDQௐDJUHHGௐXSRQௐWLPHௐIUDPHௐDQGௐ PD\EHௐLQFOXGHGௐLQௐDௐGDLO\QLJKWO\ௐVKXWWOHௐGHOLYHU\ௐ,IௐWKHௐSDUWௐLVௐQRWௐLQௐVWRFNௐDWௐWKHௐ QHDUHVWௐVWRUHௐVHFRQGDU\ௐDQGௐWHUWLDU\ௐ1$3$ௐVWRUHVௐZLOOௐEHௐVRXUFHGௐIURPௐDQGௐWKHௐSDUWௐ ZLOOௐEHௐLQFOXGHGௐLQௐDௐRQHRIIௐRUௐVFKHGXOHGௐGHOLYHU\ௐ,QௐVLWXDWLRQVௐZKHUHௐWKHௐSDUWௐLVௐQRWௐ DYDLODEOHௐDWௐDQ\ௐQHDUE\ௐ1$3$ௐVWRUHVௐRXUௐ'LVWULEXWLRQௐ&HQWHUVௐFDUU\ௐPLOOLRQVௐRIௐGROODUVௐ RIௐLQYHQWRU\ௐWKDWௐFDQௐEHௐXVHGௐWRௐIXOILOOௐWKHௐUHTXHVWௐ$VௐDௐILQDOௐUHVRUWௐZHௐFDQௐDOZD\Vௐ FRQWDFWௐWKHௐSDUWௐPDQXIDFWXUHUௐGLUHFWO\ௐWRௐH[SORUHௐGLUHFWௐVRXUFLQJௐRSWLRQV ,QௐDOOௐVLWXDWLRQVௐWKHUHௐLVௐDௐORFDOௐWHDPௐRIௐVRXUFLQJௐH[SHUWVௐZKRௐDUHௐGHGLFDWHGௐWRௐ IXOILOOLQJௐDOOௐUHTXHVWVௐE\ௐ6RXUFHZHOOௐPHPEHUV

6HUYLFHௐIRUFH $VௐPHQWLRQHGௐLQௐRXUௐUHVSRQVHௐWRௐ4XHVWLRQௐௐZHௐKDYHௐPRUHௐWKDQௐௐSHRSOHௐ GHGLFDWHGௐWRௐHQVXULQJௐWKHௐSDUWVௐ6RXUFHZHOOௐFXVWRPHUVௐQHHGௐDUHௐDYDLODEOHௐDQGௐ GHOLYHUHGௐRQௐWLPHௐDFURVVௐWKHௐ86ௐDQGௐ&DQDGD
)URPௐDௐSURGXFWௐDYDLODELOLW\ௐVWDQGSRLQWௐKDYLQJௐௐ'&VௐHQDEOHVௐ1$3$ௐWRௐSURYLGHௐ SURGXFWௐDVௐFORVHௐWRௐWKHௐFXVWRPHUௐDVௐSRVVLEOHௐLQௐPRVWௐVWDWHVௐLQFOXGLQJௐ$ODVNDௐ +DZDLLௐDQGௐPRVWௐ86ௐ7HUULWRULHVௐ7KLVௐLVௐIDFLOLWDWHGௐWKURXJKௐWKHௐ'&ௐGHOLYHU\ௐSURFHVVௐ RIௐGHOLYHULHVௐWRௐDOOௐௐVWRUHVௐDௐPLQLPXPௐRIௐௐWLPHVௐSHUௐZHHNௐ1$3$ௐXVHVௐDௐ SURFHVVௐRIௐYHKLFOHௐUHJLVWUDWLRQௐDQGௐSURGXFWௐGDWDௐWRௐVWRFNௐRXUௐ'&VௐDQGௐVWRUHVௐE\ௐ=,3ௐ FRGHௐ7KLVௐHQVXUHVௐWKDWௐZHௐKDYHௐDௐPDUNHWௐVSHFLILFௐSURGXFWௐPL[ௐLQௐHDFKௐRIௐRXUௐ VWRUHVௐ1$3$ௐ
Vௐ'&VௐKDYHௐRQௐDYHUDJHௐௐௐ,20ௐLQௐLQYHQWRU\ௐ6WRUHௐVL]HVௐYDU\ௐLQௐ VL]HௐDQGௐVFRSHௐEXWௐZLWKௐௐLQௐWKHௐ86ௐDORQHௐZHௐKDYHௐRQHௐRIௐWKHௐEHVWௐVWRUHௐ IRRWSULQWVௐLQௐWKHௐDXWRPRWLYHௐDIWHUPDUNHWௐ1$3$ௐKDVௐௐWKRXVDQGௐVWRUHVௐZLWKௐ EHWZHHQௐௐDQGௐௐGHOLYHU\ௐYHKLFOHVௐSHUௐVWRUHௐVHUYLFLQJௐWKHௐ6RXUFHZHOOௐPHPEHUVௐDQGௐ KXQGUHGVௐRIௐWUDFWRUௐWUDLOHUVௐGHOLYHULQJௐWRௐWKHௐVWRUHVௐHDFKௐQLJKW 2XUௐSHUVRQQHOௐLQௐHDFKௐGLVWULEXWLRQௐFHQWHUௐSURYLGHௐDௐFRPSUHKHQVLYHௐPL[WXUHௐRIௐVDOHVௐ DQGௐSURGXFWௐVSHFLDOLVWVௐWKDWௐDUHௐDYDLODEOHௐWRௐVHUYLFHௐ6RXUFHZHOOௐPHPEHUVௐ7KHௐOLVWௐ EHORZௐLOOXVWUDWHVௐWKHௐSRVLWLRQVௐDQGௐWKHௐLQGLYLGXDOVௐIRFXVHGௐRQௐWKHௐVDOHVௐDQGௐVHUYLFHVௐ FRQWHPSODWHGௐLQௐWKLVௐ5)3

ௐௐௐௐ6DOHVௐ0DQDJHU
ௐௐௐௐ'LVWULFWௐ0DQDJHU
ௐௐௐௐ:KROHVDOHௐ0DQDJHU
ௐௐௐௐ&RPPHUFLDOௐ6DOHVௐ0DQDJHUV
ௐௐௐௐ0DMRUௐ$FFRXQWௐ*RYHUQPHQWௐ6DOHVௐ0DQDJHUௐ
ௐௐௐௐ7HUULWRU\ௐ6DOHVௐ0DQDJHUVௐௐWRௐௐ
ௐௐௐௐ&RPPHUFLDOௐ6DOHVௐ3URௐ
2XWVLGHௐ6DOHVௐ5HSUHVHQWDWLYH
ௐRQHௐSHUௐ*3&ௐRZQHGௐ
VWRUHௐௐWRௐௐGHSHQGLQJௐRQௐWKHௐQXPEHUௐRIௐFRPSDQ\RZQHGௐVWRUHV ௐௐௐௐ6WRUHௐ6DOHVௐ&RXQWHUௐSHRSOHௐ
ௐௐௐௐ,QGHSHQGHQWௐ1$3$ௐVWRUHௐRZQHUVௐRXWVLGHௐVDOHVௐDQGௐFRXQWHUௐSHRSOHௐ ,QௐWRWDOௐWKHUHௐDUHௐQHDUO\ௐௐSHRSOHௐLQYROYHGௐLQௐWKHௐGLVWULEXWLRQௐRIௐSDUWVௐWRௐDQGௐ FXVWRPHUௐVDWLVIDFWLRQௐRIௐDOOௐRIௐRXUௐ6RXUFHZHOOௐPHPEHUௐSDUWQHUV

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1314 -
'HVFULEHௐLQௐGHWDLOௐWKHௐSURFHVVௐDQGௐ
SURFHGXUHௐRIௐ\RXUௐFXVWRPHUௐVHUYLFHௐ
SURJUDPௐLIௐDSSOLFDEOHௐௐ,QFOXGHௐ\RXUௐ
UHVSRQVHWLPHௐFDSDELOLWLHVௐDQGௐ
FRPPLWPHQWVௐDVௐZHOOௐDVௐDQ\ௐLQFHQWLYHVௐ
WKDWௐKHOSௐ\RXUௐSURYLGHUVௐPHHWௐ\RXUௐVWDWHGௐ
VHUYLFHௐJRDOVௐRUௐSURPLVHV
2XUௐFXVWRPHUௐVHUYLFHௐSURJUDPௐEHJLQVௐZKHQௐWKHௐFXVWRPHUௐSODFHVௐDQௐRUGHUௐDQGௐVWD\Vௐ LQYROYHGௐWKURXJKRXWௐWKHௐOLIHF\FOHௐRIௐHDFKௐRUGHUௐDQGௐWKHௐRYHUDOOௐFRQWUDFWௐ:KHQௐ FXVWRPHUVௐSODFHௐDQௐRUGHUௐGLUHFWO\ௐZLWKௐWKHLUௐVHUYLFLQJௐ1$3$ௐVWRUHௐRQOLQHௐYLDௐ1$3$ௐ 3UR/LQNௐRUௐWKURXJKௐDௐSXQFKRXWௐLQௐWKHLUௐHQWHUSULVHௐV\VWHPௐFXVWRPHUௐVHUYLFHௐ IXQFWLRQDOLW\ௐLVௐEXLOWௐLQWRௐWKHௐSURFHVVௐWRௐDGGUHVVௐTXHVWLRQVௐDQGௐLVVXHVௐDVௐWKH\ௐDULVH :KHQௐLWௐFRPHVௐWRௐGHOLYHU\ௐWLPHVௐ1$3$¶VௐVWDQGDUGௐPHWULFVௐDUHௐDVௐIROORZV

ௐௐௐௐ,Q6WRFNௐ3DUWVௐ2UGHUHGௐௐௐௐௐௐௐௐௐௐௐௐ'HOLYHUHGௐZLWKLQௐௐPLQXWHVௐRUௐOHVV ௐௐௐௐ1RQ6WRFNHGௐ3DUWVௐ2UGHUHGௐௐௐௐௐௐௐௐ'HOLYHUHGௐWKHௐQH[WௐGD\ ௐௐௐௐ5DUHௐRUௐ6SHFLDOௐ3DUWVௐ2UGHUHGௐௐௐௐ'HOLYHUHGௐZLWKLQௐௐGD\V 1$3$ௐKDVௐDௐVSHFLDOௐGHOLYHU\ௐIHDWXUHௐWKDWௐRWKHUௐSURYLGHUVௐGRௐQRWௐRIIHUௐ,QௐWKHௐFDVHௐRIௐ DௐVSHFLDOௐRUGHUௐSDUWௐWKDWௐLVௐQRWௐDYDLODEOHௐDWௐORFDOௐVWRUHVௐRUௐGLVWULEXWLRQௐFHQWHUVௐ 6RXUFHZHOOௐPHPEHUVௐFDQௐDFFHVVௐRUGHULQJௐIURPௐWKHௐPDQXIDFWXUHUௐGLUHFWO\ௐWKURXJKௐ 1$3$ௐ;SUHVVௐDௐIXQFWLRQௐRIௐRXUௐ3UR/LQNௐRQOLQHௐFDWDORJLQJௐSRUWDO )RUௐH[DPSOHௐLIௐDௐFLW\ௐUHTXLUHVௐDௐRQHRIIௐVWDUWHUௐIRUௐDQௐXQFRPPRQௐSROLFHௐYHKLFOHௐDQGௐ WKHௐORFDOௐ1$3$ௐVWRUHௐDQGௐGLVWULEXWLRQௐFHQWHUௐQHWZRUNௐGRHVௐQRWௐKDYHௐWKHௐSDUWௐLQௐVWRFNௐ WKH\ௐFDQௐXVHௐ1$3$ௐ;SUHVVௐWRௐFRQQHFWௐWRௐWKDWௐVWDUWHU¶VௐPDQXIDFWXUHUௐDQGௐKDYHௐWKHௐ SDUWௐVKLSSHGௐGLUHFWO\ௐWRௐWKHPௐHYHQௐQH[WௐGD\ௐYLDௐ836
1$3$ௐ;SUHVVௐLVௐDOVRௐDYDLODEOHௐZKHQௐRUGHULQJௐIURPௐDௐVWRUHௐYLDௐSKRQHௐ±ௐWKHௐRUGHULQJௐ PHPEHUௐMXVWௐQHHGVௐWRௐUHTXHVWௐGLUHFWௐWRௐFXVWRPHUௐVKLSSLQJ )LQDOO\ௐRXUௐFXVWRPHUௐVHUYLFHௐSURJUDPௐFRQWLQXHVௐDIWHUௐWKHௐSXUFKDVHௐWRௐVXSSRUWௐ ZDUUDQW\ௐFODLPVௐRQௐTXDOLILHGௐSURGXFWVௐDVௐZHOOௐDVௐFRUHௐFUHGLWௐDQGௐUHWXUQௐSURFHVVLQJௐ,Qௐ WKHௐFDVHௐRIௐVXFKௐW\SHVௐRIௐUHWXUQௐWUDQVDFWLRQVௐ1$3$¶VௐORFDOௐWHDPௐLVௐWKHUHௐWRௐIDFLOLWDWHௐ WKHௐSURFHVVௐZLWKௐWKHௐORFDOௐ1$3$ௐ'&ௐRUௐGLUHFWO\ௐZLWKௐSURGXFWௐPDQXIDFWXUHUVௐWRௐJHWௐ HDFKௐ6RXUFHZHOOௐPHPEHUௐWKHௐSDUWVௐWKH\ௐQHHGௐDQGௐWKHௐFUHGLWVௐWKH\ௐDUHௐRZHG

'HVFULEHௐ\RXUௐDELOLW\ௐDQGௐZLOOLQJQHVVௐWRௐ
SURYLGHௐ\RXUௐSURGXFWVௐDQGௐVHUYLFHVௐWRௐ
6RXUFHZHOOௐSDUWLFLSDWLQJௐHQWLWLHVௐLQௐWKHௐ
8QLWHGௐ6WDWHV
*3&1$3$ௐLVௐDௐFXUUHQWௐ6RXUFHZHOOௐFRQWUDFWௐKROGHUௐDQGௐLVௐDEOHௐDQGௐZLOOLQJௐWRௐSURYLGHௐ DOOௐSDUWVௐDQGௐVHUYLFHVௐH[SUHVVHGௐLQௐWKLVௐ5)3ௐ:HௐKDYHௐDௐPL[ௐRIௐFRPSDQ\RZQHGௐDQGௐ LQGHSHQGHQWௐ1$3$ௐVWRUHVௐDFURVVௐWKHௐFRXQWU\ௐWKDWௐDUHௐIXOO\ௐERXJKWௐLQௐRQௐSDUWLFLSDWLQJௐ LQௐDQ\ௐDJUHHPHQWௐWKDWௐDULVHVௐIURPௐWKLVௐSURSRVDOௐ:KLOHௐLWௐLVௐXSௐWRௐWKHௐLQGLYLGXDOௐ LQGHSHQGHQWௐVWRUHVௐWRௐGHFLGHௐZKHWKHUௐRUௐQRWௐWRௐSDUWLFLSDWHௐDQ\ௐVWRUHௐWKDWௐHOHFWVௐWRௐ GRௐVRௐZLOOௐJHQHUDOO\ௐGRௐVRௐXQGHUௐWKHௐWHUPVௐSURSRVHGௐDQGௐDJUHHGௐXSRQௐKHUH :HௐKDYHௐRXWOLQHGௐRXUௐVHUYLFHௐDQGௐGLVWULEXWLRQௐQHWZRUNௐLQௐVHYHUDOௐTXHVWLRQVௐVRௐIDUௐVRௐ ZHௐZRXOGௐOLNHௐWRௐGLVFXVVௐRXUௐDELOLW\ௐWRௐSURPRWHௐWKLVௐFRQWUDFWௐLIௐDZDUGHGௐ:HௐKDYHௐ OHDUQHGௐWKDWௐHGXFDWLQJௐRXUௐGHDOHUௐORFDWLRQVௐRQௐWKHௐVSHFLILFVௐRIௐWKHௐ6RXUFHZHOOௐFRQWUDFWௐ DQGௐWKHLUௐUHVSRQVLELOLWLHVௐWRௐVHHNௐRXWௐOLVWVௐRIௐWDUJHWௐ6RXUFHZHOOௐFRQWUDFWLQJௐDJHQFLHVௐLVௐ WKHௐILUVWௐOLQHௐRIௐVXFFHVVௐIRUௐ1$3$ௐDQGௐ6RXUFHZHOO
:HௐDOVRௐKDYHௐDௐKHDGTXDUWHUVௐVXSSRUWௐQHWZRUNௐWKDWௐKHOSVௐXVௐVWD\ௐRQௐWUDFNௐZLWKௐRXUௐ FRPPLWPHQWVௐWRௐ6RXUFHZHOOௐDQGௐLWVௐPHPEHUVௐE\ௐPRQLWRULQJௐFRQWUDFWௐDFWLYLW\ௐDQGௐ SURPRWLQJௐWKHௐFRRSHUDWLYHௐSXUFKDVLQJௐPHVVDJHௐDFURVVௐRXUௐHQWLUHௐHQWHUSULVH 7KHௐDELOLW\ௐWRௐSURYLGHௐWKHVHௐSURGXFWVௐDQGௐVHUYLFHVௐVWDUWVௐDQGௐHQGVௐZLWKௐHIIHFWLYHௐ FRPPXQLFDWLRQௐDQGௐH[HFXWLRQௐRIௐWKHௐSURJUDPௐWRௐRXUௐௐVWRUHVௐWKDWௐGHOLYHUௐWKHௐ YDOXHௐWRௐ6RXUFHZHOOௐPHPEHUVௐGDLO\

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1315 -
'HVFULEHௐ\RXUௐDELOLW\ௐDQGௐZLOOLQJQHVVௐWRௐ
SURYLGHௐ\RXUௐSURGXFWVௐDQGௐVHUYLFHVௐWRௐ
6RXUFHZHOOௐSDUWLFLSDWLQJௐHQWLWLHVௐLQௐ&DQDGD
1$3$ௐ$XWRௐ3DUWVௐ
8$3ௐ,QF
ௐKDVௐDௐZHDOWKௐRIௐUHVRXUFHVௐERWKௐLQௐWKHௐILHOGௐDQGௐLQௐWKHௐ RIILFHௐDFURVVௐ&DQDGDௐWRௐLPSOHPHQWௐODUJHௐDJUHHPHQWVௐVXFKௐDVௐUHTXHVWHGௐE\ௐ 6RXUFHZHOOௐ:HௐKDYHௐUHVRXUFHVௐDWௐRXUௐKHDGௐRIILFHௐLQௐ0RQWUHDOௐDVௐZHOOௐDVௐLQௐHDFKௐ UHJLRQௐLQFOXGLQJௐWKHௐ3DFLILF:HVWௐ2QWDULRௐ4XHEHFௐDQGௐWKHௐ$WODQWLFௐ1$3$ௐZLOOௐ DOORFDWHௐWKHௐQHFHVVDU\ௐUHVRXUFHVௐWRௐHQVXUHௐ6RXUFHZHOO¶VௐQHHGVௐDUHௐPHW $FURVVௐ&DQDGDௐZHௐKDYHௐRYHUௐௐIXOOWLPHௐGLUHFWௐHPSOR\HHVௐVHUYLFLQJௐRXUௐVWRUHVௐ GLVWULEXWLRQௐFHQWHUVௐDQGௐRIILFHVௐ:HௐKDYHௐDௐPL[ௐRIௐFRPSDQ\RZQHGௐDQGௐLQGHSHQGHQWௐ 1$3$ௐVWRUHVௐDFURVVௐWKHௐFRXQWU\ௐWKDWௐDUHௐIXOO\ௐERXJKWௐLQௐRQௐSDUWLFLSDWLQJௐLQௐDQ\ௐ DJUHHPHQWௐWKDWௐDULVHVௐIURPௐWKLVௐSURSRVDOௐ:KLOHௐLWௐLVௐXSௐWRௐWKHௐLQGLYLGXDOௐLQGHSHQGHQWௐ VWRUHVௐWRௐGHFLGHௐZKHWKHUௐRUௐQRWௐWRௐSDUWLFLSDWHௐDQ\ௐVWRUHௐWKDWௐHOHFWVௐWRௐGRௐVRௐZLOOௐ JHQHUDOO\ௐGRௐVRௐXQGHUௐWKHௐWHUPVௐSURSRVHGௐDQGௐDJUHHGௐXSRQௐKHUH 7KHௐ1$3$ௐ$XWRௐ3DUWVௐ'LYLVLRQௐLVௐDௐQHWZRUNௐPDGHௐXSௐRIௐDXWRPRWLYHௐSDUWVௐDQGௐ DFFHVVRULHVௐVWRUHVௐDQGௐSDLQWௐDQGௐERG\ௐSURGXFWௐVWRUHVௐ:HௐKDYHௐQHDUO\ௐௐ1$3$ௐ $XWRௐ3DUWVௐVWRUHVௐDFURVVௐ&DQDGDௐDQGௐRYHUௐௐ1$3$ௐ&0$;ௐ3DLQWௐDQGௐ%RG\ௐ6KRSௐ 6XSSO\ௐ6WRUHV
,WௐDOVRௐLQFOXGHVௐௐGLVWULEXWLRQௐFHQWHUVௐDFURVVௐ&DQDGDௐLQFOXGLQJௐWKHௐ$WODQWLFௐ4XHEHFௐ 2QWDULRௐ:HVWௐDQGௐ3DFLILFௐUHJLRQVௐ,QFOXGLQJௐௐORJLVWLFௐFHQWHUௐLQௐ/RQJௐ6DXOWௐ2QWDULR 1DSDௐZLOOௐEHௐVXSSRUWLQJௐWKHௐ6RXUFHZHOOௐFRQWUDFWௐDPRQJVWௐௐUHJLRQVௐDFURVVௐ&DQDGD ௐ
$WODQWLFௐ4XHEHFௐ2QWDULRௐDQGௐWKHௐ:HVWHUQௐUHJLRQௐ1$3$ௐ&DQDGDௐDOVRௐSDUWQHUVௐZLWKௐ 5XUDOௐ0XQLFLSDOLWLHVௐ$VVRFLDWLRQௐ
50$
ௐDௐVLVWHUௐFRRSHUDWLYHௐRQௐFHUWDLQௐFRQWUDFWVௐLQௐ
&DQDGD

,GHQWLI\ௐDQ\ௐJHRJUDSKLFௐDUHDVௐRIௐWKHௐ8QLWHGௐ
6WDWHVௐRUௐ&DQDGDௐWKDWௐ\RXௐZLOOௐ127ௐEHௐ
IXOO\ௐVHUYLQJௐWKURXJKௐWKHௐSURSRVHGௐFRQWUDFW
1$3$ௐKDVௐDௐVWURQJௐSUHVHQFHௐLQௐHYHU\ௐUHJLRQௐDQGௐLVௐIXOO\ௐFDSDEOHௐRIௐVHUYLQJௐWKHௐ86ௐ DQGௐ&DQDGLDQௐJHRJUDSKLFDOௐORFDWLRQVௐGHVFULEHGௐLQௐWKLVௐ5)3ௐRIௐFXUUHQWௐDQGௐIXWXUHௐ PHPEHUVௐDQGௐUHSUHVHQWHGௐDVVRFLDWLRQVௐ1$3$ௐKDVௐDௐQDWLRQDOௐSUHVHQFHௐIURPௐFRDVWௐWRௐ FRDVWௐDFURVVௐERWKௐWKHௐ86ௐDQGௐ&DQDGDௐ7KDQNVௐWRௐRXUௐVWRUHௐ86ௐDQGௐVWRUHௐ &DQDGLDQௐQHWZRUNௐDQGௐRXUௐVWUDWHJLFௐGLVWULEXWLRQௐFHQWHUௐORFDWLRQVௐZHௐFDQௐPHHWௐDOOௐ PHPEHUV¶ௐQHHGVௐLQௐDௐVKRUWௐDPRXQWௐRIௐWLPHௐZKHUHYHUௐWKH\ௐDUHௐRSHUDWLQJ

,GHQWLI\ௐDQ\ௐ6RXUFHZHOOௐSDUWLFLSDWLQJௐHQWLW\ௐ
VHFWRUVௐ
LHௐJRYHUQPHQWௐHGXFDWLRQௐQRWIRU
SURILW
ௐWKDWௐ\RXௐZLOOௐ127ௐEHௐIXOO\ௐVHUYLQJௐ
WKURXJKௐWKHௐSURSRVHGௐFRQWUDFWௐ([SODLQௐLQௐ
GHWDLOௐ)RUௐH[DPSOHௐGRHVௐ\RXUௐFRPSDQ\ௐ
KDYHௐRQO\ௐDௐUHJLRQDOௐSUHVHQFHௐRUௐGRௐRWKHUௐ
FRRSHUDWLYHௐSXUFKDVLQJௐFRQWUDFWVௐOLPLWௐ\RXUௐ
DELOLW\ௐWRௐSURPRWHௐDQRWKHUௐFRQWUDFW"
1$3$ௐVWRUHVௐZLOOௐFRYHUௐDOOௐௐVWDWHVௐDQGௐDOOௐDUHDVௐLQௐWKRVHௐVWDWHVௐZLWKௐVDPHௐWRௐQH[Wௐ GD\ௐVHUYLFHௐ1$3$ௐDOVRௐVHUYLFHVௐDOOௐௐSURYLQFHVௐLQௐ&DQDGDௐWKURXJKௐWKLVௐFRQWUDFWௐ ZLWKௐௐ1$3$ௐ&DQDGD8$3ௐVWRUHVௐWKDWௐFDQௐRIIHUௐWKHௐVDPHௐVHUYLFHVௐDWௐWKHௐ &DQDGLDQௐSULFLQJௐSURYLGHGௐLQௐWKLVௐ5)3

'HILQHௐDQ\ௐVSHFLILFௐFRQWUDFWௐUHTXLUHPHQWVௐ
RUௐUHVWULFWLRQVௐWKDWௐZRXOGௐDSSO\ௐWRௐRXUௐ
SDUWLFLSDWLQJௐHQWLWLHVௐLQௐ+DZDLLௐDQGௐ$ODVNDௐ
DQGௐLQௐ86ௐ7HUULWRULHV
7KHUHௐDUHௐQRௐJHQHUDOௐFRQWUDFWௐUHVWULFWLRQVௐWKDWௐDSSO\ௐWRௐDQ\ௐORFDWLRQௐLQௐWKHௐ86ௐWKDWௐ 1$3$ௐVHUYLFHVௐLQFOXGLQJௐ+DZDLLௐ$ODVNDௐDQGௐ86ௐ7HUULWRULHVௐ1$3$ௐGRHVௐQRWௐKDYHௐ ORFDWLRQVௐLQௐ3XHUWRௐ5LFR

7DEOH
0DUNHWLQJ3ODQ
/LQH
,WHP 4XHVWLRQ 5HVSRQVH

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1316 -
'HVFULEHௐ\RXUௐPDUNHWLQJௐVWUDWHJ\ௐIRUௐ
SURPRWLQJௐWKLVௐFRQWUDFWௐRSSRUWXQLW\ௐௐ
8SORDGௐUHSUHVHQWDWLYHௐVDPSOHVௐRIௐ\RXUௐ
PDUNHWLQJௐPDWHULDOVௐ
LIௐDSSOLFDEOH
ௐLQௐ
WKHௐGRFXPHQWௐXSORDGௐVHFWLRQௐRIௐ\RXUௐ
UHVSRQVH
1$3$¶VௐJHQHUDOௐPDUNHWLQJௐSURJUDPௐVWUDWHJ\ௐWRௐSURPRWHௐWKHௐFRQWUDFWௐQDWLRQDOO\ௐZLOOௐEHௐWRௐ SURYLGHௐDௐIXOOௐDUUD\ௐRIௐPDUNHWLQJௐIO\HUVௐVDOHVௐVKHHWVௐDQGௐDQQRXQFHPHQWVௐWKURXJKௐ DQQRXQFHPHQWௐEXOOHWLQௐXWLOL]DWLRQௐIRUௐERWKௐWKHௐQHZௐDZDUGௐDQGௐXSGDWHVௐGXULQJௐWKHௐFRQWUDFWௐ SHULRGௐ7KHௐLPSOHPHQWDWLRQௐRIௐWKRVHௐDVSHFWVௐZLOOௐEULQJௐYLVLELOLW\ௐWRௐWKHௐ6RXUFHZHOOௐPHPEHUௐ LQௐRXUௐVWRUHVௐWKURXJKௐWKHௐPRELOL]DWLRQௐRIௐRXUௐILHOGௐVDOHVௐIRUFH 6SHFLILFௐWUDLQLQJௐYLGHRVௐKDYHௐDOUHDG\ௐEHHQௐSXWௐLQௐSODFHௐLQௐVXSSRUWௐRIௐWKHௐFRQWUDFWௐZHௐ FXUUHQWO\ௐKDYHௐWRௐWUDLQௐVDOHVௐPDQDJHPHQWௐVWRUHௐRZQHUVௐRXWVLGHௐVDOHVSHRSOHௐDQGௐVWRUHௐ HPSOR\HHVௐ7KLVௐWUDLQLQJௐZLOOௐGLUHFWO\ௐLQFUHDVHௐWKHௐPDUNHWDELOLW\ௐRIௐWKHௐFRQWUDFWௐWKURXJKRXWௐ RXUௐVDOHVௐRUJDQL]DWLRQௐௐ&REUDQGLQJௐRIௐRXUௐORJRVௐZLOOௐEHௐLQFRUSRUDWHGௐRQௐWKHVHௐSLHFHVௐWRௐ LQIRUPௐWKHௐUHFLSLHQWVௐRIௐRXUௐ³UHJXODU´ௐPDUNHWLQJௐFROODWHUDOௐWRௐLQIRUPௐWKDWௐ1$3$ௐLVௐDௐ 6RXUFHZHOOௐFRQWUDFWௐKROGHUௐ,IௐDZDUGHGௐ6RXUFHZHOOௐFRQWUDFWௐGHWDLOVௐZLOOௐEHௐFRPPXQLFDWHGௐ WKURXJKௐRXUௐQDWLRQDOௐEXOOHWLQௐSURFHVVௐ
7KLVௐSURJUDPௐEXOOHWLQௐFRPPXQLFDWHVௐWRௐDOOௐௐVWRUHVௐ)LHOGௐ6DOHVௐ0DQDJHPHQWௐDQGௐDOOௐ GLUHFWௐVDOHVௐWHDPVௐWKHௐVSHFLILFVௐRIௐWKHௐQHZௐFRQWUDFWௐWKHௐFRQWUDFWௐSULFLQJௐDQGௐWKHௐLQWHQWௐRIௐ WKHௐSURJUDPௐWKURXJKௐWKHௐFRQWUDFWௐDZDUGௐ
2QFHௐSXEOLVKHGௐWKHௐEXOOHWLQௐZLOOௐEHௐDYDLODEOHௐWKURXJKௐRXUௐLQWHUQDOௐZHEVLWHௐHQWLWOHGௐ1$3$ௐ &RQQHFWௐௐ7KLVௐVLWHௐLVௐZKHUHௐDOOௐVWRUHVௐDQGௐILHOGௐPDQDJHPHQWௐJRௐWRௐVHHௐDQGௐXQGHUVWDQGௐ DOOௐWKHௐQDWLRQDOௐDFFRXQWௐSURJUDPVௐWKDWௐ1$3$ௐSURYLGHVௐWRௐLWVௐVWRUHVௐௐ,IௐDZDUGHGௐ 6RXUFHZHOOௐZLOOௐFRQWLQXHௐWRௐEHௐFODVVLILHGௐLQௐRXUௐQDWLRQDOௐDFFRXQWௐSURJUDPVௐ 1$3$ௐKDVௐDௐJUHDWௐGHDOௐRIௐV\VWHPௐRUௐOHJDF\ௐNQRZOHGJHௐEXLOWௐLQWRௐRXUௐFXOWXUHௐEDVHGௐRQௐWKHௐ QXPEHUௐRIௐ\HDUVௐWKDWௐZHௐKDYHௐHQMR\HGௐWKHௐFRQWUDFWXDOௐUHODWLRQVKLSௐEXWௐRXUௐFRPPXQLFDWLRQௐ ZLOOௐQRWௐWDNHௐWKDWௐIRUௐJUDQWHGௐௐ
1$3$ௐKDVௐDௐQDWLRQDOௐWHDPௐGHGLFDWHGௐWRௐPDUNHWLQJௐDQGௐJURZLQJௐRXUௐPRVWௐLPSRUWDQWௐ FRQWUDFWVௐLQFOXGLQJௐHYHU\WKLQJௐ6RXUFHZHOOௐ,QௐDGGLWLRQௐWRௐWUDLQLQJௐWKLVௐWHDPௐRQௐVHOOLQJௐWKHௐ YDOXHௐRIௐRXUௐ6RXUFHZHOOௐFRQWUDFWௐZHௐKDYHௐKHDGTXDUWHUVGULYHQௐGLJLWDOௐDQGௐSULQWௐPDUNHWLQJௐ HIIRUWVௐDVௐZHOOௐ%HORZௐDUHௐVHYHUDOௐH[DPSOHVௐRIௐRXUௐDYDLODEOHௐPDUNHWLQJௐPDWHULDOVௐDQGௐ HIIRUWVௐDQGௐVDPSOHVௐZLOOௐEHௐSURYLGHGௐDVௐDWWDFKHGௐGRFXPHQWV ௐௐௐௐ6DOHVIRUFHFRPௐ±ௐFXVWRPHUௐUHODWLRQVKLSௐPDQDJHPHQWௐVRIWZDUHௐWKDWௐKDVௐEHHQௐ FXVWRPL]HGௐWRௐWUDFNௐFRPPXQLFDWLRQVௐOHDGௐSURJUHVVௐFRQWUDFWௐVWDWXVௐVXFFHVVௐPHWULFVௐDQGௐ PRUHௐIRUௐ6RXUFHZHOOௐSURVSHFWVௐDQGௐH[LVWLQJௐFXVWRPHUVௐ7KLVௐDOORZVௐRXUௐVDOHVௐWHDPௐWRௐVHOOௐ WKHௐSURJUDPௐPRUHௐHIILFLHQWO\
ௐௐௐௐ3ULQWௐ0DWHULDOVௐ±ௐPDUNHWLQJௐPDWHULDOVௐDYDLODEOHௐWRௐRXUௐVDOHVௐWHDPௐDQGௐFXVWRPHUVௐ LQFOXGHௐ6RXUFHZHOOௐFXVWRPHUௐFDVHௐVWXGLHVௐ6RXUFHZHOOௐEHQHILWVௐDQGௐSURFHVVௐIO\HUVௐ FXVWRPHUௐLQIRUPDWLRQௐSDFNHWௐFRQWHQWௐDQGௐPRUH
ௐௐௐௐ3UHVHQWDWLRQௐ0DWHULDOVௐ±ௐRXUௐWHDPௐKDVௐDFFHVVௐWRௐDௐSUHGHYHORSHGௐVXLWHௐRIௐGLJLWDOௐ FRQWHQWௐDQGௐSUHVHQWDWLRQௐPDWHULDOVௐ
3RZHU3RLQWௐVOLGHV
ௐWKDWௐSURPRWHௐWKHௐEHQHILWVௐRIௐ
LPSOHPHQWLQJௐ6RXUFHZHOOௐFRQWUDFWV
ௐௐௐௐ9LGHRௐ&RQWHQWௐ±ௐZHௐDUHௐLQௐWKHௐSURFHVVௐRIௐGHYHORSLQJௐVSHFLILFௐYLGHRௐFRQWHQWௐWKDWௐ GLVFXVVHVௐ6RXUFHZHOOௐRSSRUWXQLWLHVௐZLWKௐH[LVWLQJௐ,%6ௐFXVWRPHUVௐXVLQJௐWKHௐFRQWUDFWௐ7KHVHௐ YLGHRVௐZLOOௐEHௐDYDLODEOHௐIRUௐXVHௐLQௐSUHVHQWDWLRQVௐRQௐRXUௐZHEVLWHௐRQௐVRFLDOௐPHGLDௐDQGௐ PRUH
ௐௐௐௐ)OHHWௐ,QGXVWU\ௐ(YHQWVௐ±ௐ1$3$ௐVDOHVௐDQGௐPDUNHWLQJௐH[SHUWVௐDWWHQGௐPRUHௐWKDQௐௐ LQGXVWU\ௐHYHQWVௐDFURVVௐWKHௐ86ௐDQGௐ&DQDGDௐHDFKௐ\HDUௐDQGௐZHௐPDNHௐVSHFLILFௐHIIRUWVௐWRௐ SURPRWHௐWKHௐ6RXUFHZHOOௐFRQWUDFWௐDWௐHDFKௐRQHௐZKHUHௐLWௐDSSOLHVௐ6RPHௐRIௐWKHௐPRVWௐ VLJQLILFDQWௐLQGXVWU\ௐHYHQWVௐZHௐDWWHQGௐRQௐDௐUHJXODUௐEDVLVௐLQFOXGH

1DWLRQDOௐ(YHQWV
Rௐௐௐௐ1$)$ௐ, (ௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐௐZZZ1$)$RUJ Rௐௐௐௐ*RYHUQPHQWௐ)OHHWௐ([SRௐ
*);
ௐௐௐௐௐௐௐௐௐZZZJRYHUQPHQWIOHHWH[SRFRP
Rௐௐௐௐ)OHHW&RQௐSUHVHQWHGௐE\ௐ)OHHW3URVௐௐௐௐௐௐௐௐௐௐௐௐௐZZZ)OHHW3URVRUJ ௐௐௐௐ5HJLRQDOௐ(YHQWV
Rௐௐௐௐ)ORULGDௐ$VVRFLDWLRQௐRIௐ*RYHUQPHQWௐ)OHHWௐ$GPLQLVWUDWRUVௐ )/$*)$
ௐௐௐௐௐ
ௐௐௐௐௐௐௐௐZZZ)/$*)$RUJ
Rௐௐௐௐ*HRUJLDௐ$VVRFLDWLRQௐRIௐ3XSLOௐ7UDQVSRUWDWLRQௐ
*$37
ௐௐௐௐௐௐௐௐ
ௐௐௐௐௐௐௐௐZZZ*$37RQOLQHRUJ

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1317 -
'HVFULEHௐ\RXUௐXVHௐRIௐWHFKQRORJ\ௐDQGௐ
GLJLWDOௐGDWDௐ
HJௐVRFLDOௐPHGLDௐ
PHWDGDWDௐXVDJH
ௐWRௐHQKDQFHௐ
PDUNHWLQJௐHIIHFWLYHQHVV
1$3$ௐ0DUNHWLQJௐHPSOR\VௐDௐWHDPௐRIௐH[SHUWVௐGHGLFDWHGௐWRௐHIIHFWLYHO\ௐGULYLQJௐZHEௐWUDIILFௐWRௐ YDULRXVௐ1$3$ௐZHEVLWHVௐWKDWௐSURPRWHௐRXUௐSURGXFWVௐDQGௐFRQWUDFWௐRSSRUWXQLWLHVௐ7KHௐWHDPௐ XVHVௐVHDUFKௐHQJLQHௐRSWLPL]DWLRQௐVWUDWHJLHVௐLQFOXGLQJௐVLWHௐPHWDGDWDௐWRௐUHDFKௐWKHௐZLGHVWௐ SRVVLEOHௐDXGLHQFHௐRIௐTXDOLILHGௐGHFLVLRQௐPDNHUVௐIRUௐ6RXUFHZHOOௐHQWLW\ௐSURVSHFWVௐDQGௐFXUUHQWௐ PHPEHUV
6RFLDOௐPHGLDௐVXFKௐDVௐ/LQNHG,QௐLVௐDQௐDYHQXHௐZHௐXVHௐWRௐERWKௐQHWZRUNௐZLWKௐIOHHWௐGHFLVLRQௐ PDNHUVௐZKRௐZHௐFDQௐHGXFDWHௐDERXWௐ6RXUFHZHOOௐDQGௐSURPRWHௐHYHQWVௐWKDWௐZHௐZLOOௐEHௐ SDUWLFLSDWLQJௐLQௐ:HௐIXUWKHUௐSDUWLFLSDWHௐRQௐHYHQWௐZHEVLWHVௐLQௐGLJLWDOௐQHZVOHWWHUVௐDQGௐHPDLOௐ EODVWVௐDQGௐPRELOHௐDSSVௐ:HௐDOVRௐSURPRWHௐFXVWRPHUௐDQGௐYHQGRUௐDZDUGVௐWKDWௐWLHௐLQWRௐRXUௐ 6RXUFHZHOOௐRIIHULQJௐWRௐJURZௐDZDUHQHVVௐDQGௐLQWHUHVWௐLQௐWKHௐFRQWUDFWௐ$OOௐVRFLDOௐPHGLDௐHIIRUWVௐ DUHௐWUDFNHGௐVRௐZHௐFDQௐRSWLPL]HௐRXUௐSHUIRUPDQFHௐZLWKௐUHVSHFWௐWRௐGULYLQJௐLQWHUHVWௐLQௐWKLVௐ FRQWUDFW

,Qௐ\RXUௐYLHZௐZKDWௐLVௐ6RXUFHZHOO¶VௐUROHௐ
LQௐSURPRWLQJௐFRQWUDFWVௐDULVLQJௐRXWௐRIௐ
WKLVௐ5)3"ௐ+RZௐZLOOௐ\RXௐLQWHJUDWHௐDௐ
6RXUFHZHOODZDUGHGௐFRQWUDFWௐLQWRௐ\RXUௐ
VDOHVௐSURFHVV"
:HௐIHHOௐLWௐLVௐRXUௐMREௐWRௐHGXFDWHௐRXUௐVDOHVௐWHDPௐRQௐ6RXUFHZHOOௐDQGௐPDNHௐLWௐDQௐLQWHJUDOௐ SDUWௐRIௐWKHௐZD\ௐWKH\ௐVHOOௐRXUௐDIWHUPDUNHWௐVROXWLRQVௐWRௐJRYHUQPHQWVௐ7KHௐPDWHULDOVௐDQGௐWRROVௐ ZHௐSURYLGHௐWRௐRXUௐWHDPௐKDYHௐEHHQௐGHYHORSHGௐVSHFLILFDOO\ௐWRௐWKLVௐHQGௐDQGௐHYHU\ௐDSSOLFDEOHௐ FXVWRPHUௐZHௐPHHWௐZLWKௐLVௐSUHVHQWHGௐWKHௐ6RXUFHZHOOௐFRQWUDFWௐRSWLRQௐ:KLOHௐZHௐZLOOௐFRQWLQXHௐ WRௐGULYHௐWKHௐVXFFHVVௐRIௐWKLVௐSDUWQHUVKLSௐWKHUHௐDUHௐFOHDUO\ௐGHILQHGௐZD\VௐLQௐZKLFKௐ 6RXUFHZHOOௐFDQௐKHOSௐWKHௐPDUNHWLQJௐHIIRUW

ௐௐௐௐ0DUNHWLQJௐ0DWHULDOVௐ±ௐ6RXUFHZHOOௐFDQௐSURYLGHௐPDWHULDOVௐWKDWௐKHOSௐWUDLQௐRXUௐVSHFLDOLVWVௐ DQGௐHGXFDWHௐRXUௐFXVWRPHUVௐRQௐWKHௐEHQHILWVௐDQGௐSURFXUHPHQWௐSURFHVVௐRIௐXVLQJௐ6RXUFHZHOOௐ FRQWUDFWV
ௐௐௐௐ&RQWLQXLQJௐ(GXFDWLRQௐ±ௐSURYLGHௐRXUௐWHDPௐZLWKௐDFFHVVௐWRௐ6RXUFHZHOOௐNQRZOHGJHௐ WKURXJKௐRQOLQHௐWUDLQLQJௐOLYHௐDQGௐGLJLWDOௐVHPLQDUVௐWUDGHௐVKRZௐLQYROYHPHQWௐDQGௐSHUVRQDOௐ FRQVXOWLQJௐYLDௐSKRQHௐFDOOVௐZLWKௐ\RXUௐWHDP
ௐௐௐௐ*RYHUQPHQWௐ&RQWDFWVௐ±ௐVXSSO\ௐGLUHFWௐDFFHVVௐWRௐJRYHUQPHQWௐIOHHWௐDQGௐSURFXUHPHQWௐ GHFLVLRQPDNHUVௐZKRௐKDYHௐH[SUHVVHGௐLQWHUHVWௐWRௐ\RXௐLQௐWKHௐ6RXUFHZHOOௐ,%6ௐFRQWUDFW ௐௐௐௐ/HJLVODWLRQௐ±ௐFRQWLQXHௐWRௐGULYHௐOHJLVODWLYHௐDSSURYDOௐDFURVVௐWKHௐ86ௐDQGௐ&DQDGDௐIRUௐ WKHௐDELOLW\ௐWRௐDGRSWௐ6RXUFHZHOOௐFRQWUDFWV

$UHௐ\RXUௐSURGXFWVௐRUௐVHUYLFHVௐ
DYDLODEOHௐWKURXJKௐDQௐHSURFXUHPHQWௐ
RUGHULQJௐSURFHVV"ௐ,IௐVRௐGHVFULEHௐ\RXUௐ
HSURFXUHPHQWௐV\VWHPௐDQGௐKRZௐ
JRYHUQPHQWDOௐDQGௐHGXFDWLRQDOௐ
FXVWRPHUVௐKDYHௐXVHGௐLW
<HVௐRXUௐSURGXFWVௐDUHௐDYDLODEOHௐWKURXJKௐHSURFXUHPHQWௐDQGௐRWKHUௐGLJLWDOௐSODWIRUPVௐDQGௐZHௐ KDYHௐDௐODUJHௐQXPEHUௐRIௐJRYHUQPHQWௐFXVWRPHUVௐXVLQJௐWKHVHௐRUGHULQJௐYHKLFOHVௐWRGD\ௐ7KHௐ IROORZLQJௐDUHௐDௐIHZௐRIௐWKHௐPRVWௐFRPPRQௐGLJLWDOௐPHWKRGVௐXVHGௐWRௐRUGHUௐIURPௐXV

ௐௐௐௐ1$3$ௐ2QOLQH
ௐ2XUௐSULPDU\ௐRQOLQHௐRUGHULQJௐSRUWDOௐZZZ1$3$2QOLQHFRPௐRIIHUVௐDௐ FDWDORJௐRIௐPRUHௐWKDQௐௐSDUWVௐDQGௐVXSSOLHVௐWKDWௐDUHௐDYDLODEOHௐWRௐ6RXUFHZHOOௐ PHPEHUVௐWRGD\ௐ2UGHULQJௐRQOLQHௐDOORZVௐVWRFNௐDQGௐKRWVKRWௐRUGHUVௐWRௐEHௐSODFHGௐE\ௐDQௐ DJHQF\ௐDQGௐIXOILOOHGௐWKURXJKௐWKHௐORFDOௐVHUYLFLQJௐ1$3$ௐVWRUHௐRUௐGLVWULEXWLRQௐFHQWHUௐLQௐWKHௐ PRVWௐWLPH\ௐZD\ௐSRVVLEOH
ௐௐௐௐ1$3$ௐ3UR/LQN
ௐ1$3$ௐ3UR/LQNௐLVௐDQRWKHUௐH[FOXVLYHௐRQOLQHௐRUGHULQJௐDQGௐPHVVDJLQJௐ V\VWHPௐIRUௐFXVWRPHUௐVKRSVௐWRௐRUGHUௐ1$3$ௐEUDQGHGௐSDUWVௐIURPௐRXUௐVWRUHVௐRUௐGLVWULEXWLRQௐ FHQWHUVௐ,WௐJLYHVௐWKHௐFXVWRPHUௐGLUHFWௐGLJLWDOௐDFFHVVௐWRௐRXUௐFDWDORJௐRIௐPRUHௐWKDQௐௐ

6.8VௐDOOௐDYDLODEOHௐRQௐWKLVௐFRQWUDFW
ௐௐௐௐ(QWHUSULVHௐ(3URFXUHPHQW
ௐ1$3$ௐKDVௐWKHௐFDSDELOLW\ௐWRௐSURYLGHௐGLJLWDOௐFDWDORJLQJௐ WKURXJKௐSXQFKRXWVௐDQGௐ(',ௐLQWHUIDFHVௐSODFHGௐGLUHFWO\ௐZLWKLQௐDௐFXVWRPHU¶VௐHQWHUSULVHௐ SURFXUHPHQWௐV\VWHPௐ2QௐRXUௐHFRPPHUFHௐZHEVLWHௐZZZ1$3$,%,=FRPௐZHௐVKRZௐ FRPSDQLHVௐWKDWௐXVHௐODUJHௐH3URFXUHPHQWௐSURJUDPVௐKRZௐWRௐUHJLVWHUௐZLWKௐ1$3$ௐWRௐDFFHVVௐ RXUௐ1$3$ௐFDWDORJௐ3ODWIRUPVௐVXSSRUWHGௐLQFOXGHௐ$ULEDௐ6$3ௐ2UDFOHௐ(SLFRUௐ.HWHUDௐ -DJJDHUௐ3URDFWLV3HUIHFWௐ&RPPHUFHௐ&RXSDௐDQGௐPRUHௐ:HௐDOVRௐRIIHUௐGLJLWDOௐZDUHKRXVLQJௐ VROXWLRQVௐZLWKௐ-'ௐ(GZDUGVௐDQGௐ0DQKDWWDQௐSURGXFWV

7DEOH
9DOXH$GGHG$WWULEXWHV
/LQH
,WHP 4XHVWLRQ 5HVSRQVH

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1318 -
'HVFULEHௐDQ\ௐSURGXFWௐHTXLSPHQWௐ
PDLQWHQDQFHௐRUௐRSHUDWRUௐWUDLQLQJௐ
SURJUDPVௐWKDWௐ\RXௐRIIHUௐWRௐ
6RXUFHZHOOௐSDUWLFLSDWLQJௐHQWLWLHVௐ
,QFOXGHௐGHWDLOVௐVXFKௐDVௐZKHWKHUௐ
WUDLQLQJௐLVௐVWDQGDUGௐRUௐRSWLRQDOௐ
ZKRௐSURYLGHVௐWUDLQLQJௐDQGௐDQ\ௐ
FRVWVௐWKDWௐDSSO\
3URGXFWௐWUDLQLQJௐRQௐDOOௐGLDJQRVWLFVௐDYDLODEOHௐWKURXJKௐ1$3$ௐ$XWR7HFKௐSURJUDPௐDQGௐDYDLODEOHௐ RQOLQHௐDWௐZZZ1$3$7UDLQLQJFRPௐ7KLVௐLVௐDௐIHHEDVHGௐWUDLQLQJௐFRPSUHKHQVLYHௐSURJUDPௐIRUௐ FODVVURRPௐDQGௐZHEௐ7UDLQLQJௐௐPDLQWHQDQFHௐRIIHUHGௐE\ௐPRVWௐ1$3$ௐVXSSOLHUVௐPXFKௐDWௐQRௐ FRVWௐ1RௐWUDLQLQJௐLVௐVWDQGDUGௐDVௐH[SHUWLVHௐZLOOௐYDU\ௐIURPௐRQHௐHPSOR\HHௐWRௐDQRWKHUௐDOOௐ WUDLQLQJௐLVௐWRௐEHௐVFKHGXOHGௐDQGௐGLVFXVVHGௐௐ$OOௐ1$3$ௐ7RROVௐ ௐ(TXLSPHQWௐVXSSOLHUVௐRIIHUௐ VXJJHVWHGௐPDLQWHQDQFHௐSURFHGXUHVௐIRUௐSURGXFWVௐVROGௐ7KLVௐZRXOGௐLQFOXGHௐSURSHUௐLQVWDOODWLRQVௐ VDIHW\ௐSURFHGXUHVௐDQGௐFRQWDFWVௐIRUௐRQVLWHௐLQVWDOODWLRQVௐ1$3$ௐSURYLGHVௐWUDLQLQJௐRQௐPDQ\ௐ OHYHOVௐ
7HFKQLFLDQௐ7UDLQLQJ

Dௐௐௐௐ'HVLJQHGௐIRUௐWKHௐSURIHVVLRQDOௐWHFKQLFLDQ
Eௐௐௐௐ3URYLGHGௐE\ௐSURIHVVLRQDOௐFHUWLILHGௐWUDLQHUV
Fௐௐௐௐ6KRSௐ0DQDJHPHQWௐ7UDLQLQJ
Gௐௐௐௐௐ'HVLJQHGௐIRUௐWKHௐSURIHVVLRQDOௐWHFKQLFLDQௐVKRSௐPDQDJHUV Hௐௐௐௐ3URYLGHGௐE\ௐSURIHVVLRQDOௐFHUWLILHGௐWUDLQHUV
3OHDVHௐILQGௐDௐOLVWௐRIௐDYDLODEOHௐWUDLQLQJௐFRXUVHVௐDWWDFKHGௐDVௐDௐVXSSOHPHQWDOௐXSORDG

'HVFULEHௐDQ\ௐWHFKQRORJLFDOௐ
DGYDQFHVௐWKDWௐ\RXUௐSURSRVHGௐ
SURGXFWVௐRUௐVHUYLFHVௐRIIHU
1$3$¶VௐSURSRVDOௐFRYHUVௐPXOWLSOHௐWHFKQRORJLFDOௐDGYDQFHVௐLQௐWKHௐIROORZLQJ

ௐௐௐௐ(OHFWURQLFௐ2UGHULQJ
ௐௐௐௐ3URGXFWௐ,QIRUPDWLRQ
ௐௐௐௐ'LDJQRVWLFௐ5HSDLU
ௐௐௐௐH3URFXUHPHQW
ௐௐௐௐ$XGLWௐSURFHVV
ௐௐௐௐ0HFKDQLFDOௐ6KRSௐDQGௐ%RG\ௐ6KRSௐ(VWLPDWRUV
ௐௐௐௐ6\VWHPௐLQWHJUDWLRQௐ6KRSௐPDQDJHPHQWௐLQWHJUDWLRQௐRUGHULQJௐௐ1$3$ௐFXUUHQWO\ௐLQWHJUDWHVௐ ZLWKௐGR]HQVௐRIௐVKRSௐPDQDJHPHQWௐSURJUDPV
ௐௐௐௐ3UR/LQNௐLVௐRQHௐRIௐWKHௐLQGXVWU\¶VௐEHVWௐHOHFWURQLFௐRUGHULQJௐLQWHUIDFHVௐ,WௐSURYLGHVௐFDWDORJௐ ORRNXSVௐSDUWௐLPDJHVௐDQGௐMREௐ³NLWV´ௐUHFDOOVௐODVWௐDQGௐFRPPRQௐRUGHUVௐDQGௐORDGVௐVSHFLILFௐ YHKLFOHVௐ
ZKLFKௐDUHௐSHUIHFWௐZLWKௐIOHHWVௐZLWKௐWKHௐVDPHௐW\SHௐYHKLFOHV ௐDQGௐPRUH
ௐௐௐௐ3UR/LQNௐVKRZVௐSDUWVௐSULFHௐDQGௐDYDLODELOLW\ௐDWௐWKHௐORFDOௐ1$3$ௐVWRUHௐDVௐZHOOௐDVௐWKHௐ VWRUH¶VௐVXSSO\LQJௐ'&ௐ3UR/LQNௐFDQௐEHௐXVHGௐWRௐFRPSDUHௐFRQWUDFWௐSULFHௐZLWKௐWKDWௐRIௐOLVWௐVRௐ WKDWௐSULFHௐYHULILFDWLRQௐFDQௐEHௐXWLOL]HGௐDWௐWKHௐWLPHௐRIௐRUGHULQJௐHOLPLQDWHVௐWKHௐQHHGௐIRUௐFDOOLQJௐ DQGௐID[LQJ
ௐRUGHULQJௐLVௐGRQHௐRQOLQH
1$3$ௐFDQௐZRUNௐZLWKௐJRYHUQPHQWௐDJHQFLHVௐWRௐSURYLGHௐVSHFLDOௐSULFLQJௐRQௐ0LWFKHOOௐ2Qௐ 'HPDQG

ௐௐௐௐ7KLVௐLVௐDௐZHEௐDQGௐ3&ௐEDVHGௐSURJUDPௐWKDWௐDLGVௐ6RXUFHZHOOௐPHPEHUVௐWRௐHVWLPDWHௐ UHSDLUVௐIRUௐDXWKRUL]DWLRQ
ௐௐௐௐ3URYLGHௐ2(ௐUHSDLUௐSURFHGXUHVௐDQGௐGLDJQRVWLFௐDLGV
ௐௐௐௐ7UDFNௐODERUௐDQGௐVXSSOLHVௐWRௐDௐVSHFLILFௐDVVHW
ௐௐௐௐ&RORUௐZLULQJௐGLDJUDPV
ௐௐௐௐ7HFKQLFDOௐVSHFLILFDWLRQVௐWKDWௐLQFOXGHௐRSWLRQDOௐ0HGLXPௐDQGௐ+HDY\ௐ'XW\ௐDSSOLFDWLRQV ௐௐௐௐ)ORZௐ&KDUWV
ௐௐௐௐ7HFKQLFDOௐ6HUYLFHௐ%XOOHWLQV
ௐௐௐௐ0DLQWHQDQFHௐ6FKHGXOH

'HVFULEHௐDQ\ௐ³JUHHQ´ௐLQLWLDWLYHVௐ
WKDWௐUHODWHௐWRௐ\RXUௐFRPSDQ\ௐRUௐWRௐ
\RXUௐSURGXFWVௐRUௐVHUYLFHVௐDQGௐ
LQFOXGHௐDௐOLVWௐRIௐWKHௐFHUWLI\LQJௐ
DJHQF\ௐIRUௐHDFK
2XUௐIXOOௐ&RUSRUDWHௐ6XVWDLQDELOLW\ௐ3ODQௐZLOOௐEHௐSURYLGHGௐDVௐDQௐDWWDFKPHQWௐWRௐWKLVௐSURSRVDOௐ,Wௐ LVௐDOVRௐDYDLODEOHௐRQௐRXUௐ6XVWDLQDELOLW\ௐSDJHௐRQௐZZZJHQSWFRP 5&,‐6DIHௐ6ROXWLRQVௐௐRXUௐVXVWDLQDELOLW\ௐSDUWQHUௐௐKDVௐRIILFLDOO\ௐODXQFKHGௐ*3&¶VௐVXVWDLQDELOLW\ௐ DZDUHQHVVௐHIIRUWVௐ/RRNௐIRUௐ*3&¶VௐQHZௐ*52:ௐSURJUDPௐWRௐKLJKOLJKWௐVSHFLILFௐHQYLURQPHQWDOௐ HIIRUWVௐPDGHௐE\ௐHPSOR\HHVௐ7KHௐ*52:ௐSURJUDPௐIRFXVHVௐRQௐWDUJHWHGௐFDPSDLJQVௐWKDWௐ HPSKDVL]HௐSHUVRQDOௐUHVSRQVLELOLW\ௐDQGௐVSRWOLJKWVௐ*3&¶VௐHQYLURQPHQWDOௐKHURHVௐ*52:ௐ SURPRWHVௐDௐUHQHZHGௐDSSURDFKௐRIௐKRZௐWRௐ5HGXFHௐ5HXVHௐDQGௐ5HF\FOH *3&ௐKDVௐWKHௐIROORZLQJௐSULRULWLHVௐLQௐSODFHௐLQௐWHUPVௐRIௐRXUௐ*UHHQௐ3URJUDP ௐௐௐௐ5HGXFHௐ$LUௐ(PLVVLRQV(IILFLHQWௐ'HOLYHU\ௐ5RXWLQJ
ௐௐௐௐ,GHQWLI\ௐ3ROOXWLRQௐ3UHYHQWLRQௐ2SSRUWXQLWLHV
ௐௐௐௐ&RPPXQLFDWHௐWKHௐ0HVVDJH
ௐௐௐௐ3UDFWLFHௐ:DWHUௐ&RQVHUYDWLRQ
ௐௐௐௐ5HGXFHௐ)XHOௐ&RQVXPSWLRQ
ௐௐௐௐ0LQLPL]Hௐ2SHUDWLRQDOௐ:DVWH
ௐௐௐௐ,PSOHPHQWௐ(QHUJ\ௐ&RQVHUYDWLRQ
ௐௐௐௐ3URYLGHௐ*UHHQௐ3URGXFWVௐDQGௐ6HUYLFHV
1$3$ௐ0DUNHWVௐDQGௐ6HOOVௐ0DQ\ௐ*UHHQௐ,QLWLDWLYHௐ3URGXFWV
ௐௐௐௐ6PDUWௐ:DVKHUV
ௐௐௐௐ&KDOOHQJHUௐ:DWHUௐ,Q*URXQGௐ/LIWV
ௐௐௐௐ0ௐOHDGௐIUHHௐZKHHOௐZHLJKWௐV\VWHP
ௐௐௐௐ6FKXPDFKHUௐVRODUௐEDWWHU\ௐFKDUJHUPDLQWDLQHUV
ௐௐௐௐ(QHUJ\ௐ/RJLFௐௐZDVWHௐRLOௐEXUQHUV
ௐௐௐௐ9RUWH[ௐZDWHUERUQHௐDXWRௐSDLQWௐௐQRௐVROYHQWV
ௐௐௐௐ9DOYROLQHௐ1H[Wௐ*HQௐRLOௐௐPDGHௐZLWKௐUHF\FOHGௐRLO
ௐௐௐௐ5HF\FOHGௐ%DWWHULHVௐUHPDQXIDFWXUHGௐHOHFWULFDOௐDQGௐVWHHULQJௐFRPSRQHQWV

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1319 -

,GHQWLI\ௐDQ\ௐWKLUGSDUW\ௐLVVXHGௐHFR
ODEHOVௐUDWLQJVௐRUௐFHUWLILFDWLRQVௐWKDWௐ
\RXUௐFRPSDQ\ௐKDVௐUHFHLYHGௐIRUௐ
WKHௐHTXLSPHQWௐRUௐSURGXFWVௐ
LQFOXGHGௐLQௐ\RXUௐ3URSRVDOௐUHODWHGௐ
WRௐHQHUJ\ௐHIILFLHQF\ௐRUௐ
FRQVHUYDWLRQௐOLIHF\FOHௐGHVLJQௐ

FUDGOHWRFUDGOH
ௐRUௐRWKHUௐ
JUHHQVXVWDLQDELOLW\ௐIDFWRUV
6HHௐDWWDFKHGௐ*3&ௐ&RUSRUDWHௐ6XVWDLQDELOLW\ௐ3ODQௐ0RUHௐGHWDLOௐLVௐDOVRௐDYDLODEOHௐRQௐRXUௐ 6XVWDLQDELOLW\ௐSDJHௐDWௐZZZJHQSWFRP

'HVFULEHௐDQ\ௐ:RPHQௐRUௐ0LQRULW\ௐ
%XVLQHVVௐ(QWLW\ௐ
:0%(
ௐ6PDOOௐ
%XVLQHVVௐ(QWLW\ௐ
6%(
ௐRUௐYHWHUDQௐ
RZQHGௐEXVLQHVVௐFHUWLILFDWLRQVௐWKDWௐ
\RXUௐFRPSDQ\ௐRUௐKXEௐSDUWQHUVௐ
KDYHௐREWDLQHGௐ8SORDGௐ
GRFXPHQWDWLRQௐRIௐFHUWLILFDWLRQௐ
DVௐ

DSSOLFDEOH
ௐLQௐWKHௐGRFXPHQWௐ
XSORDGௐVHFWLRQௐRIௐ\RXUௐUHVSRQVH
*HQXLQHௐ3DUWVௐ&RPSDQ\ௐLVௐDௐSXEOLFO\ௐWUDGHGௐFRUSRUDWLRQௐ7KXVௐZHௐDUHௐQRWௐDௐ:0%(ௐRUௐ 6%(
+RZHYHUௐH[SDQGLQJௐRSSRUWXQLWLHVௐIRUௐVPDOOௐDQGௐZRPHQௐDQGௐPLQRULW\ௐRZQHGௐEXVLQHVVHVௐLVௐ LPSRUWDQWௐDWௐ1$3$ௐ$ௐVWUHQJWKௐRIௐWKHௐ1$3$ௐFDSDELOLWLHVௐIRUௐWKLVௐ5)3ௐLVௐWKDWௐZHௐDUHௐQRWௐDOOௐ FRUSRUDWHௐVWRUHVௐFHQWHUHGௐDURXQGௐDௐODUJHௐFRUSRUDWHௐRIILFHௐEXWௐZHௐDUHௐDௐFROOHFWLRQௐRIௐ WKRXVDQGVௐRIௐVPDOOௐEXVLQHVVHVௐWKDWௐFDQௐVXSSRUWௐWKHௐ6RXUFHZHOOௐFRQWUDFWௐDQGௐLWVௐPHPEHUV¶ௐ SXUFKDVLQJௐJRDOV
2XUௐPDLQௐGLVWULEXWLRQௐDQGௐVDOHVௐFKDQQHOௐWRௐ6RXUFHZHOOௐPHPEHUVௐDQGௐSURVSHFWLYHௐPHPEHUVௐ ZLOOௐEHௐWKURXJKௐRXUௐௐUHWDLOௐRXWOHWVௐௐRIௐZKLFKௐDUHௐLQGHSHQGHQWO\ௐRZQHGௐDQGௐ RSHUDWHGௐ1$3$ௐ$XWRPRWLYHௐDQGௐ7UXFNௐ3DUWVௐVWRUHVௐ%DVHGௐRQௐWKHௐVL]HௐDQGௐJHRJUDSK\ௐRIௐ WKHVHௐORFDWLRQVௐPDQ\ௐPD\ௐEHௐTXDOLILHGௐDVௐ6%(Vௐ:%(Vௐ'%(VௐDQGௐVRPHௐLQௐ+8%ௐ=RQHV $VௐDௐFRUSRUDWLRQௐRYHUDOOௐZHௐVWLOOௐPDLQWDLQௐVWULFWௐJXLGHOLQHVௐRQௐGLYHUVLW\ௐDQGௐLQFOXVLRQௐLQௐRXUௐ RSHUDWLRQV
2XUௐFRPPLWPHQWௐWR²DQGௐDSSUHFLDWLRQௐIRU²GLYHUVLW\ௐDQGௐLQFOXVLRQௐDWௐ*HQXLQHௐ3DUWVௐ &RPSDQ\ௐLVௐDௐSDUWௐRIௐHYHU\WKLQJௐZHௐGRௐ<RXௐFDQௐVHHௐLWௐHYHU\ௐWLPHௐZHௐLQWHUDFWௐZLWKௐ FXVWRPHUVௐFROODERUDWHௐZLWKௐFROOHDJXHVௐDQGௐSDUWQHUௐZLWKௐPHPEHUVௐRIௐWKHௐFRPPXQLW\ $FURVVௐRXUௐ&RPSDQ\ௐZHௐYDOXHௐGLYHUVLW\ௐDQGௐEHQHILWௐIURPௐWKHௐH[FHSWLRQDOௐLQVLJKWVௐWDOHQWVௐ DQGௐH[SHULHQFHVௐRIௐRXUௐZRUNIRUFHௐ:HௐEHOLHYHௐWKDWௐE\ௐHPEUDFLQJௐWKHௐGLIIHUHQFHVௐDQGௐ VLPLODULWLHVௐRIௐHDFKௐLQGLYLGXDOௐWKHௐZRUNௐHQYLURQPHQWௐLPSURYHVௐIRUௐRXUௐHPSOR\HHVௐDQGௐ HQKDQFHVௐRXUௐRYHUDOOௐEXVLQHVVௐSHUIRUPDQFH
'LYHUVLW\ௐJRHVௐEH\RQGௐUDFHௐDQGௐJHQGHUௐ,WௐFHOHEUDWHVௐDQGௐYDOXHVௐGLIIHUHQFHVௐLQௐDJHௐRXWORRNௐ FXOWXUDOௐEDFNJURXQGௐOLIHVW\OHௐDQGௐSK\VLFDOௐDELOLW\ௐ:HௐDUHௐFRPPLWWHGௐWRௐIRVWHULQJௐDQௐ HQYLURQPHQWௐZKHUHௐHYHU\RQHௐFDQௐFRQWULEXWHௐWRௐRXUௐFROOHFWLYHௐVXFFHVV ,QௐSULQFLSOH

:HௐZDQWௐWKHௐEHVWௐSHUVRQௐIRUௐHYHU\ௐSRVLWLRQ
:HௐZDQWௐWRௐSURYLGHௐRSSRUWXQLWLHVௐIRUௐGLYHUVLW\ௐRIௐH[SHULHQFHௐDQGௐLQWHUDFWLRQ :HௐZDQWௐWRௐFUHDWHௐDQௐHQYLURQPHQWௐRIௐGLYHUVHௐLGHDVௐDQGௐYLHZSRLQWVௐWRௐXOWLPDWHO\ௐDUULYHௐDWௐ EHWWHUௐGHFLVLRQV
2XUௐFRPPLWPHQWௐWRௐ'LYHUVLW\ௐDQGௐ,QFOXVLRQௐKRQRUVௐWKHௐ3RZHUௐRIௐ*HQXLQHௐ7DOHQW 3OHDVHௐVHHௐRXUௐ&RUSRUDWHௐ6XVWDLQDELOLW\ௐ3ODQௐXSORDGHGௐWRௐWKHௐGRFXPHQWVௐVHFWLRQௐRIௐWKLVௐ SURSRVDOௐIRUௐPRUHௐLQIRUPDWLRQௐRQௐRXUௐFRUSRUDWHௐGLYHUVLW\ௐSROLFLHV

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1320 -
:KDWௐXQLTXHௐDWWULEXWHVௐGRHVௐ\RXUௐ
FRPSDQ\ௐ\RXUௐSURGXFWVௐRUௐ\RXUௐ
VHUYLFHVௐRIIHUௐWRௐ6RXUFHZHOOௐ
SDUWLFLSDWLQJௐHQWLWLHV"ௐ:KDWௐPDNHVௐ
\RXUௐSURSRVHGௐVROXWLRQVௐXQLTXHௐLQௐ
\RXUௐLQGXVWU\ௐDVௐLWௐDSSOLHVௐWRௐ
6RXUFHZHOOௐSDUWLFLSDWLQJௐHQWLWLHV"
1$3$ௐ$XWRௐ3DUWVௐSURYLGHVௐDௐWUXO\ௐXQLTXHௐVROXWLRQௐLQௐWKHௐDIWHUPDUNHWௐDXWRPRWLYHௐSDUWVௐVXSSO\ௐ LQGXVWU\ௐWKDWௐEHQHILWVௐ6RXUFHZHOOௐPHPEHUVௐLQௐVHYHUDOௐZD\V )LUVWௐWKHௐ1$3$ௐQHWZRUNௐLVௐFRPSULVHGௐRIௐPRUHௐWKDQௐௐVPDOOௐEXVLQHVVHVௐWKDWௐGLVWULEXWHௐ RXUௐSURGXFWVௐQDWLRQZLGHௐ7KHVHௐDUHௐORFDOௐWD[SD\LQJௐHPSOR\HHVௐZKRௐOLYHௐDQGௐZRUNௐLQௐ PHPEHUௐFRPPXQLWLHVௐDQGௐFDUHௐDERXWௐVXSSRUWLQJௐWKHLUௐJRYHUQPHQWௐDJHQFLHVௐDVௐPXFKௐDVௐ WKHLUௐJRYHUQPHQWௐFDUHVௐDERXWௐVXSSRUWLQJௐWKHPௐ8VLQJௐWKHVHௐVPDOOௐEXVLQHVVHVௐFDQௐKHOSௐ 6RXUFHZHOOௐPHPEHUVௐPHHWௐWKHLUௐGLYHUVHௐSXUFKDVLQJௐLQLWLDWLYHVௐDFURVVௐWKHௐ86ௐDQGௐ&DQDGD 1H[Wௐ1$3$ௐKDVௐDFFHVVௐWRௐPRUHௐWKDQௐௐ6.8VௐWKDWௐFRYHUௐQRWௐMXVWௐOLJKWGXW\ௐ DXWRPRWLYHௐEXWௐDௐSOHWKRUDௐRIௐRWKHUௐFDWHJRULHVௐWKDWௐFDQQRWௐDOOௐEHௐIRXQGௐXQGHUௐDQ\ௐRWKHUௐURRIௐ &RQVROLGDWLQJௐDௐPHPEHU¶VௐVXSSO\ௐFKDLQௐVDYHVௐWKHPௐWLPHௐDQGௐPRQH\ௐLQௐPDQDJLQJௐWKHLUௐ SDUWVௐRSHUDWLRQௐ6RPHௐXQLTXHௐSURGXFWௐDQGௐVHUYLFHௐH[DPSOHVௐLQFOXGH

ௐௐௐௐ1HDUO\ௐௐPLOOLRQௐ6.8VௐRIௐ052ௐDQGௐ,QGXVWULDOௐSURGXFWVௐWKURXJKௐRXUௐVLVWHUௐFRPSDQ\ௐ 0RWLRQௐ,QGXVWULHV
ௐௐௐௐ1$3$ௐ)LOWHUV
ௐௐௐௐ1$3$ௐ+HDY\ௐ'XW\
ௐௐௐௐ1$3$ௐ8QGHUFDU
ௐௐௐௐ1$3$ௐ(OHFWULFDOௐ6DOHVௐDQGௐ8QGHUௐ+RRG
ௐௐௐௐ0DUWLQௐ6HQRXUௐ3DLQW
ௐௐௐௐ%DONDPS
ௐௐௐௐ1$3$ௐ7RROVௐDQGௐ(TXLSPHQW
ௐௐௐௐ1$3$ௐ%UDNHV
ௐௐௐௐ1$3$ௐ+HDWLQJௐDQGௐ&RROLQJ
ௐௐௐௐ1$3$ௐ75$&6ௐௐSRZHUIXOௐHVWLPDWLQJௐWHFKQLFDOௐLQIRUPDWLRQௐDQGௐVKRSௐPDQDJHPHQWௐ

VROXWLRQV
ௐௐௐௐ,%,=ௐ±ௐHQWHUSULVHSXUFKDVLQJௐV\VWHPௐLQWHJUDWLRQVௐDQGௐWHFKQRORJ\ௐVROXWLRQV ௐௐௐௐ0LWFKHOOௐௐDQGௐ0LWFKHOOௐ2Qௐ'HPDQGௐVHUYLFHV
$GGLWLRQDOO\ௐ1$3$ௐLQYHVWVௐ\HDUௐRYHUௐ\HDUௐLQௐFXWWLQJௐHGJHௐWHFKQRORJLHVௐWRௐKHOSௐXVௐEHWWHUௐ VHUYHௐRXUௐJRYHUQPHQWௐFXVWRPHUVௐ%HWZHHQௐRQOLQHௐFDWDORJLQJௐDQGௐRUGHULQJௐGLJLWDOௐIXOILOOPHQWௐ WUDFNLQJௐDWௐRXUௐGLVWULEXWLRQௐFHQWHUVௐUHSRUWLQJௐFXVWRPL]DWLRQௐDQGௐPRUHௐZHௐDUHௐDEOHௐWRௐXVHௐ WHFKQRORJ\ௐWRௐRSWLPL]HௐRXUௐVXSSO\ௐFKDLQௐDQGௐJHWௐSDUWVௐWRௐWKHௐFXVWRPHUௐIDVWHUௐDQGௐFKHDSHUௐ :HௐDOVRௐWDNHௐSDUWௐLQௐWHFKQRORJ\ௐLQQRYDWLRQVௐRXUௐFXVWRPHUVௐDUHௐLPSOHPHQWLQJௐVXFKௐDVௐWKHௐ 7HDPௐ*HRUJLDௐ0DUNHWSODFHௐ7KHௐ7HDPௐ*HRUJLDௐ0DUNHWSODFHௐFRQQHFWVௐWKHௐSURFXUHPHQWௐWRROVௐ RIௐGLIIHUHQWௐVWDWHௐDJHQFLHVௐDOOௐWKURXJKௐRQHௐDSSOLFDWLRQௐWRௐVWUHDPOLQHௐWKHௐSXUFKDVLQJௐSURFHVVௐ DQGௐ1$3$ௐLVௐDௐYDOXHGௐYHQGRUௐSDUWLFLSDWLQJௐLQௐWKHௐLQLWLDWLYH )XUWKHUPRUHௐ1$3$ௐKDVௐPRUHௐWKDQௐௐ\HDUVௐRIௐH[SHULHQFHௐSDUWQHULQJௐZLWKௐ6RXUFHZHOOௐ WKURXJKௐPXOWLSOHௐFRQWUDFWVௐ:HௐKDYHௐVWDIIௐLQௐDOOௐௐVWDWHVௐWKDWௐKDYHௐEHHQௐIXOO\ௐWUDLQHGௐRQௐWKHௐ LQQHUௐZRUNLQJVௐRIௐ6RXUFHZHOOௐFRQWUDFWVௐWKHௐEHQHILWVௐWKH\ௐSURYLGHௐWRௐ6RXUFHZHOOௐPHPEHUVௐ DQGௐKRZௐWRௐH[HFXWLYHௐFRQWUDFWVௐHIIHFWLYHO\ௐWRௐGHOLYHUௐWKHௐEHVWௐVROXWLRQVௐWRௐRXUௐFXVWRPHUVௐ PRUHௐTXLFNO\ௐWKDQௐDQ\RQHௐHOVH
)LQDOO\ௐ1$3$ௐLVௐWKHௐSLRQHHUௐRIௐWKHௐ,QWHJUDWHGௐ%XVLQHVVௐ6ROXWLRQVௐ ,%6
ௐSURJUDPௐDQGௐ
H[FOXVLYHௐLQGXVWU\ௐOHDGHUௐLQௐWKHௐIOHHWௐYHQGRUௐPDQDJHGௐLQYHQWRU\ௐLQGXVWU\ௐ3URYLGLQJௐDGGLWLRQDOௐ YDOXHௐDGGHGௐVROXWLRQVௐWRௐJRYHUQPHQWௐIOHHWVௐDFURVVௐWKHௐ86ௐDQGௐ&DQDGDௐVWUHDPOLQHௐWKHLUௐ VXSSO\ௐFKDLQௐLQFOXGLQJௐQRQFRQWUDFWௐSURGXFWVௐVXFKௐDVௐ2(ௐSDUWVௐWLUHVௐEXONௐIOXLGVௐDQGௐPRUHௐ LVௐRQHௐIXUWKHUௐVWHSௐWKDWௐ1$3$ௐWDNHVௐWRௐHPSOR\ௐWKHௐEHVWௐSUDFWLFHVௐDFURVVௐWKHௐSDUWVௐLQGXVWU\

7DEOH

:DUUDQW\
'HVFULEHLQGHWDLO\RXUPDQXIDFWXUHUZDUUDQW\SURJUDPLQFOXGLQJFRQGLWLRQVDQGUHTXLUHPHQWVWRTXDOLI\FODLPVSURFHGXUH DQGRYHUDOOVWUXFWXUH<RXPD\XSORDGUHSUHVHQWDWLYHVDPSOHVRI\RXUZDUUDQW\PDWHULDOV LIDSSOLFDEOH
LQWKHGRFXPHQW
XSORDGVHFWLRQRI\RXUUHVSRQVHLQDGGLWLRQWRUHVSRQGLQJWRWKHTXHVWLRQVEHORZ /LQH
,WHP 4XHVWLRQ 5HVSRQVH

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1321 -
'Rௐ\RXUௐZDUUDQWLHVௐFRYHUௐDOOௐSURGXFWVௐSDUWVௐDQGௐ
ODERU"
$OOௐSURGXFWVௐVXSSOLHGௐSXUVXDQWௐWRௐDQௐDZDUGHGௐFRQWUDFWௐDUHௐVXEMHFWௐWRௐWKHௐ WHUPVௐRIௐZULWWHQௐZDUUDQWLHVௐSURYLGHGௐE\ௐWKHௐPDQXIDFWXUHUௐRIௐHDFKௐSURGXFWௐ DQGௐ1$3$ௐVKDOOௐXVHௐUHDVRQDEOHௐFRPPHUFLDOௐHIIRUWVௐWRௐDVVLVWௐWKHௐ 3DUWLFLSDWLQJௐ(QWLW\ௐLQௐSURFHVVLQJௐDOOௐZDUUDQW\ௐFODLPVௐWKDWௐWKHௐ3DUWLFLSDWLQJௐ (QWLW\ௐPD\ௐKDYHௐDJDLQVWௐDௐPDQXIDFWXUHUௐௐ7KHௐPDQXIDFWXUHU¶VௐZDUUDQW\ௐZLOOௐEHௐ WKHௐVROHௐDQGௐH[FOXVLYHௐUHPHG\ௐRIௐWKHௐ3DUWLFLSDWLQJௐ(QWLW\ௐLQௐFRQQHFWLRQௐZLWKௐ DQ\ௐFODLPVௐFRQFHUQLQJௐWKHௐSURGXFWVௐVXSSOLHGௐSXUVXDQWௐWRௐDQௐDZDUGHGௐ FRQWUDFWௐ$//ௐ27+(5ௐ:$55$17,(6ௐ%27+ௐ(;35(66ௐ$1'ௐ,03/,('ௐ ,1&/8',1*ௐ$1<ௐ,03/,('ௐ:$55$17,(6ௐ2)ௐ0(5&+$17,%,/,7<ௐ25ௐ ),71(66ௐ)25ௐ$ௐ3$57,&8/$5ௐ385326(ௐ$5(ௐ+(5(%<ௐ(;&/8'('ௐௐ &RSLHVௐRIௐWKHௐPDQXIDFWXUHUV¶ௐZDUUDQWLHVௐDUHௐDYDLODEOHௐWRௐWKHௐ3DUWLFLSDWLQJௐ (QWLW\ௐXSRQௐUHTXHVWௐௐ3URSRVHUௐZLOOௐSDVVௐWKURXJKௐDOOௐDYDLODEOHௐZDUUDQW\ௐ EHQHILWVௐIURPௐWKHௐDSSOLFDEOHௐPDQXIDFWXUHUௐWRௐWKHௐ3DUWLFLSDWLQJௐ(QWLW\ௐWRௐWKHௐ H[WHQWௐSHUPLWWHGௐE\ௐFRQWUDFWௐRUௐODZௐௐ
1$3$
VௐZDUUDQWLHVௐFRYHUௐDOOௐSURGXFWVௐDQGௐSDUWVௐEXWௐQRWௐDOOௐWKHௐODERUௐ0RVWௐ 1$3$ௐPDQXIDFWXUHUVௐZLOOௐUHLPEXUVHௐIRUௐUHDVRQDEOHௐODERUௐFRVWVௐWRௐWKHௐH[WHQWௐ WKHௐGDPDJHௐZDVௐVROHO\ௐDWWULEXWDEOHௐWRௐDௐGHIHFWௐLQௐWKHௐ1$3$ௐSURGXFWௐ(DFKௐ ZDUUDQW\ௐLVௐYLHZHGௐRQௐDௐFDVHE\FDVHௐEDVLVௐDQGௐLQௐVRPHௐFDVHVௐODERUௐPD\ௐ QRWௐDSSO\
(DFKௐRQHௐRIௐ1$3$ௐ
VௐLQGLYLGXDOௐSDUWVௐZDUUDQWLHVௐLVௐRQOLQHௐDWௐRXUௐWZRௐ
ZHEVLWHVௐ
ZZZQDSDRQOLQHFRPௐDQGௐZZZQDSDSUROLQNFRP
ௐSOXVௐZDUUDQW\ௐ
LQIRUPDWLRQௐLVௐSURYLGHGௐLQௐWKHௐRULJLQDOௐ1$3$ௐSDFNDJLQJ

'Rௐ\RXUௐZDUUDQWLHVௐLPSRVHௐXVDJHௐUHVWULFWLRQVௐRUௐ
RWKHUௐOLPLWDWLRQVௐWKDWௐDGYHUVHO\ௐDIIHFWௐFRYHUDJH"
1$3$ௐKDVௐGLIIHUHQWௐZDUUDQWLHVௐIRUௐGLIIHUHQWௐSDUWVௐSOXVௐGLIIHUHQWௐZDUUDQWLHVௐIRUௐ GLIIHUHQWௐJUDGHVௐRIௐSDUWVௐ$VௐDQௐH[DPSOHௐ1$3$ௐXWLOL]HVௐERWKௐQHZௐDQGௐ UHPDQXIDFWXUHGௐFRPSRQHQWVௐ7KHUHௐZLOOௐEHௐDௐGLIIHUHQWௐZDUUDQW\ௐRQௐDௐQHZௐYVௐ DௐUHPDQXIDFWXUHGௐSDUWௐ7KHௐQHZௐPD\ௐKDYHௐDௐOLPLWHGௐOLIHWLPHௐZKHUHDVௐWKHௐ ZDUUDQW\ௐRQௐDௐUHPDQXIDFWXUHGௐFRPSRQHQWௐPD\ௐEHௐௐ\HDUVௐPLOHV &HUWDLQௐFRPSRQHQWVௐOLNHௐILOWHUVௐDQGௐEUDNHௐSDGVௐKDYHௐZDUUDQWLHVௐGHSHQGHQWௐ RQௐWKHௐOHYHOௐ
JRRGௐEHWWHUௐEHVW
ௐEXWௐPLJKWௐKDYHௐUHVWULFWLRQVௐWKDWௐFRXOGௐDIIHFWௐ
FRYHUDJHௐ([DPSOHௐDQௐDLUௐILOWHUௐWKDWௐZDVௐXVHGௐLQௐDௐKDUVKௐHQYLURQPHQWௐVD\ௐ H[WUHPHO\ௐGXVW\ௐRUௐLQௐDௐUXJJHGௐLQGXVWULDOௐVHWWLQJௐ
GULOOLQJௐHQYLURQPHQW
ௐPLJKWௐ
EHௐVHHQௐDVௐDௐOLPLWDWLRQௐFRPSDUHGௐWRௐRQHௐWKDWௐLVௐVWULFWO\ௐRQௐURDGKLJKZD\ௐ XVDJH

'Rௐ\RXUௐZDUUDQWLHVௐFRYHUௐWKHௐH[SHQVHௐRIௐ
WHFKQLFLDQV¶ௐWUDYHOௐWLPHௐDQGௐPLOHDJHௐWRௐSHUIRUPௐ
ZDUUDQW\ௐUHSDLUV"
1$3$
VௐZDUUDQWLHVௐGRௐQRWௐKDYHௐVSHFLILFௐFRYHUDJHௐWKDWௐFRYHUVௐWKHௐH[SHQVHௐRIௐ

WHFKQLFLDQ
VௐWUDYHOௐWLPHௐDQGௐPLOHDJHௐ+RZHYHUௐZHௐZLOOௐSURYLGHௐDௐUHYLHZௐDQGௐ DWWHPSWௐWRௐDVVLVWௐDௐ6RXUFHZHOOௐPHPEHUௐLQௐZRUNLQJௐZLWKௐRXUௐPDQXIDFWXUHUVௐWRௐ GHWHUPLQHௐLIௐWKHௐDIRUHPHQWLRQHGௐH[SHQVHௐDQGௐLQGLYLGXDOௐFLUFXPVWDQFHVௐ ZDUUDQWௐVXFKௐDௐFODLPௐ7KHௐGHIHFWLYHௐSDUWௐDQGௐUHSDLUௐLQIRUPDWLRQௐZLOOௐQHHGௐWRௐ EHௐUHWDLQHGௐDQGௐSURYLGHGௐXSRQௐUHTXHVW

$UHௐWKHUHௐDQ\ௐJHRJUDSKLFௐUHJLRQVௐRIௐWKHௐ8QLWHGௐ
6WDWHVௐRUௐ&DQDGDௐ
DVௐDSSOLFDEOH
ௐIRUௐZKLFKௐ\RXௐ
FDQQRWௐSURYLGHௐDௐFHUWLILHGௐWHFKQLFLDQௐWRௐSHUIRUPௐ
ZDUUDQW\ௐUHSDLUV"ௐௐ+RZௐZLOOௐ6RXUFHZHOOௐ
SDUWLFLSDWLQJௐHQWLWLHVௐLQௐWKHVHௐUHJLRQVௐEHௐSURYLGHGௐ
VHUYLFHௐIRUௐZDUUDQW\ௐUHSDLU"
$Vௐ1$3$ௐLVௐDௐGLVWULEXWRUௐRIௐDXWRPRWLYHௐSDUWVௐLQௐWKHௐ86ௐDQGௐ&DQDGDௐDQGௐ QRWௐDௐPDQXIDFWXUHUௐRIௐWKRVHௐSDUWVௐZHௐGRௐQRWௐRIIHUௐDQ\ௐZDUUDQW\ௐUHSDLUௐ VHUYLFHௐGLUHFWO\ௐWKURXJKௐRXUௐSDUWVௐFRQWUDFWVௐ:HௐGRௐKDYHௐ1$3$ௐ$XWR&DUHௐ FHQWHUVௐLQௐWKHௐ86ௐDQGௐ1$3$ௐ$XWR3URௐFHQWHUVௐLQௐ&DQDGDௐWKDWௐSHUIRUPௐ DXWRPRWLYHௐUHSDLUVௐEXWௐWKH\ௐZRXOGௐQRWௐIDOOௐXQGHUௐWKHௐVFRSHௐRIௐWKLVௐSURSRVDO

:LOOௐ\RXௐFRYHUௐZDUUDQW\ௐVHUYLFHௐIRUௐLWHPVௐPDGHௐE\ௐ
RWKHUௐPDQXIDFWXUHUVௐWKDWௐDUHௐSDUWௐRIௐ\RXUௐSURSRVDOௐ
RUௐDUHௐWKHVHௐZDUUDQWLHVௐLVVXHVௐW\SLFDOO\ௐSDVVHGௐRQௐ
WRௐWKHௐRULJLQDOௐHTXLSPHQWௐPDQXIDFWXUHU"
2QHௐRIௐWKHௐNH\ௐEHQHILWVௐRIௐRXUௐSURJUDPௐLVௐWKHௐWUDFNLQJௐDQGௐSURFHVVLQJௐRIௐ SDUWVௐPDQXIDFWXUHUௐZDUUDQWLHVௐIRUௐRXUௐJRYHUQPHQWௐDJHQFLHVௐ1$3$ௐRXWOLQHVௐ RXUௐZDUUDQW\ௐSROLF\ௐLQௐHDFKௐFRQWUDFWௐDQGௐKDVௐWKHௐUHVSRQVLELOLW\ௐWRௐWUDFNௐDQGௐ UHSRUWௐRQௐWKLVௐIRUௐKXQGUHGVௐRIௐVXSSOLHUVௐWKDWௐZHௐSURFXUHௐSDUWVௐIURPௐIRUௐRXUௐ DJHQF\ௐFXVWRPHUV
,QௐWKHௐFDVHௐZKHUHௐ1$3$ௐLVௐUHTXHVWHGௐWRௐSURFXUHௐSDUWVௐIURPௐPDQXIDFWXUHUVௐ RXWVLGHௐRIௐWKHௐ1$3$ௐV\VWHPௐZHௐZLOOௐZRUNௐZLWKௐWKHௐ6RXUFHZHOOௐPHPEHUௐDQGௐ HDFKௐLQGLYLGXDOௐPDQXIDFWXUHUௐWRௐSURFHVVௐZDUUDQW\ௐFODLPVௐWKDWௐDULVHௐ$VௐZHௐ DUHௐQRWௐWKHௐPDQXIDFWXUHUௐRIௐVXFKௐSDUWVௐWKRXJKௐZHௐGRௐQRWௐRIIHUௐDQ\ௐ ZDUUDQWLHVௐRQௐWKHPௐGLUHFWO\

:KDWௐDUHௐ\RXUௐSURSRVHGௐH[FKDQJHௐDQGௐUHWXUQௐ
SURJUDPVௐDQGௐSROLFLHV"
1$3$ௐVWDQGVௐEHKLQGௐRXUௐSURGXFWVௐDQGௐZLOOௐDFFHSWௐUHWXUQVௐRQௐXQXVHGௐ QRUPDOO\ௐVWRFNHGௐSURGXFWVௐZKHQௐSDFNDJLQJௐLVௐXQGDPDJHGௐDQGௐWKHௐLWHPௐFDQௐ EHௐUHLQYHQWRULHG
6SHFLDOௐRUGHUௐLWHPVௐPD\ௐEHௐVXEMHFWௐWRௐUHVWRFNLQJௐIHHVௐHYHQௐLIௐWKHௐ SDFNDJLQJௐLVௐQHYHUௐRSHQHGௐ6RXUFHZHOOௐPHPEHUVௐVKRXOGௐSHUVRQDOO\ௐUHYLHZௐ VSHFLDOௐRUGHUVௐZLWKௐWKHLUௐVHUYLFLQJௐ1$3$ௐVWRUHௐWRௐPDNHௐVXUHௐWKHUHௐDUHௐQRௐ TXHVWLRQVௐUHJDUGLQJௐSULFLQJௐVKLSSLQJௐDQGௐGHOLYHU\

'HVFULEHௐDQ\ௐVHUYLFHௐFRQWUDFWௐRSWLRQVௐIRUௐWKHௐ
LWHPVௐLQFOXGHGௐLQௐ\RXUௐSURSRVDO
2XUௐSURSRVDOௐLVௐIRUௐDௐSDUWVௐVXSSO\ௐSURJUDPௐ6HUYLFHௐFRQWUDFWௐRSWLRQVௐDUHௐ DYDLODEOHௐWKURXJKௐRXUௐ6RXUFHZHOOௐ1$3$ௐ,%6ௐYHQGRUௐPDQDJHGௐLQYHQWRU\ௐ FRQWUDFWௐௐ±ௐ*3&ௐ1$3$ௐLVௐUHVSRQGLQJௐRQO\ௐWRௐWKHௐSDUWVௐSRUWLRQௐRIௐ WKLVௐ5)3

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1322 -
7DEOH
3D\PHQW7HUPVDQG)LQDQFLQJ2SWLRQV
/LQH
,WHP 4XHVWLRQ 5HVSRQVH

:KDWௐDUHௐ\RXUௐSD\PHQWௐWHUPVௐ
HJௐQHWௐௐQHWௐ
" 1$3$ௐ$XWRௐ3DUWVௐVWDQGDUGௐSD\PHQWௐWHUPVௐDUHௐ1HWௐௐGD\V

'HVFULEHௐDQ\ௐOHDVLQJௐRUௐILQDQFLQJௐRSWLRQVௐDYDLODEOHௐIRUௐXVHௐ E\ௐHGXFDWLRQDOௐRUௐJRYHUQPHQWDOௐHQWLWLHV
1$3$ௐGRHVௐQRWௐRIIHUௐOHDVLQJௐRUௐILQDQFLQJௐRSWLRQVௐDVௐSDUWௐRIௐ1$3$¶Vௐ SDUWVௐVXSSO\ௐSURJUDP

%ULHIO\ௐGHVFULEHௐ\RXUௐSURSRVHGௐRUGHUௐSURFHVVௐ,QFOXGHௐ HQRXJKௐGHWDLOௐWRௐVXSSRUWௐ\RXUௐDELOLW\ௐWRௐUHSRUWௐTXDUWHUO\ௐ VDOHVௐWRௐ6RXUFHZHOOௐDVௐGHVFULEHGௐLQௐWKHௐ&RQWUDFWௐWHPSODWHௐ )RUௐH[DPSOHௐLQGLFDWHௐZKHWKHUௐ\RXUௐGHDOHUௐQHWZRUNௐLVௐ
LQFOXGHGௐLQௐ\RXUௐUHVSRQVHௐDQGௐZKHWKHUௐHDFKௐGHDOHUௐ
RUௐ
VRPHௐRWKHUௐHQWLW\
ௐZLOOௐSURFHVVௐWKHௐ6RXUFHZHOOௐSDUWLFLSDWLQJௐ
HQWLWLHV¶ௐSXUFKDVHௐRUGHUV
7KHௐRUGHUௐSURFHVVௐIRUௐWKLVௐSURSRVDOௐDQGௐFRQWUDFWௐZLOOௐEHௐGHWHUPLQHGௐ XSRQௐWKHௐ6RXUFHZHOOௐ0HPEHUௐSUHIHUHQFHௐ*HQHUDOO\ௐWKHௐPDMRULW\ௐRIௐ RUGHUVௐSODFHGௐE\ௐ6RXUFHZHOOௐPHPEHUVௐZLOOௐEHௐGLUHFWHGௐDWௐWKHLUௐORFDOௐ 1$3$ௐVWRUHௐ7KHௐSDWKZD\ௐLQௐZKLFKௐWKRVHௐRUGHUVௐZLOOௐEHௐUHFHLYHGௐE\ௐ WKHௐ1$3$ௐVWRUHௐZRXOGௐEHௐYLDௐSKRQHௐID[ௐHPDLOௐ3UR/LQNௐ

ZZZQDSDSUROLQNFRP
ௐH3URFXUHPHQWௐLQWHJUDWLRQௐ
(',ௐRUௐ;0/
ௐRU
HYHQௐDௐZDONௐLQௐRUGHUௐ
2QFHௐZHௐUHFHLYHௐDQௐRUGHUௐZLWKௐWKHௐDSSURSULDWHௐZRUNௐRUGHUௐRUௐ32ௐ QXPEHUௐWKHௐVWRUHௐLVௐUHVSRQVLEOHௐIRUௐWKHௐSDUWVௐGHOLYHU\ௐVHUYLFH UHTXLUHPHQWVௐRIௐWKHௐFRQWUDFW
7RௐHQVXUHௐFRQWUDFWௐFRPSOLDQFHௐWKHௐDFFRXQWVௐIRUௐ6RXUFHZHOOௐ PHPEHUVௐDUHௐIODJJHGௐDWௐWKHௐ1$3$ௐVWRUHௐIRUௐWUDQVPLVVLRQௐWRௐ1$3$ௐ +HDGTXDUWHUVௐ$OOௐUHVXOWLQJௐLQYRLFHVௐIURPௐRUGHUVௐDUHௐFDSWXUHGௐDWௐWKHௐ 1$3$ௐ$XWRௐ3DUWVௐVWRUHௐDQGௐWKHௐOLQHௐLWHPௐGHWDLOௐLVௐWUDQVPLWWHGௐWRௐ 1$3$ௐ+HDGTXDUWHUVௐZKHUHௐWKHௐGDWDௐLVௐUROOHGௐXSௐIURPௐDOOௐWKHௐ 6RXUFHZHOOௐPHPEHU¶VௐLQYRLFHVௐLQWRௐWKHௐ6RXUFHZHOOௐ0DMRUௐ$FFRXQWௐௐௐ 7KLVௐDOORZVௐ1$3$ௐWRௐUHSRUWௐFRQVROLGDWHGௐVDOHVௐQXPEHUVௐEDFNௐWRௐ 6RXUFHZHOOௐRQௐDௐTXDUWHUO\ௐEDVLV
1$3$¶VௐHQWLUHௐGHDOHUௐQHWZRUNௐLVௐLQFOXGHGௐLQௐRXUௐUHVSRQVHௐௐ7KHௐ LQGLYLGXDOௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐZLOOௐSURFHVVௐRUGHUVௐDVௐWKH\ௐDUHௐ IXOILOOHGௐDQGௐWKLVௐZLOOௐEHௐFRQVROLGDWHGௐDQGௐUHSRUWHGௐE\ௐ1$3$ௐ +HDGTXDUWHUVௐWRௐ6RXUFHZHOOௐTXDUWHUO\

'Rௐ\RXௐDFFHSWௐWKHௐ3FDUGௐSURFXUHPHQWௐDQGௐSD\PHQWௐ
SURFHVV"ௐ,IௐVRௐLVௐWKHUHௐDQ\ௐDGGLWLRQDOௐFRVWௐWRௐ6RXUFHZHOOௐ SDUWLFLSDWLQJௐHQWLWLHVௐIRUௐXVLQJௐWKLVௐSURFHVV"
<HVௐWUDGLWLRQDOO\ௐ1$3$ௐDFFHSWVௐ3FDUGௐSD\PHQWVௐIURPௐJRYHUQPHQW DJHQFLHVௐZKHUHௐDSSOLFDEOHௐDQGௐGRHVௐQRWௐFKDUJHௐDGGLWLRQDOௐIHHVௐIRUௐ XVLQJௐ3FDUGVௐ:HௐWDNHௐJRYHUQPHQWௐSFDUGௐVHFXULW\ௐYHU\ௐVHULRXVO\ௐ DQGௐDUHௐGRLQJௐVHYHUDOௐWKLQJVௐWRௐSURWHFWௐDJHQFLHVௐZKRௐHOHFWௐWRௐXVHௐ WKLVௐSD\PHQWௐPHWKRGௐ:KHQௐXVLQJௐSFDUGVௐPHPEHUVௐPD\ௐEHௐ UHTXLUHGௐWRௐREWDLQௐWRNHQL]DWLRQௐDXWKRUL]DWLRQௐIURPௐWKHௐVWRUHௐZKLFKௐ YHULILHVௐWKHௐRZQHUVKLSௐRIௐWKHௐFDUGௐDQGௐORJVௐWKHௐLQIRUPDWLRQௐDQG DSSURYDOௐWRௐXVHௐLWௐIRUௐVXFKௐSXUFKDVHVௐ:LWKRXWௐWKLVௐWRNHQL]DWLRQௐS FDUGVௐPD\ௐQRWௐEHௐDFFHSWHGௐE\ௐVHUYLFLQJௐ1$3$ௐVWRUHV

7DEOH
3ULFLQJDQG'HOLYHU\
3URYLGHGHWDLOHGSULFLQJLQIRUPDWLRQLQWKHTXHVWLRQVWKDWIROORZEHORZ.HHSLQPLQGWKDWUHDVRQDEOHSULFHDQGSURGXFWDGMXVWPHQWVFDQ EHPDGHGXULQJWKHWHUPRIDQDZDUGHG&RQWUDFWDVGHVULEHGLQWKH5)3WKHWHPSODWH&RQWUDFWDQGWKH6RXUFHZHOO3ULFHDQG3URGXFW &KDQJH5HTXHVW)RUP
/LQH
,WHP 4XHVWLRQ 5HVSRQVH

'HVFULEHௐ\RXUௐSULFLQJௐPRGHOௐ
HJௐOLQHLWHPௐGLVFRXQWVௐRUௐ
SURGXFWFDWHJRU\ௐGLVFRXQWV
ௐ3URYLGHௐGHWDLOHGௐSULFLQJௐGDWDௐ

LQFOXGLQJௐVWDQGDUGௐRUௐOLVWௐSULFLQJௐDQGௐWKHௐ6RXUFHZHOOௐ
GLVFRXQWHGௐSULFH
ௐRQௐDOOௐRIௐWKHௐLWHPVௐWKDWௐ\RXௐZDQWௐ
6RXUFHZHOOௐWRௐFRQVLGHUௐDVௐSDUWௐRIௐ\RXUௐ5)3ௐUHVSRQVHௐ,Iௐ DSSOLFDEOHௐSURYLGHௐDௐ6.8ௐIRUௐHDFKௐLWHPௐLQௐ\RXUௐSURSRVDOௐ 8SORDGௐ\RXUௐSULFLQJௐPDWHULDOVௐ
LIௐDSSOLFDEOH
ௐLQௐWKHௐ
GRFXPHQWௐXSORDGௐVHFWLRQௐRIௐ\RXUௐUHVSRQVH
1$3$¶VௐSULFLQJௐPRGHOௐLVௐDௐSURGXFWௐFDWHJRU\ௐGLVFRXQWௐPRGHOௐRIIௐOLVWௐ SULFHௐௐ$Vௐ1$3$ௐKDVௐZLWKௐSUHYLRXVௐFRQWUDFWVௐZHௐZLOOௐFRQWLQXHௐWRௐ RIIHUௐDௐFRPSHWLWLYHௐQDWLRQZLGHௐFHLOLQJௐSULFHௐIRUௐ6RXUFHZHOOௐPHPEHUVௐ 1$3$¶VௐSULFHVௐRQௐLQGLYLGXDOௐSURGXFWVௐVKDOOௐLQFUHDVHௐDQGௐGHFUHDVHௐ WKURXJKRXWௐWKHௐWHUPௐRIௐWKHௐFRQWUDFWௐ7KHௐSULFLQJௐSURILOHPHWKRGRORJ\ௐ VKDOOௐKRZHYHUௐUHPDLQௐILUPௐ1$3$ௐSDVVHVௐRQௐERWKௐSULFHௐLQFUHDVHVௐ DQGௐGHFUHDVHVௐLWௐUHFHLYHVௐIURPௐLWVௐVXSSOLHUVௐRQௐWRௐWKHௐ0HPEHUVௐௐ 1$3$ௐFDQQRWௐSURYLGHௐZULWWHQௐQRWLFHௐWRௐ6RXUFHZHOOௐHYHU\ௐWLPHௐDQௐ LQGLYLGXDOௐSURGXFWௐLQFUHDVHVௐLQௐSULFH
7KHௐDWWDFKHGௐ6RXUFHZHOOௐ
ௐ3ULFHௐ3URILOHௐZLOOௐEHௐLPSOHPHQWHGௐDWௐ
WKHௐVWRUHௐOHYHOௐWRௐDOOௐPHPEHUVௐWKDWௐFKRRVHௐWRௐXWLOL]HௐWKHௐ6RXUFHZHOOௐ FRQWUDFWௐ7KLVௐSULFLQJௐZLOOௐEHௐDYDLODEOHௐDWௐDOOௐFRPSDQ\RZQHGௐDQGௐ LQGHSHQGHQWௐ1$3$ௐVWRUHVௐDFURVVௐWKHௐ86
7KHௐSULFLQJௐSURYLGHGௐE\ௐ1$3$ௐ&DQDGDௐGLIIHUVௐIURPௐWKDWௐSURYLGHGௐE\ௐ 1$3$ௐ86ௐEXWௐLVௐEDVHGௐRIIௐRIௐDௐVLPLODUௐPRGHOௐDQGௐZLOOௐDSSO\ௐDFURVVௐ &DQDGDௐDVௐWKHௐ86ௐSULFLQJௐGRHVௐDFURVVௐWKHௐ86

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1323 -
4XDQWLI\ௐWKHௐSULFLQJௐGLVFRXQWௐUHSUHVHQWHGௐE\ௐWKHௐSULFLQJௐ SURSRVDOௐLQௐWKLVௐUHVSRQVHௐ)RUௐH[DPSOHௐLIௐWKHௐSULFLQJௐLQௐ \RXUௐUHVSRQVHௐUHSUHVHQWVௐDௐSHUFHQWDJHௐGLVFRXQWௐIURPௐ
0653ௐRUௐOLVWௐVWDWHௐWKHௐSHUFHQWDJHௐRUௐSHUFHQWDJHௐUDQJH 1$3$¶VௐSURSRVHGௐDYHUDJHௐGLVFRXQWௐSHUFHQWDJHVௐUDQJHௐXSௐWRௐௐ RIIௐOLVWௐGHSHQGLQJௐRQௐWKHௐSURGXFWௐ7KHௐDWWDFKHGௐSULFHௐILOHVௐLOOXVWUDWHௐ GLVFRXQWௐUDWHVௐIRUௐWKHௐSURGXFWVௐFRYHUHGௐE\ௐRXUௐSURSRVDO

'HVFULEHௐDQ\ௐTXDQWLW\ௐRUௐYROXPHௐGLVFRXQWVௐRUௐUHEDWHௐ SURJUDPVௐWKDWௐ\RXௐRIIHU
6SHFLDOௐYROXPHௐGLVFRXQWVௐDQGRUௐUHEDWHVௐPD\ௐEHௐRIIHUHGௐRQௐDQௐ LQGLYLGXDOௐEDVLVௐGHSHQGLQJௐRQௐWKHௐLQGLYLGXDOௐFLUFXPVWDQFHVௐDQGௐWKHௐ SRWHQWLDOௐYROXPHௐRIௐWKHௐ6RXUFHZHOOௐPHPEHUௐௐ
1$3$ௐPD\ௐRIIHUௐVSHFLDOௐRQHRIIௐSULFLQJௐIRUௐYROXPHௐRUௐVWRFNLQJௐ RUGHUVௐLIௐUHTXHVWHGௐE\ௐWKHௐ6RXUFHZHOOௐPHPEHUௐௐ7KHVHௐSULFHVௐZLOOௐ EHௐKDQGOHGௐRQௐDQௐLQGLYLGXDOௐEDVLVௐDQGௐWKH\ௐZLOOௐQRWௐH[FHHGௐWKHௐ FRQWUDFWௐSULFH

3URSRVHௐDௐPHWKRGௐRIௐIDFLOLWDWLQJௐ³VRXUFHG´ௐSURGXFWVௐRUௐ UHODWHGௐVHUYLFHVௐZKLFKௐPD\ௐEHௐUHIHUUHGௐWRௐDVௐ³RSHQௐ
PDUNHW´ௐLWHPVௐRUௐ³QRQVWDQGDUGௐRSWLRQV´ௐ)RUௐH[DPSOHௐ\RXௐ PD\ௐVXSSO\ௐVXFKௐLWHPVௐ³DWௐFRVW´ௐRUௐ³DWௐFRVWௐSOXVௐDௐ
SHUFHQWDJH´ௐRUௐ\RXௐPD\ௐVXSSO\ௐDௐTXRWHௐIRUௐHDFKௐVXFKௐ
UHTXHVW
1$3$ௐDJUHHVௐWRௐGHOLYHUௐIURPௐWLPHWRWLPHௐVRXUFHGௐJRRGVௐDQGௐ VHUYLFHVௐWRௐEHௐVRXUFHGௐDQGௐVKDOOௐLQFOXGHௐDOOௐDFWXDOௐQHWௐFRVWVௐ LQFOXGLQJௐRXUௐDFWXDOௐFRVWௐDQGௐLQERXQGௐVKLSSLQJௐSOXVௐDௐPD[LPXPௐௐ SHUFHQWௐDGGLWLRQDOௐPDUJLQௐ7KLVௐFRVWௐSOXVௐZLOOௐEHௐFDOFXODWHGௐDQGௐ DJUHHGௐXSRQௐEHWZHHQௐWKHௐ6RXUFHZHOOௐPHPEHUௐDQGௐWKHௐORFDOௐ1$3$ௐ VWRUHௐRQௐDௐFDVHE\FDVHௐEDVLV

,GHQWLI\ௐDQ\ௐHOHPHQWௐRIௐWKHௐWRWDOௐFRVWௐRIௐDFTXLVLWLRQௐWKDWௐLV 127ௐLQFOXGHGௐLQௐWKHௐSULFLQJௐVXEPLWWHGௐZLWKௐ\RXUௐUHVSRQVHௐ 7KLVௐLQFOXGHVௐDOOௐDGGLWLRQDOௐFKDUJHVௐDVVRFLDWHGௐZLWKௐDௐ SXUFKDVHௐWKDWௐDUHௐQRWௐGLUHFWO\ௐLGHQWLILHGௐDVௐIUHLJKWௐRUௐ VKLSSLQJௐFKDUJHVௐ)RUௐH[DPSOHௐOLVWௐFRVWVௐIRUௐLWHPVௐOLNHௐSUH GHOLYHU\ௐLQVSHFWLRQௐLQVWDOODWLRQௐVHWௐXSௐPDQGDWRU\ௐWUDLQLQJௐ RUௐLQLWLDOௐLQVSHFWLRQௐ,GHQWLI\ௐDQ\ௐSDUWLHVௐWKDWௐLPSRVHௐVXFKௐ FRVWVௐDQGௐWKHLUௐUHODWLRQVKLSௐWRௐWKHௐ3URSRVHU
*HQHUDOO\ௐSDUWVௐDQGௐHTXLSPHQWௐDUHௐSURYLGHGௐDWௐWKHௐFRVWௐVSHFLILHGௐLQௐ RXUௐSULFLQJௐOLVWௐ1$3$ௐGRHVௐQRWௐFKDUJHௐ6RXUFHZHOOௐPHPEHUVௐIUHLJKWௐ FRVWVௐIRUௐVWDQGDUGௐVWRFNLQJௐSDUWVௐ$GGLWLRQDOௐFRVWVௐPD\ௐEHௐLQFXUUHGௐ IRUௐLWHPVௐRXWVLGHௐRIௐKDUGௐSDUWVௐVXFKௐDVௐVSHFLDOௐRUGHUௐVKLSSLQJௐ WUDLQLQJௐHTXLSPHQWௐLQVWDOODWLRQௐHWFௐEXWௐWKHVHௐDUHௐW\SLFDOO\ௐQRQ VWDQGDUGௐOLQHௐLWHPV

,IௐIUHLJKWௐGHOLYHU\ௐRUௐVKLSSLQJௐLVௐDQௐDGGLWLRQDOௐFRVWௐWRௐWKHௐ 6RXUFHZHOOௐSDUWLFLSDWLQJௐHQWLW\ௐGHVFULEHௐLQௐGHWDLOௐWKHௐ FRPSOHWHௐIUHLJKWௐVKLSSLQJௐDQGௐGHOLYHU\ௐSURJUDP
$VௐVWDWHGௐLQௐ4XHVWLRQௐௐIUHLJKWௐLVௐQRWௐFKDUJHGௐRQௐ1$3$ௐSDUWVௐ EDUULQJௐVSHFLDOௐUHTXHVWVௐRUௐRUGHUVௐ+RZHYHUௐLIௐDௐSDUWௐQHHGVௐWRௐEHௐ H[SHGLWHGௐIRUௐDQௐHPHUJHQF\ௐVLWXDWLRQௐWKHௐSURFHVVௐLVௐYHU\ௐVLPSOHௐ 7KHௐDJHQF\ௐOHWVௐXVௐNQRZௐWKHௐWLPHIUDPHௐRIௐWKHௐQHHGௐ1$3$ௐUHDFKHV RXWௐWRௐRXUௐIUHLJKWௐSDUWQHUVௐWRௐHVWLPDWHௐWKHௐFRVWௐ1$3$ௐLQIRUPVௐWKHௐ DJHQF\ௐRIௐWKHௐFKDUJHௐDQGௐZLWKௐDSSURYDOௐIURPௐWKHௐFXVWRPHUௐZHௐZLOOௐ DJUHHௐWRௐVKLSௐWKHௐSDUWௐ,QௐWKLVௐFDVHௐWKHௐIUHLJKWௐFKDUJHௐZLOOௐEHௐ DGGHGௐWRௐWKHௐLQYRLFHௐIRUௐWKDWௐSDUWௐDVௐDௐVHSDUDWHௐOLQHௐLWHPௐIRUௐ FRPSOHWHௐWUDQVSDUHQF\

6SHFLILFDOO\ௐGHVFULEHௐIUHLJKWௐVKLSSLQJௐDQGௐGHOLYHU\ௐWHUPVௐRUௐ SURJUDPVௐDYDLODEOHௐIRUௐ$ODVNDௐ+DZDLLௐ&DQDGDௐRUௐDQ\ௐ
RIIVKRUHௐGHOLYHU\
$VௐZHௐKDYHௐDௐORFDOௐSUHVHQFHௐLQௐ$ODVNDௐDQGௐ+DZDLLௐWKHUHௐDUHௐQRௐ GLIIHUHQWௐWHUPVௐRUௐSURJUDPVௐIRUௐWKHVHௐUHJLRQVௐWKDQௐLQௐWKHௐFRQWLQHQWDOௐ 86ௐ&XVWRPHUௐGHOLYHU\ௐGLVWDQFHௐIURPௐWKHௐVHUYLFLQJௐVWRUHௐZLOOௐDIIHFWௐ IUHLJKWௐFKDUJHVௐEXWௐQRWௐGLIIHUHQWO\ௐLQௐWKRVHௐUHJLRQVௐ([FKDQJHௐDQGௐ UHWXUQVௐDUHௐWKHௐVDPHௐ
,Qௐ&DQDGDௐGHOLYHULHVௐRIௐSURGXFWVௐZLOOௐEHௐPDGHௐIUHHௐRIௐFKDUJHௐ )UHLJKWௐFKDUJHVௐPD\ௐDSSO\ௐWRௐJDUDJHௐHTXLSPHQWௐDQGௐHPHUJHQF\ௐ RUGHUVௐRIௐDXWRPRWLYHௐSDUWVௐDQGௐDFFHVVRULHVௐLQௐZKLFKௐFDVHௐ 6RXUFHZHOOௐPHPEHUVௐZLOOௐKDYHௐILUVWௐDJUHHGௐWRௐWKHௐDGGLWLRQDOௐIUHLJKWௐ FKDUJHV
$GGLWLRQDOௐVKLSSLQJௐFRVWVௐDUHௐGHWHUPLQHGௐRQௐFDVHE\FDVHௐEDVLVௐ DQGௐDUHௐGHSHQGDQWௐRQௐWKHௐLWHPVௐEHLQJௐVKLSSHGௐ,WௐW\SLFDOO\ௐDIIHFWVௐ ODUJHUௐLWHPVௐ
LHௐKRLVWV
ௐZKHUHௐFRVWVௐDUHௐGHWHUPLQHGௐDWௐWKHௐWLPHௐRIௐ
VDOH
1$3$ௐZRUNVௐZLWKௐRXUௐVXSSOLHUௐQHWZRUNௐWRௐSURYLGHௐDௐGHOLYHU\ௐPHWKRGௐ WRௐ³'URSௐ6KLS´ௐ,QௐFHUWDLQௐFLUFXPVWDQFHVௐVXFKௐDVௐODUJHௐTXDQWLWLHVௐRUௐ ODUJHௐSURGXFWVௐLWௐLVௐDௐPHWKRGௐZHௐFDQௐRIIHUௐWRௐ6RXUFHZHOOௐPHPEHUV 2IIVKRUHௐVKLSSLQJௐZLOOௐEHௐHVWDEOLVKHGௐDVௐ³DVௐQHHGHG´ௐDQGௐDJUHHGௐWRௐ E\ௐWKHௐ1$3$ௐVWRUHௐDQGௐWKHௐ6RXUFHZHOOௐ0HPEHU

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1324 -
'HVFULEHௐDQ\ௐXQLTXHௐGLVWULEXWLRQௐDQGRUௐGHOLYHU\ௐPHWKRGVௐRUௐ RSWLRQVௐRIIHUHGௐLQௐ\RXUௐSURSRVDO
1$3$ௐKDVௐDௐVSHFLDOௐGHOLYHU\ௐIHDWXUHௐWKDWௐLVௐH[FOXVLYHௐWRௐ1$3$ௐ VWRUHVௐ,QௐWKHௐFDVHௐRIௐDௐVSHFLDOௐRUGHUௐSDUWௐWKDWௐLVௐQRWௐDYDLODEOHௐDWௐ ORFDOௐVWRUHVௐRUௐGLVWULEXWLRQௐFHQWHUVௐ6RXUFHZHOOௐPHPEHUVௐFDQௐDFFHVVௐ RUGHULQJௐIURPௐWKHௐPDQXIDFWXUHUௐGLUHFWO\ௐWKURXJKௐ1$3$ௐ;SUHVVௐDௐ IXQFWLRQௐRIௐRXUௐ3UR/LQNௐRQOLQHௐFDWDORJLQJௐSRUWDO
)RUௐH[DPSOHௐLIௐDௐFLW\ௐUHTXLUHVௐDௐRQHRIIௐVWDUWHUௐIRUௐDQௐXQFRPPRQௐ SROLFHௐYHKLFOHௐDQGௐWKHௐORFDOௐ1$3$ௐVWRUHௐDQGௐGLVWULEXWLRQௐFHQWHU QHWZRUNௐGRHVௐQRWௐKDYHௐWKHௐSDUWௐLQௐVWRFNௐWKH\ௐFDQௐXVHௐ1$3$ௐ ;SUHVVௐWRௐFRQQHFWௐWRௐWKDWௐVWDUWHU¶VௐPDQXIDFWXUHUௐDQGௐKDYHௐWKHௐSDUWௐ VKLSSHGௐGLUHFWO\ௐWRௐWKHPௐHYHQௐQH[WௐGD\ௐYLDௐ836
1$3$ௐ;SUHVVௐLVௐDOVRௐDYDLODEOHௐZKHQௐRUGHULQJௐIURPௐDௐVWRUHௐYLDௐ SKRQHௐ±ௐWKHௐRUGHULQJௐPHPEHUௐMXVWௐQHHGVௐWRௐUHTXHVWௐGLUHFWௐWRௐ FXVWRPHUௐVKLSSLQJௐ7KHௐKXJHௐDGYDQWDJHௐRIௐWKLVௐSURJUDPௐIRUௐ 6RXUFHZHOOௐPHPEHUVௐLVௐWKDWௐLWௐKDUQHVVHVௐDFFHVVௐWRௐLQYHQWRULHVௐQRWௐ RQO\ௐDWௐORFDOௐ1$3$ௐVWRUHVௐDQGௐGLVWULEXWLRQௐQHWZRUNVௐDFURVVௐWKHௐ HQWLUHௐFRXQWU\ௐEXWௐWKURXJKௐRXUௐPDQXIDFWXUHUVௐDVௐZHOOௐDOOௐZLWKௐRQHௐ FOLFNௐRUௐFDOO

7DEOH
3ULFLQJ2IIHUHG
/LQH
,WHP 7KH3ULFLQJ2IIHUHGLQWKLV3URSRVDOLV

&RPPHQWV
EWKHVDPHDVWKH3URSRVHUW\SLFDOO\RIIHUVWR*32VFRRSHUDWLYHSURFXUHPHQWRUJDQL]DWLRQVRUVWDWHSXUFKDVLQJ GHSDUWPHQWV
1RௐDGGLWLRQDOௐFRPPHQWV
7DEOH
$XGLWDQG$GPLQLVWUDWLYH)HH
/LQH
,WHP 4XHVWLRQ 5HVSRQVH

6SHFLILFDOO\ௐGHVFULEHௐDQ\ௐVHOIDXGLWௐSURFHVVௐRUௐSURJUDPௐWKDWௐ\RXௐ SODQௐWRௐHPSOR\ௐWRௐYHULI\ௐFRPSOLDQFHௐZLWKௐ\RXUௐSURSRVHGௐ&RQWUDFW ZLWKௐ6RXUFHZHOOௐ7KLVௐSURFHVVௐLQFOXGHVௐHQVXULQJௐWKDWௐ6RXUFHZHOO SDUWLFLSDWLQJௐHQWLWLHVௐREWDLQௐWKHௐSURSHUௐSULFLQJௐWKDWௐWKHௐ9HQGRUௐ UHSRUWVௐDOOௐVDOHVௐXQGHUௐWKHௐ&RQWUDFWௐHDFKௐTXDUWHUௐDQGௐWKDWௐWKH 9HQGRUௐUHPLWVௐWKHௐSURSHUௐDGPLQLVWUDWLYHௐIHHௐWRௐ6RXUFHZHOO 1$3$ௐVHOIDXGLWVௐERWKௐRXUௐFRQWUDFWௐSULFLQJௐWRௐ6RXUFHZHOOௐ PHPEHUVௐDQGௐRXUௐVDOHVௐUHSRUWLQJௐDQGௐDGPLQLVWUDWLYHௐIHHௐSDLGௐ WRௐ6RXUFHZHOOௐHDFKௐTXDUWHU
&RQWUDFWௐ3ULFHௐ&RPSOLDQFHௐ6HOIௐ$XGLW

1$3$ௐKDVௐGHYHORSHGௐSURJUDPPLQJௐWKDWௐZLOOௐDWௐWKHௐHQGௐRIௐ HYHU\ௐTXDUWHUௐWDNHௐWKHௐVDOHVௐE\ௐ6RXUFHZHOOௐPHPEHUVௐDQGௐ FRPSDUHௐWKHPௐWRௐWKHௐSURILOHௐSULFHௐௐ7KLVௐQHZௐSURJUDPPLQJௐ ZLOOௐHQDEOHௐIRUௐH[FHSWLRQௐUHSRUWLQJௐWRௐEHௐDFFRPSOLVKHGௐVRௐ WKDWௐ1$3$ௐZLOOௐHQVXUHௐWKDWௐHDFKௐHTXLSPHQWௐRUGHUௐLVௐLQௐ
FRQWUDFWௐFRPSOLDQFHௐ
4XDUWHUO\ௐ6DOHVௐ5HSRUWLQJௐDQGௐ$GPLQLVWUDWLYHௐ)HHௐ6HOIௐ$XGLW

7RௐHQVXUHௐWKDWௐ1$3$ௐUHSRUWVௐDOOௐVDOHVௐXQGHUௐWKHௐFRQWUDFWௐ HDFKௐTXDUWHUௐDQGௐWKDWௐ1$3$ௐUHPLWVௐWKHௐSURSHUௐDGPLQLVWUDWLYHௐ IHHௐWRௐ6RXUFHZHOOௐDௐTXDUWHUO\ௐSURFHVVௐKDVௐEHHQௐLQVWLJDWHGௐWRௐ HQVXUHௐWKDWௐDOOௐHQWLWLHVௐXQGHUௐFRQWUDFWௐKDYHௐEHHQௐIODJJHGௐDQGௐ UHSRUWHGௐDSSURSULDWHO\

,GHQWLI\ௐDௐSURSRVHGௐDGPLQLVWUDWLYHௐIHHௐWKDWௐ\RXௐZLOOௐSD\ௐWRௐ 6RXUFHZHOOௐIRUௐIDFLOLWDWLQJௐPDQDJLQJௐDQGௐSURPRWLQJௐWKHௐ6RXUFHZHOOௐ &RQWUDFWௐLQௐWKHௐHYHQWௐWKDWௐ\RXௐDUHௐDZDUGHGௐDௐ&RQWUDFWௐௐ7KLVௐIHHௐ LVௐW\SLFDOO\ௐFDOFXODWHGௐDVௐDௐSHUFHQWDJHௐRIௐ9HQGRU¶VௐVDOHVௐXQGHUௐWKHௐ &RQWUDFWௐRUௐDVௐDௐSHUXQLWௐIHH
ௐLWௐLVௐQRWௐDௐOLQHLWHPௐDGGLWLRQௐWRௐWKHௐ
0HPEHU¶VௐFRVWௐRIௐJRRGVௐ
6HHௐWKHௐ5)3ௐDQGௐWHPSODWHௐ&RQWUDFWௐIRUௐ
DGGLWLRQDOௐGHWDLOV

86ௐ2SHUDWLRQV
ௐ1$3$ௐZLOOௐSD\ௐ6RXUFHZHOOௐௐRIௐQHWௐ
TXDOLILHGௐSXUFKDVHVௐIRUௐWKHௐHQWLUHௐFRQWUDFWௐSHULRGௐ
LIௐ

DZDUGHG
ௐௐ1$3$ௐVKDOOௐLVVXHௐFRQWUDFWௐIHHVௐWRௐ6RXUFHZHOOௐRQௐ
DௐTXDUWHUO\ௐEDVLVௐEDVHGௐRQௐWRWDOௐTXDOLILHGௐQHWௐVDOHVௐRIௐDOOௐ UHJLVWHUHGௐ6RXUFHZHOOௐPHPEHUVௐWKDWௐ1$3$ௐ86ௐRSHUDWLRQVௐ
VHOOௐWRௐIRUௐWKDWௐSHULRGௐ7KHௐௐDGPLQLVWUDWLYHௐIHHௐRQௐDOOௐ SXUFKDVHVௐVKDOOௐEHௐSDLGௐWRௐ6RXUFHZHOOௐZLWKLQௐIRUW\ILYHௐ
ௐ
GD\VௐDIWHUௐWKHௐHQGௐRIௐHDFKௐFDOHQGDUௐTXDUWHU
&DQDGLDQௐ2SHUDWLRQV
ௐ2QௐDQ\ௐGLUHFWௐ6RXUFHZHOOௐFRQWUDFWVௐLQௐ
&DQDGDௐQRWௐLQYROYLQJௐDQ\ௐRWKHUௐDVVRFLDWLRQVௐRUௐFRRSHUDWLYHௐ FRQWUDFWVௐ1$3$ௐ&DQDGDௐZLOOௐSD\ௐ6RXUFHZHOOௐWKHௐVDPHௐௐ
SHUFHQWௐDGPLQLVWUDWLYHௐIHHௐRQௐDOOௐTXDOLILHGௐ1$3$ௐSDUWVௐ SXUFKDVHVௐ7KHௐDGPLQLVWUDWLYHௐIHHௐRQௐDOOௐSXUFKDVHVௐVKDOOௐEHௐ SDLGௐWRௐ6RXUFHZHOOௐZLWKLQௐIRUW\ILYHௐ

ௐGD\VௐDIWHUௐWKHௐHQGௐRI
HDFKௐFDOHQGDUௐTXDUWHU

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1325 -
7DEOH$
'HSWKDQG%UHDGWKRI2IIHUHG(TXLSPHQW3URGXFWVDQG6HUYLFHV /LQH
,WHP 4XHVWLRQ 5HVSRQVH

3URYLGHௐDௐGHWDLOHGௐGHVFULSWLRQௐRIௐWKHௐ
HTXLSPHQWௐSURGXFWVௐDQGௐVHUYLFHVௐWKDWௐ\RXௐ
DUHௐRIIHULQJௐLQௐ\RXUௐSURSRVDO
1$3$ௐGLVWULEXWHVௐUHSODFHPHQWௐSDUWVௐ
RWKHUௐWKDQௐERG\ௐSDUWV
ௐIRUௐVXEVWDQWLDOO\ௐDOOௐPRWRUௐ
YHKLFOHௐPDNHVௐDQGௐPRGHOVௐLQௐVHUYLFHௐLQௐWKHௐ8QLWHGௐ6WDWHVௐLQFOXGLQJௐLPSRUWHGௐ YHKLFOHVௐWUXFNVௐ689VௐEXVHVௐPRWRUF\FOHVௐUHFUHDWLRQDOௐYHKLFOHVௐDQGௐIDUPௐYHKLFOHVௐ ,QௐDGGLWLRQௐ*3&ௐGLVWULEXWHVௐUHSODFHPHQWௐSDUWVௐIRUௐVPDOOௐHQJLQHVௐIDUPௐHTXLSPHQWௐ DQGௐKHDY\GXW\ௐHTXLSPHQW
2XUௐLQYHQWRULHVௐDOVRௐLQFOXGHௐDFFHVVRU\ௐLWHPVௐIRUௐVXFKௐYHKLFOHVௐDQGௐHTXLSPHQWௐDQGௐ VXSSO\ௐLWHPVௐXVHGௐE\ௐDௐZLGHௐYDULHW\ௐRIௐJRYHUQPHQWௐFXVWRPHUVௐLQௐWKHௐDXWRPRWLYHௐ DIWHUPDUNHWௐVXFKௐDVௐFLWLHVௐFRXQWLHVௐVWDWHVௐ.ௐGLVWULFWVௐDQGௐKLJKHUௐHGXFDWLRQௐ LQVWLWXWLRQVௐ:HௐRIIHUௐOLJKWௐPHGLXPௐDQGௐKHDY\GXW\ௐSDUWVௐIRUௐPXQLFLSDOௐGHSDUWPHQWVௐ OLNHௐSROLFHௐILUHௐVDQLWDWLRQௐDQGௐSXEOLFௐZRUNVௐDVௐZHOOௐDVௐSHRSOHௐWUDQVSRUWDWLRQௐSDUWVௐ XVHGௐLQௐXQLYHUVLWLHVௐDQGௐSXEOLFௐWUDQVLWௐDJHQFLHVௐ1RௐPDWWHUௐWKHௐSDUWௐZHௐDUHௐDEOHௐWRௐ SURYLGHௐWKHௐVXSSO\ௐFKDLQௐWRௐJHWௐ6RXUFHZHOOௐPHPEHUVௐWKHௐSURGXFWVௐWKH\ௐQHHGௐZKHQௐ WKH\ௐQHHGௐWKHP
3OHDVHௐVHHௐRXUௐ1$3$ௐSURGXFWௐOLQHௐFDUGௐLQFOXGHGௐDVௐDௐVXSSOHPHQWDOௐXSORDGௐWLWOHG ௐ
0DUNHWLQJௐ0DWHULDOV
1$3$ௐKDVௐௐGLVWULEXWLRQௐFHQWHUVௐWKDWௐVHUYLFHௐௐUHWDLOௐVWRUHVௐQDWLRQZLGHௐ7KH\ௐ FRQWDLQௐPRUHௐWKDQௐௐELOOLRQௐRIௐIOHHWௐSDUWVௐDQGௐRWKHUௐUHSOHQLVKPHQWௐLQYHQWRU\ௐIRUௐRXUௐ QHWZRUNௐQDWLRQDOO\ௐ1$3$ௐVWRFNVௐPRUHௐWKDQௐௐDIWHUPDUNHWௐSDUWVௐDQGௐLWHPVௐZLWKௐ VDPHௐGD\ௐDQGௐQH[WௐGD\ௐGHOLYHU\ௐ:HௐFDQௐSURYLGHௐLQYHQWRU\ௐGLVWULEXWLRQௐDQGௐORFDOௐ VXSSRUWௐLQௐDQ\ௐDUHDௐRIௐWKHௐ86ௐDQGௐRXUௐQHWZRUNௐLVௐDYDLODEOHௐௐGD\VௐHDFKௐ\HDUௐWRௐ JHWௐ6RXUFHZHOOௐPHPEHUVௐSDUWVௐHIILFLHQWO\ௐ
2XUௐQHWZRUNௐVWDUWVௐZLWKௐWKHௐௐORFDOௐVPDOOௐEXVLQHVVௐ1$3$ௐVWRUHVௐWKDWௐVXSSRUWௐ \RXUௐPHPEHUVௐLQௐWKHௐDUHDVௐZKHUHௐWKH\ௐRSHUDWHௐ7KLVௐKHOSVௐXVௐSODFHௐDௐVWURQJௐ HPSKDVLVௐRQௐVXSSRUWLQJௐORFDOௐEXVLQHVVHVௐ,QௐDGGLWLRQௐZHௐKDYHௐWKHௐVWUHQJWKௐRIௐRXUௐ VWRUHௐFRUSRUDWHRZQHGௐGLVWULEXWLRQௐQHWZRUNௐEDFNLQJௐXSௐWKHௐ1$3$ௐSURJUDPௐ DFURVVௐWKHௐFRXQWU\ௐ7KHVHௐVWRUHVௐKDYHௐWKHௐILQDQFLDOௐVXSSRUWௐRIௐ1$3$ௐKHDGTXDUWHUVௐ DQGௐDUHௐNH\ௐKXEVௐLQௐSURYLGLQJௐUHOLDEOHௐVWDIILQJௐDQGௐGLVWULEXWLRQௐWRௐ6RXUFHZHOOௐ PHPEHUVௐ$OOௐRXUௐVWRUHVௐUHJDUGOHVVௐRIௐRZQHUVKLSௐFDQௐVRXUFHௐDQGௐVWRFNௐWKHௐ SURGXFWVௐWKDWௐ\RXUௐDJHQFLHVௐQHHGௐ
:LWKLQௐWKHVHௐVWRUHVௐDUHௐWHQVௐRIௐWKRXVDQGVௐRIௐIXOO\ௐWUDLQHGௐHPSOR\HHVௐZKRௐDUHௐ IDPLOLDUௐZLWKௐWKHௐSURFHVVHVௐRIௐVHUYLFLQJௐODUJHௐFRRSHUDWLYHௐDQGௐRWKHUௐPDMRUௐDFFRXQWVௐ 7KH\ௐSURYLGHௐIXOOௐVXSSRUWௐWRௐJRYHUQPHQWௐDJHQFLHVௐRUGHULQJௐIURPௐWKHPௐWRGD\ௐDQGௐDUHௐ UHDG\ௐWRௐWDNHௐRQௐWKHௐLQFUHDVHGௐEXVLQHVVௐWKDWௐWKLVௐFRQWUDFWௐZRXOGௐEULQJௐ:KHQௐLWௐ FRPHVௐWRௐRUGHULQJௐSDUWVௐRUGHUVௐPD\ௐEHௐSODFHGௐYLDௐSKRQHௐHPDLOௐZDONLQௐRUௐ HOHFWURQLFDOO\ௐGHSHQGLQJௐRQௐWKHௐLQGLYLGXDOௐDJHQFLHV
ௐSUHIHUHQFHVௐDQGௐFDSDELOLWLHVௐ
$GYDQFHௐRUGHUVௐPD\ௐHLWKHUௐEHௐKHOGௐIRUௐZLOOFDOOௐSLFNXSVௐRUௐGHOLYHUHGௐYLDௐDQௐDJUHHGௐ XSRQௐVXSSO\ௐVFKHGXOHௐ2XUௐSURJUDPௐLVௐGHVLJQHGௐWRௐDOORZௐHDFKௐ6RXUFHZHOOௐPHPEHUௐ WKHௐDELOLW\ௐWRௐGRௐEXVLQHVVௐLQௐWKHௐZD\VௐWKDWௐVXLWௐWKHPௐEHVWௐ6DOHVௐUHFHLSWVௐIRUௐDOOௐ RUGHUVௐLQFOXGHௐDOOௐWKHௐLQIRUPDWLRQௐWKDWௐZRXOGௐEHௐSURYLGHGௐRQௐDQௐLQYRLFHௐLQFOXGLQJௐ DFFRXQWௐQXPEHUௐLWHPௐGHVFULSWLRQVௐTXDQWLWLHVௐSULFHௐ32ௐLIௐUHTXHVWHGௐE\ௐWKHௐ LQGLYLGXDOௐPHPEHUௐDQGௐGDWHௐDQGௐWLPHௐRIௐRUGHU

:LWKLQௐWKLVௐ5)3ௐFDWHJRU\ௐWKHUHௐPD\ௐEHௐ
VXEFDWHJRULHVௐRIௐVROXWLRQVௐ/LVWௐVXEFDWHJRU\ௐ
WLWOHVௐWKDWௐEHVWௐGHVFULEHௐ\RXUௐSURGXFWVௐDQGௐ
VHUYLFHV
1$3$ௐLVௐDEOHௐWRௐSURYLGHௐDOOௐSURGXFWௐFDWHJRULHVௐOLVWHGௐLQௐ7DEOHௐ%ௐLQFOXGLQJ

ௐௐௐௐ$LUௐFRQGLWLRQLQJௐKHDWLQJௐFRROLQJௐDQGௐFOLPDWHௐFRQWURO ௐௐௐௐ$OWHUQDWRUVௐVWDUWHUVௐEDWWHULHVௐHOHFWULFDOௐDQGௐLJQLWLRQௐV\VWHPV ௐௐௐௐ%HDULQJVௐௐEDOOௐDQGௐUROOHU
ௐௐௐௐ%HOWVௐKRVHVௐJDVNHWVௐDQGௐVHDOV
ௐௐௐௐ%UDNHV
ௐௐௐௐ%XPSHUVௐERG\ௐFDEௐDQGௐFKDVVLVௐSDUWV
ௐௐௐௐ(PLVVLRQௐDQGௐH[KDXVW
ௐௐௐௐ(QJLQHௐDQGௐGULYHௐWUDLQ
ௐௐௐௐ)LOWHUVௐௐRLOௐIXHOௐDLUௐDQGௐWUDQVPLVVLRQ
ௐௐௐௐ2LOVௐDQGௐOXEULFDQWVௐௐUHJXODUௐDQGௐV\QWKHWLF
ௐௐௐௐ3XPSVௐௐIXHOௐDQGௐZDWHU
ௐௐௐௐ6DIHW\ௐDQGௐVHFXULW\ௐV\VWHPV
ௐௐௐௐ,QWHULRUௐDQGௐH[WHULRUௐSDUWVௐDQGௐDFFHVVRULHV
ௐௐௐௐ/DPSVௐOLJKWLQJௐPLUURUVௐDQGௐZLULQJ
ௐௐௐௐ3XPSVௐௐIXHOௐDQGௐZDWHU
ௐௐௐௐ6XVSHQVLRQௐVKRFNVௐVWUXWVௐDQGௐVWHHULQJ
ௐௐௐௐ:LSHUVௐDQGௐZDVKHUV
ௐௐௐௐ+HDWLQJௐDQGௐFRROLQJௐ
HQJLQH

ௐௐௐௐ9HKLFOHௐSDLQWௐDQGௐSULPHU
ௐௐௐௐ7RROVௐDQGௐHTXLSPHQW
ௐௐௐௐ+HDY\ௐ'XW\ௐSDUWV

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1326 -
7DEOH%
'HSWKDQG%UHDGWKRI2IIHUHG(TXLSPHQW3URGXFWVDQG6HUYLFHV ,QGLFDWHEHORZLIWKHOLVWHGW\SHVRUFODVVHVRIHTXLSPHQWSURGXFWVDQGVHUYLFHVDUHRIIHUHGZLWKLQ\RXUSURSRVDO3URYLGHDGGLWLRQDO FRPPHQWVLQWKHWH[WER[SURYLGHGDVQHFHVVDU\
/LQH
,WHP &DWHJRU\RU7\SH 2IIHUHG
&RPPHQWV
$LUௐFRQGLWLRQLQJௐKHDWLQJௐFRROLQJௐDQGௐ
FOLPDWHௐFRQWURO
<HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
$OWHUQDWRUVௐVWDUWHUVௐEDWWHULHVௐ
HOHFWULFDOௐDQGௐLJQLWLRQௐV\VWHPV
<HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
%HDULQJVௐௐEDOOௐDQGௐUROOHU <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH

%HOWVௐKRVHVௐJDVNHWVௐDQGௐVHDOV <HV
1R
1$3$ௐVWRFNVௐKLJKௐTXDOLW\ௐ*DWHVௐ%UDQGௐ%HOWVௐDQGௐ%HOWVௐLQௐDOOௐ VWRUHVௐDQGௐDOOௐ'LVWULEXWLRQௐFHQWHUV
%UDNHV <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐDQGௐOHYHOVௐRIௐ%UDNHVௐ3DGVௐ DQGௐ5RWRUVௐௐLQௐWKLVௐFDWHJRU\ௐDWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ 1DWLRQZLGH
%XPSHUVௐERG\ௐFDEௐDQGௐFKDVVLVௐ
SDUWV
<HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
(PLVVLRQௐDQGௐH[KDXVW <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
(QJLQHௐDQGௐGULYHௐWUDLQ <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
)LOWHUVௐௐRLOௐIXHOௐDLUௐDQGௐWUDQVPLVVLRQ <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
2LOVௐDQGௐOXEULFDQWVௐௐUHJXODUௐDQGௐ
V\QWKHWLF
<HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
3XPSVௐௐIXHOௐDQGௐZDWHU <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
6DIHW\ௐDQGௐVHFXULW\ௐV\VWHPV <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
,QWHULRUௐDQGௐH[WHULRUௐSDUWVௐDQGௐ

DFFHVVRULHV
<HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH

/DPSVௐOLJKWLQJௐPLUURUVௐDQGௐZLULQJ <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
3XPSVௐௐIXHOௐDQGௐZDWHU <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
6XVSHQVLRQௐVKRFNVௐVWUXWVௐDQGௐ

VWHHULQJ
<HV
1R
1$3$ௐFDUULHVௐPXOWLSOHௐEUDQGVௐRIௐVKRFNVௐDQGௐ6WUXWVௐIRUௐVWHHULQJௐ FRPSRQHQWVௐDWௐDOOௐ1$3$ௐVWRUHV
:LSHUVௐDQGௐZDVKHUV <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
+HDWLQJௐDQGௐFRROLQJௐ
HQJLQH
<HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
9HKLFOHௐSDLQWௐDQGௐSULPHU <HV
1R
1$3$ௐVWRFNVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐ DWௐDOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH
7LUHVௐ2(0ௐYHKLFOHௐSDUWVௐDQGௐJDUDJHௐ
DQGௐIOHHWௐPDLQWHQDQFHௐHTXLSPHQWௐ
WRROVௐDQGௐVXSSOLHVௐDVௐGHVFULEHGௐLQௐ
5)3ௐ6HFWLRQௐ,,ௐ%ௐௐE
<HV
1R
1$3$ௐVHOOVௐVHYHUDOௐGLIIHUHQWௐNLQGVௐRIௐSURGXFWVௐLQௐWKLVௐFDWHJRU\ௐDWௐ DOOௐௐ1$3$ௐ$XWRௐ3DUWVௐ6WRUHௐ1DWLRQZLGH

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1327 -
Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts Table 15: Industry Specific Questions
Line
Item Question Response *
86 If you are awarded a contract, provide a
few examples of internal metrics that will
be tracked to measure whether you are
having success with the contract.

Below are several examples of internal metrics that we will track to optimize our contract growth strategies, if awarded:

Overall Contract Member Purchases - our contract reporting system will track overall Sourcewell contract member purchases by agency to ensure contract compliance, contract adoption and overall Sourcewell member satisfaction.

Market Coverage - we can identify where we have an active Sourcewell contract presence across our US and Canada markets and pinpoint opportunities for new market growth over the course of the contract.

Sourcewell Account Registrations - new Sourcewell member contracts are identified in our reporting system so we can promote growth of the total number of participating entities utilizing the NAPA contract and partnership.

Contract Segmentation - we will break out Sourcewell member purchases into industry verticals to identify opportunities to grow in segments where we may be stagnant and develop specific marketing materials to drive new contracts in underutilized categories.
*
87 Describe any electronic service
programming subscriptions and service
information provided within your proposal
along with any associated costs.

NAPA does not provide any electronic service programming subscriptions under the scope of this proposal. *
88 Describe your ability to provide
customized reports of historical purchases
and participating entities accounts payable
management.

Through our Vistex and Qlik reporting software and our dedicated finance, accounting and reporting teams at NAPA headquarters and locally in our operations, NAPA provides customized reporting for hundreds of government and private sector customers on a quarterly basis or as needed by the Sourcewell member, generally within 30 to 45 days after a quarter has ended. Reporting is customizable for each member, so NAPA remains flexible in the format and timing of reporting to meet each customer's needs on a case-by-case basis; the reporting described above is the standard base level that NAPA provides.

On an ad-hoc basis, NAPA can provide a specific Sourcewell member with SKUlevel data over a specific timeframe and our team is also available to provide an indepth spending analysis comparing them to other government agencies of similar size and makeup.
*
89 Describe any online parts catalog and
ordering capabilities that can be provided
or are included. If applicable, identify any
additional costs associated with this
service.

Our NAPA parts catalog, consisting of more than 465,000 SKUs, is all available online to Sourcewell members. The following are a few of the most common digital methods used to order from us:
• NAPA Prolink: NAPA Prolink is another exclusive online ordering and messaging system for customer shops to order NAPA branded parts from our stores or distribution centers. It gives the customer direct digital access to our catalog of more than 500,000 SKUs, all available on this contract. • Enterprise E-Procurement/Punchout: NAPA has the capability to provide digital cataloging through punchouts and EDI interfaces placed directly within a customer's enterprise procurement system. On our e-commerce website, www.NAPAIBIZ.com, we show companies that use large eProcurement programs how to register with NAPA to access our NAPA catalog. Platforms supported include Ariba, SAP, Oracle, Epicor, Ketera, Jaggaer, Proactis/Perfect Commerce, Coupa and more. We also offer digital warehousing solutions with JD Edwards and Manhattan products.

There is no fee associated with the use of NAPA's online cataloging or NAPA Prolink. Enterprise software integrations, if required by the customer, could have nominal costs that are negotiated on a case-by-case basis before implementing any solutions.
*
90 Identify the vehicle makes for which your
offered parts are used.

NAPA provides replacement parts for all light- and heavy-duty makes and models across the US and Canada. *
91 Identify the vehicle engine types for which
your products are manufactured (e.g.,
gasoline, diesel, CNG, propane, hybrid,
electric, etc.)
NAPA provides replacement parts for all engine types across the US and Canada. *

#19..
- 1328 -
Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts Exceptions to Terms, Conditions, or Specifications Form Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text.

Documents
Ensure your submission document(s) conforms to the following:

1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided.

2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell.

3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell.

4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan." Financial Strength and Stability - Question #9 - Genuine Parts Company 2019 Annual Report.pdf - Wednesday March 24, 2021 12:26:37
Marketing Plan/Samples - Question #32 - Marketing Materials.pdf - Wednesday March 24, 2021 12:27:31 WMBE/MBE/SBE or Related Certificates - Question #39 - Corporate Sustainability Plan.pdf - Wednesday March 24, 2021 12:29:32
Warranty Information (optional)
Pricing - Pricing - US 9074 & Canada.pdf - Wednesday March 24, 2021 12:29:47 Upload Additional Document - Question #36 - Autotech Training Brochures.pdf - Wednesday March 24, 2021 12:30:11

#19..
- 1329 -
3URSRVHU
V$IILGDYLW
352326(5$)),'$9,7$1'$6685$1&(2)&203/,$1&(
,FHUWLI\WKDW,DPWKHDXWKRUL]HGUHSUHVHQWDWLYHRIWKH3URSRVHUVXEPLWWLQJWKHIRUHJRLQJ3URSRVDOZLWKWKHOHJDODXWKRULW\WRELQGWKH 3URSRVHUWRWKLV$IILGDYLWDQG$VVXUDQFHRI&RPSOLDQFH

7KH3URSRVHULVVXEPLWWLQJWKLV3URSRVDOXQGHULWVIXOODQGFRPSOHWHOHJDOQDPHDQGWKH3URSRVHUOHJDOO\H[LVWVLQJRRGVWDQGLQJLQ WKHMXULVGLFWLRQRILWVUHVLGHQFH
7KH3URSRVHUZDUUDQWVWKDWWKHLQIRUPDWLRQSURYLGHGLQWKLV3URSRVDOLVWUXHFRUUHFWDQGUHOLDEOHIRUSXUSRVHVRIHYDOXDWLRQIRU FRQWUDFWDZDUG
7KH3URSRVHULQFOXGLQJDQ\SHUVRQDVVLVWLQJZLWKWKHFUHDWLRQRIWKLV3URSRVDOKDVDUULYHGDWWKLV3URSRVDOLQGHSHQGHQWO\DQGWKH 3URSRVDOKDVEHHQFUHDWHGZLWKRXWFROOXGLQJZLWKDQ\RWKHUSHUVRQFRPSDQ\RUSDUWLHVWKDWKDYHRUZLOOVXEPLWDSURSRVDOXQGHU WKLVVROLFLWDWLRQ
DQGWKH3URSRVDOKDVLQDOOUHVSHFWVEHHQFUHDWHGIDLUO\ZLWKRXWDQ\IUDXGRUGLVKRQHVW\7KH3URSRVHUKDVQRW GLUHFWO\RULQGLUHFWO\HQWHUHGLQWRDQ\DJUHHPHQWRUDUUDQJHPHQWZLWKDQ\SHUVRQRUEXVLQHVVLQDQHIIRUWWRLQIOXHQFHDQ\SDUWRI WKLVVROLFLWDWLRQRURSHUDWLRQVRIDUHVXOWLQJFRQWUDFW DQGWKH3URSRVHUKDVQRWWDNHQDQ\DFWLRQLQUHVWUDLQWRIIUHHWUDGHRU FRPSHWLWLYHQHVVLQFRQQHFWLRQZLWKWKLVVROLFLWDWLRQ$GGLWLRQDOO\LI3URSRVHUKDVZRUNHGZLWKDFRQVXOWDQWRQWKH3URSRVDOWKH FRQVXOWDQW
DQLQGLYLGXDORUDFRPSDQ\
KDVQRWDVVLVWHGDQ\RWKHUHQWLW\WKDWKDVVXEPLWWHGRUZLOOVXEPLWDSURSRVDOIRUWKLV VROLFLWDWLRQ
7RWKHEHVWRILWVNQRZOHGJHDQGEHOLHIDQGH[FHSWDVRWKHUZLVHGLVFORVHGLQWKH3URSRVDOWKHUHDUHQRUHOHYDQWIDFWVRU FLUFXPVWDQFHVZKLFKFRXOGJLYHULVHWRDQRUJDQL]DWLRQDOFRQIOLFWRILQWHUHVW$QRUJDQL]DWLRQDOFRQIOLFWRILQWHUHVWH[LVWVZKHQD YHQGRUKDVDQXQIDLUFRPSHWLWLYHDGYDQWDJHRUWKHYHQGRU¶VREMHFWLYLW\LQSHUIRUPLQJWKHFRQWUDFWLVRUPLJKWEHLPSDLUHG 7KHFRQWHQWVRIWKH3URSRVDOKDYHQRWEHHQFRPPXQLFDWHGE\WKH3URSRVHURULWVHPSOR\HHVRUDJHQWVWRDQ\SHUVRQQRWDQ HPSOR\HHRUOHJDOO\DXWKRUL]HGDJHQWRIWKH3URSRVHUDQGZLOOQRWEHFRPPXQLFDWHGWRDQ\VXFKSHUVRQVSULRUWR'XH'DWHRIWKLV VROLFLWDWLRQ
,IDZDUGHGDFRQWUDFWWKH3URSRVHUZLOOSURYLGHWR6RXUFHZHOO3DUWLFLSDWLQJ(QWLWLHVWKHHTXLSPHQWSURGXFWVDQGVHUYLFHVLQ DFFRUGDQFHZLWKWKHWHUPVFRQGLWLRQVDQGVFRSHRIDUHVXOWLQJFRQWUDFW 7KH3URSRVHUSRVVHVVHVRUZLOOSRVVHVVEHIRUHGHOLYHULQJDQ\HTXLSPHQWSURGXFWVRUVHUYLFHVDOODSSOLFDEOHOLFHQVHVRU FHUWLILFDWLRQVQHFHVVDU\WRGHOLYHUVXFKHTXLSPHQWSURGXFWVRUVHUYLFHVXQGHUDQ\UHVXOWLQJFRQWUDFW 7KH3URSRVHUDJUHHVWRGHOLYHUHTXLSPHQWSURGXFWVDQGVHUYLFHVWKURXJKYDOLGFRQWUDFWVSXUFKDVHRUGHUVRUPHDQVWKDWDUH DFFHSWDEOHWR6RXUFHZHOO0HPEHUV8QOHVVRWKHUZLVHDJUHHGWRWKH3URSRVHUPXVWSURYLGHRQO\QHZDQGILUVWTXDOLW\SURGXFWVDQG UHODWHGVHUYLFHVWR6RXUFHZHOO0HPEHUVXQGHUDQDZDUGHG&RQWUDFW

7KH3URSRVHUZLOOFRPSO\ZLWKDOODSSOLFDEOHSURYLVLRQVRIIHGHUDOVWDWHDQGORFDOODZVUHJXODWLRQVUXOHVDQGRUGHUV 7KH3URSRVHUXQGHUVWDQGVWKDW6RXUFHZHOOZLOOUHMHFW5)3SURSRVDOVWKDWDUHPDUNHGFRQILGHQWLDO RUQRQSXEOLFHWF
HLWKHU
VXEVWDQWLDOO\RULQWKHLUHQWLUHW\8QGHU0LQQHVRWD6WDWXWHV6HFWLRQ VXEGLYLVLRQDOOSURSRVDOVDUHFRQVLGHUHGQRQSXEOLF GDWDXQWLOWKHHYDOXDWLRQLVFRPSOHWHDQGD&RQWUDFWLVDZDUGHG$WWKDWSRLQWSURSRVDOVEHFRPHSXEOLFGDWD0LQQHVRWD6WDWXWHV 6HFWLRQSHUPLWVRQO\FHUWDLQQDUURZO\GHILQHGGDWDWREHFRQVLGHUHGDWUDGHVHFUHWDQGWKXVQRQSXEOLFGDWDXQGHU 0LQQHVRWD
V'DWD3UDFWLFHV$FW
3URSRVHULWVHPSOR\HHVDJHQWVDQGVXEFRQWUDFWRUVDUHQRW

,QFOXGHGRQWKH³6SHFLDOO\'HVLJQDWHG1DWLRQDOVDQG%ORFNHG3HUVRQV´OLVWPDLQWDLQHGE\WKH2IILFHRI)RUHLJQ$VVHWV&RQWURO RIWKH8QLWHG6WDWHV'HSDUWPHQWRIWKH7UHDVXU\IRXQGDW KWWSV
ZZZWUHDVXU\JRYRIDFGRZQORDGVVGQOLVWSGI

,QFOXGHGRQWKHJRYHUQPHQWZLGHH[FOXVLRQVOLVWVLQWKH8QLWHG6WDWHV6\VWHPIRU$ZDUG0DQDJHPHQWIRXQGDW

KWWSV
VDPJRY6$0
RU
Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1330 -
3UHVHQWO\GHEDUUHGVXVSHQGHGSURSRVHGIRUGHEDUPHQWGHFODUHGLQHOLJLEOHRUYROXQWDULO\H[FOXGHGIURPSURJUDPVRSHUDWHG E\WKH6WDWHRI0LQQHVRWD
WKH8QLWHG6WDWHVIHGHUDOJRYHUQPHQWRUWKH&DQDGLDQJRYHUQPHQWDVDSSOLFDEOH RUDQ\
3DUWLFLSDWLQJ(QWLW\9HQGRUFHUWLILHVDQGZDUUDQWVWKDWQHLWKHULWQRULWVSULQFLSDOVKDYHEHHQFRQYLFWHGRIDFULPLQDORIIHQVH UHODWHGWRWKHVXEMHFWPDWWHURIWKLVVROLFLWDWLRQ
%\FKHFNLQJWKLVER[,DFNQRZOHGJHWKDW,DPERXQGE\WKHWHUPVRIWKH3URSRVHU¶V$IILGDYLWKDYHWKHOHJDODXWKRULW\WRVXEPLWWKLV 3URSRVDORQEHKDOIRIWKH3URSRVHUDQGWKDWWKLVHOHFWURQLFDFNQRZOHGJPHQWKDVWKHVDPHOHJDOHIIHFWYDOLGLW\DQGHQIRUFHDELOLW\DVLI, KDGKDQGVLJQHGWKH3URSRVDO7KLVVLJQDWXUHZLOOQRWEHGHQLHGVXFKOHJDOHIIHFWYDOLGLW\RUHQIRUFHDELOLW\VROHO\EHFDXVHDQHOHFWURQLF VLJQDWXUHRUHOHFWURQLFUHFRUGZDVXVHGLQLWVIRUPDWLRQ-HWW.XQW]9LFH3UHVLGHQW1$3$)OHHWDQG,%6*HQXLQH3DUWV&RPSDQ\GED 1$3$$XWR3DUWV
7KH3URSRVHUGHFODUHVWKDWWKHUHLVDQDFWXDORUSRWHQWLDO&RQIOLFWRI,QWHUHVWUHODWLQJWRWKHSUHSDUDWLRQRILWVVXEPLVVLRQDQGRUWKH 3URSRVHUIRUHVHHVDQDFWXDORUSRWHQWLDO&RQIOLFWRI,QWHUHVWLQSHUIRUPLQJWKHFRQWUDFWXDOREOLJDWLRQVFRQWHPSODWHGLQWKHELG <HV 1R
7KH%LGGHUDFNQRZOHGJHVDQGDJUHHVWKDWWKHDGGHQGXPDGGHQGDEHORZIRUPSDUWRIWKH%LG'RFXPHQW &KHFNWKHER[LQWKHFROXPQ,KDYHUHYLHZHGWKLVDGGHQGXPEHORZWRDFNQRZOHGJHHDFKRIWKHDGGHQGD )LOH1DPH
,KDYHUHYLHZHGWKH
EHORZDGGHQGXPDQG
DWWDFKPHQWV
LI

DSSOLFDEOH

3DJHV
$GGHQGXPBB$IWHUPDUNHWB9HKLFOHB3DUWVB5)3B
)UL0DUFK

30
$GGHQGXPBB$IWHUPDUNHWB9HKLFOHB3DUWVB5)3B
7KX0DUFK
30
$GGHQGXPBB$IWHUPDUNHWB9HKLFOHB3DUWVB5)3B
)UL)HEUXDU\

30
$GGHQGXPBB$IWHUPDUNHWB9HKLFOHB3DUWVB5)3B
7KX)HEUXDU\
30
Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts

#19..
- 1331 -
NAPA Auto Parts Sourcewell Pricing Discount 1/1/2022
Category Description Category Discounts

1. Air Conditioning 52%

2. Alternators and Starters 53%

3. Batteries 46%

4. Bearings, Ball and Roller 55%

5. Belts and Hoses 48%

6. Brakes 56%

7. Electrical and Ignition 52%

8. Emissions, Sensors and Exhaust 54%

9. Engine and Drive Train 52%

10. Filters, Oil, Gas, Air and Transmission 72%

11. Gaskets and Seals 50%

12. Heating and Cooling (Engine) 53%

13. Lamps, Lighting and Mirrors 53%

14. Oils, Chemicals, Fluids and Lubricants 52%

15. Pumps, Fuel and Water 52%

16. Suspension, Shocks, Struts and Steering 52%

17. Wipers/Washers 59%

18. Winter Accessories 54%

19. General Automotive Parts 50%

20. Automotive Repair Shop Supplies and Equipment/Tools (e.g., cleaning supplies, wrenches, etc.) 46%
#19..
- 1332 -
Automotive Parts Services
Group (The Group) Auto-Wares Inc.

Beecher Emission Solution
Technologies, LLC Capital Filtrations Inc Diesel Laptops, LLC ELLIOTT AUTO SUPPLY CO INC General Motors ACDelco Genuine Parts Company dba
NAPA Auto Parts IEH Auto Parts LLC
Possible Points
Conformance to RFP Requirements 50 39 33 38 37 33 40 40 44 44Pricing 400 323 281 291 311 261 326 311 335 330Financial Viability and Marketplace Success 75 58 53 51 51 55 58 61 68 65Ability to Sell and Deliver Service 100 77 64 68 59 69 79 83 90 83Marketing Plan 50 34 31 36 34 33 39 38 46 44Value Added Attributes 75 55 51 53 56 44 56 50 64 64Warranty 50 42 39 40 39 36 42 42 41 43Depth and Breadth of Offered Equipment, Products, or Services 200 181 165 131 139 105 173 163 184 175 Total Points 1,000 809 717 708 726 636 813 788 872 848
Rank Order 7 15 16 14 176912
Imperial Supplies Holdings Inc Interstate Batteries, INC. Jasper Engine Exchange New York Bus Sales, LLC O'Reilly Auto Enterprises LLC Paccar Parts (PACCAR, Inc.) Wastebuilt Environmental
Solutions LLC
Whelen Engineering Company
Inc.

Possible Points
Conformance to RFP Requirements 50 36 42 43 40 39 40 35 37Pricing 400 334 336 326 333 334 286 312 321Financial Viability and Marketplace Success 75 56 64 57 59 64 64 57 60Ability to Sell and Deliver Service 100 79 83 82 74 83 83 79 78Marketing Plan 50 34 43 40 40 35 42 40 33Value Added Attributes 75 60 59 60 60 66 64 39 57Warranty 50 40 41 41 43 39 41 37 38Depth and Breadth of Offered Equipment, Products, or Services 200 134 169 154 175 163 168 155 141 Total Points 1,000 831 773 836 795 833 780 754 765Rank Order 511 3 8 4101312 James Voelker, CPCM, CFCM, Procurement Lead Analyst Michael Munoz, CPPB, Procurement Analyst Steff Haataja, CPIM, Procurement Analyst Tom Sharbonno, 3URFXUHPHQW$QDO\VW Proposal Evaluation
Aftermarket Vehicle Parts and Supplies RFP #032521

#19..
- 1333 -
1 RUSH MEDIUM-DUTY TRUCK CENTER OF CALIFRONA ANNUAL PURCHASE AGREEMENT –

PARTS ONLY
AGREEMENT # 276495
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ______ day of _____________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Rush Medium-Duty Truck Centers of California, Inc. hereinafter called VENDOR,
W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024-_______ authorizing the Award of Bid and agreement for the purchase of fleet materials, supplies or equipment described herein HEAVY EQUIPMENT, DIESEL TRUCK, AND BUS PARTS 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

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.

A. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $40,000. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $200,000.

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

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

D. Price discount increases for each subsequent AGREEMENT years two, three, four, and five, shall be negotiated in good faith by the parties. Requests for price discount increases in any renewal year shall be submitted by VENDOR in writing at least 30 days prior to the annual anniversary date of the AGREEMENT. VENDOR will provide City written notice of any cost increases incurred by VENDOR as a result of manufacturer price increases.

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.

5. PAYMENT: All invoices shall be paid in full by CITY after completion and acceptance of the GOODS by the City, such acceptance not to be unreasonably withheld or delayed, 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 as set forth herein During the term of this Agreement, CITY agrees to establish and maintain an account with Interstate Billing Services (“IBS"), a third-party billing service, under which IBS invoices CITY on VENDOR’s behalf and CITY submits payment to IBS for charges incurred by CITY under this Agreement. Payment terms shall be mutually agreed between CITY and IBS.

In the event CITY’s agreement with IBS is terminated, payment will be due directly to VENDOR on CITY’s receipt of an invoice from VENDOR, unless otherwise agreed in writing by the parties.

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:

B. Either party may terminate this AGREEMENT for convenience upon thirty (30) days prior notice to the other party by the terminating party’s authorized representative. #19..
- 1335 -
3 8. INSPECTION: All GOODS are subject to inspection and test by the City for compliance with specifications as included herein, within five (5) business days after delivery (“Inspection Period”). 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 shall 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, Act of God, the government or other circumstance beyond the reasonable control of VENDOR. Reasonable and documented cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the VENDOR. If CITY does not reject or raise an objection to a delivered GOOD to VENDOR in writing within the Inspection Period, the GOOD is deemed accepted by Customer. 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 warrantied defects, fraud, or such gross mistakes as amount to fraud.

10. SHIPMENT: Except for special orders, including expedited delivery, and 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. VENDOR cannot guarantee delivery dates. Any delivery time frames stated on a Purchase Order are estimates only.

12. WARRANTY: Any warranties on any Goods are limited only to any printed warranty provided by the applicable manufacturer of the Good. EXCEPT FOR ANY SUCH WARRANTIES MADE BY

MANUFACTURERS, THE GOODS ARE SOLD WITHOUT ANY OTHER WARRANTIES, EXPRESS

OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, EACH OF WHICH IS EXPRESSLY DISCLAIMED. If a defect is discovered in this AGREEMENT, VENDOR shall assist CITY in processing and enforcing any warranty claims against the applicable manufacturer.

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.
#19..
- 1336 -
4 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 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 (collectively, the “Indemnified Parties”), 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, brought or alleged against an Indemnified Party by a third party 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 (each a “CLAIM”). 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.

C. Notwithstanding the foregoing, VENDOR does not agree to defend, indemnify, or hold harmless the Indemnified Parties for any Claim to the extent arising from the negligence or willful misconduct of any Indemnified Party. The indemnification obligations contained in this section are subject to the following:
(a) prompt written notice must be given to VENDOR of any such actual or threatened Claims, (b) CITY grants VENDOR the sole control of the defense or settlement of any such Claim (provided that VENDOR may not settle any claim without the consent of CITY where the settlement involves a remedy other than the payment of money), and (c) CITY will reasonably cooperate with VENDOR, as VENDOR reasonably requests, in defense of any Claim. Subject to the foregoing, the CITY will be entitled to participate in, but not control, the defense of such Claim and to employ counsel of its choice for such purpose; provided, however, that such employment will be at VENDOR’s own expense.

19. LIMITATION OF LIABILITY: Except for VENDOR’s indemnification obligations for the third party claims as set forth above, the parties agree that in the vent of any claim, litigation, civil action or any other #19..
- 1337 -
5 legal or administrative proceeding brought by one party against the other, neither party shall be entitled to recover any incidental or consequential damages as defined in the Uniform Commercial Code, including but not limited to indirect or special damages, loss of income or anticipated profits, or down-time, or any punitive damages.

CONTRACTOR: Neill Newton, Parts Manager
Rush Medium-Duty Truck Centers of California, Inc.
1720 Herndon Road
Ceres, CA 95307
Phone: (209) 857-7416 Cell: (209) 585-7222
Email: [email protected]
With a copy to: Rush Enterprises, Inc.
555 IH35 South
New Braunfels, TX 78130
Attn: Mike Lyons
Phone: (830) 302-5286
Email: [email protected]
CITY: Kim Presson, Buyer
City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Phone: (209) 577-5375
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.

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. 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 #19..
- 1338 -
6 provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

SERVICES
AGREEMENT #276986
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Rush Medium-Duty Truck Center of California, Inc., a Delaware corporation registered to do business in California , hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024- authorizing an agreement for the purchase of fire fleet materials, supplies or equipment described herein the (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a Cooperative Agreement #05-47 through Omnia Partners that best meets the CITY needs, attached hereto as Exhibit “B”, and made a part hereof, and #19..
- 1340 -
2 WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for the SHOP RATES SERVICES as described in IFB 2342-97, attached hereto as Exhibit “C”, and made a part hereof (hereinafter called IFB).

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

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT (THE “SERVICES”). b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of the CITY Representative and in accordance with the terms of this AGREEMENT.
c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $40,000. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $200,000. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on attached hereto as Exhibit C.

2. PREVAILING WAGES: RESERVED

3. CITY REPRESENTATIVE:

CITY Representative is Patrick Crowley, Senior Public Works Manager, phone: (209) 342-2274 email: [email protected].
#19..
- 1341 -
3 The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

4. CONTRACTOR CONTACT:

Neill Newton, Parts Manager
Phone (209) 857-7416 Cell: (209)585-7222
Email: [email protected]

5. 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 1: July 10, 2024 through July 9, 2025
Year 2: July 10, 2025 through July 9, 2026
Year 3: Julu 10, 2026 through July 9, 2027
Year 4: July 10, 2027 through July 9, 2028
Year 5: July 10, 2028 through July 9, 2029
Pricing as set forth in Exhibit “C” above shall remain firm for the first two years of the AGREEMENT.

Requests for price increases for any subsequent AGREEMENT years following the second year shall be negotiated through the Purchasing Division and shall be submitted by CONTRACTOR in writing, Sixty (60) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

6. LIABILITY INSURANCE:

The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the #19..
- 1342 -
4 Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability.
b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.

If at any time any of said policies shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this AGREEMENT, at the election of the CITY, may be forthwith declared suspended, or terminated. Failure of the CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification. The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.
#19..
- 1343 -
5 The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.

For any claims related to this AGREEMENT, the CONTRACTOR’s insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by CITY, its officers, officials, employees, or volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.

7. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, such acceptance not to be unreasonably withheld or delayed, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR as set forth herein. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax. During the term of this Agreement, CITY agrees to establish and maintain an account with Interstate Billing Services (“IBS"), a third-party billing service, under which IBS invoices CITY on CONTRACTOR’s behalf and CITY submits payment to IBS for charges incurred by CITY under this Agreement. Payment terms shall be mutually agreed between CITY and IBS. In the event CITY’s agreement with IBS is terminated, payment will be due directly to CONTRACTOR on CITY’s receipt of an invoice from CONTRACTOR, unless otherwise agreed in writing by the parties.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
#19..
- 1344 -
6 Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT #276986
 Public Works Fleet Division, 1609 8th Street, Modesto, Ca 95354  Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax and total

8. INDEMNITY; LIMITATION OF LIABILITY: The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers (collectively, the “Indemnified Parties”), 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, brought or alleged against an Indemnified Party by a third party arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT (each, a “Claim”). CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance. Notwithstanding the foregoing, CONTRACTOR does not agree to defend, indemnify, or hold harmless the Indemnified Parties for any Claim to the extent arising from the negligence or willful misconduct of any Indemnified Party. The indemnification obligations contained in this section are subject to the following: (a) prompt written notice must be given to CONTRACTOR of any such actual or threatened Claims, (b) CITY grants CONTRACTOR the sole control of the defense or settlement of any such Claim (provided that CONTRACTOR may not settle any claim without the consent of CITY where the settlement involves a remedy other than the payment of money), and (c) CITY will reasonably cooperate with CONTRACTOR, as CONTRACTOR reasonably requests, in defense of any Claim. Subject to the foregoing, the CITY will be entitled to participate in, #19..
- 1345 -
7 but not control, the defense of such Claim and to employ counsel of its choice for such purpose; provided, however, that such employment will be at CONTRACTOR’s own expense.

Except for CONTRACTOR’s indemnification obligations for third party claims as set forth above, the parties agree that in the event of any claim, litigation, civil action or any other legal or administrative proceeding brought by one party against the other, neither party shall be entitled to recover any incidental or consequential damages as defined in the Uniform Commercial Code, including but not limited to indirect or special damages, loss of income or anticipated profits, or down-time, or any punitive damages.

9. VENUE & GOVERNING LAW:

10. 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.

11. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement.
a. Resolution No.2024-_______;
#19..
- 1346 -
8 b. Contractor’s City of Modesto business license

12. TERMINATION OF SERVICES:

Termination for Default: 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 nonperformance. Within 15 days after receipt of notification, the breaching party shall correct any non-performance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice.

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

Termination for Convenience: Either party may also terminate this AGREEMENT, at its own discretion and without cause on thirty (30) days advance written notice to the other party.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

13. COMPLIANCE WITH ALL LAWS:

14. WARRANTY:
#19..
- 1348 -
10 CONTRACTOR warrants to CITY that all SERVICES performed by CONTRACTOR for CITY will be performed in a good and workmanlike manner in accordance with industry standards (“Services Warranty”). The Services Warranty is valid for a period of ninety (90) days from the date the SERVICE is completed and shall survive any inspection or acceptance of the SERVICES and payment therefor by CITY. VENDOR PROVIDES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, CONCERNING ITS SERVICES. If CITY gives CONTRACTOR notice of a warranty claim during the Services Warranty period set forth herein, CONTRACTOR shall, at its own cost and expense, promptly repair or re-perform all SERVICES that fail to conform to the foregoing warranties in an expeditious, professional, and economical manner. If CONTRACTOR fails to promptly correct any defective SERVICES after notification to CONTRACTOR and reasonable opportunity to correct, the CONTRACTOR shall be in material breach of this Agreement. Any warranties on any Goods are limited only to any printed warranty provided by the applicable manufacturer of the Good. EXCEPT

FOR ANY SUCH WARRANTIES MADE BY MANUFACTURERS, THE GOODS ARE SOLD WITHOUT

ANY OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF

MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, EACH OF WHICH IS EXPRESSLY DISCLAIMED..

15. ASSIGNMENT OF RIGHTS:

The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

16. CITY PROCESS/PROCEDURE APPROVALS:
#19..
- 1349 -
11 CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

17. DIR REGISTRATION: RESERVED

18. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES: If CONTRACTOR damages any property belonging to the CITY or a third party in the course of providing the SERVICES to the CITY on CITY premises due to the negligence or intentional misconduct of the CONTRACTOR, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the reasonable satisfaction of the CITY.

In the event that CONTRACTOR fails to promptly perform the necessary repairs, CONTRACTOR will be deemed to be in breach of this AGREEMENT.

19. NOTICES:

CONTRACTOR: Neill Newton
Parts Manager
Rush Medium-Duty Truck Centers of California, Inc.
1720 Herndon Road
Ceres, CA 95307
Phone: (209) 857-7416 Cell: (209) 585-7222
Email: [email protected]
With a copy to: Rush Enterprises, Inc.
555 IH35 South
New Braunfels, TX 78130
Attn: Mike Lyons
Phone: (830) 302-5286
Email: [email protected]
CITY: Kim Presson, Buyer
City of Modesto
Purchasing Division
#19..
- 1350 -
12 P.O. Box 642
Modesto, CA 95353
Phone: (209) 577-5375
Email: [email protected]
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

20. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

21. QUANTITIES: No minimum or maximum is guaranteed or implied.

22. FUNDING:

23. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES:

24. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment #19..
- 1351 -
13 and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES.
d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

25. CONTRACTOR LICENSES & PERMITS:

CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.

26. RECORDS:

All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder #19..
- 1352 -
14 shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

27. FACILITIES AND EQUIPMENT:

28. INDEPENDENT CONTRACTOR; NOT AGENT:

29. DRUG FREE WORKPLACE:

CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

30. ASSIGNMENT:
#19..
- 1353 -
15 Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance. Notwithstanding the foregoing, CONTRACTOR may engage subcontractors to provide or assist CONTRACTOR in providing SERVICES under this AGREEMENT, in which case CONTRACTOR remains responsible for the fulfillment of its obligations under this AGREEMENT and for the performance of the SERVICES. CONTRACTOR will be further responsible for the acts and omissions of its subcontractors to the same extent as if done by CONTRACTOR directly and CONTRACTOR's use of a subcontractor in relation to any performance of the SERVICES shall not release CONTRACTOR from any of its obligations under this AGREEMENT.

31. WAIVER:

32. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

33. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

34. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. 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. #19..
- 1354 -
16 35. PARTIAL INVALIDITY:

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2024 and Burton Fire has caused this Agreement to be duly executed.

#19..
- 1355 -
Tab 1 – Master Agreement
General Terms and Conditions
¨ Customer Support
Ø The vendor shall provide timely and accurate technical advice and sales support. The vendor shall respond to such requests within one (1) working day after receipt of the request.
¨ Disclosures
Ø Respondent affirms that he/she has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor or service to a public servant in connection with this contract.

Ø The respondent affirms that, to the best of his/her knowledge, the offer has been arrived at independently, and is submitted without collusion with anyone to obtain information or gain any favoritism that would in any way limit competition or give an unfair advantage over other vendors in the award of this contract.
¨ Renewal of Contract
Ø Unless otherwise stated, all contracts are for a period of three (3) years with an option to renew for up to two (2) additional one-year terms or any combination of time equally not more than 2 years if agreed to by Region 14 ESC and the vendor. ¨ Funding Out Clause
Ø Any/all contracts exceeding one (1) year shall include a standard “funding out” clause. A contract for the acquisition, including lease, of real or personal property is a commitment of the entity’s current revenue only, provided the contract contains either or both of the following provisions:

Ø Retains to the entity the continuing right to terminate the contract at the expiration of each budget period during the term of the contract and is conditioned on a best efforts attempt by the entity to obtain appropriate funds for payment of the contract. ¨ Shipments (if applicable)
Ø The awarded vendor shall ship ordered products within seven (7) working days for goods available and within four (4) to six (6) weeks for specialty items after the receipt of the order unless modified. If a product cannot be shipped within that time, the awarded vendor shall notify the entity placing the order as to why the product has not shipped and shall provide an estimated shipping date. At this point the participating entity may cancel the order if estimated shipping time is not acceptable. ¨ Tax Exempt Status
Ø Since this is a national contract, knowing the tax laws in each state is the sole responsibility of the vendor.
#19..
- 1356 -
¨ Payments
Ø The entity using the contract will make payments directly to the awarded vendor or their affiliates (distributors/business partners/resellers) as long as written request and approval by NCPA is provided to the awarded vendor.
¨ Adding authorized distributors/dealers
Ø Awarded vendors may submit a list of distributors/partners/resellers to sell under their contract throughout the life of the contract. Vendor must receive written approval from NCPA before such distributors/partners/resellers considered authorized.

Ø Purchase orders and payment can only be made to awarded vendor or distributors/business partners/resellers previously approved by NCPA.

Ø Pricing provided to members by added distributors or dealers must also be less than or equal to the pricing offered by the awarded contract holder.

Ø All distributors/partners/resellers are required to abide by the Terms and Conditions of the vendor's agreement with NCPA.
¨ Pricing
Ø All pricing submitted shall include the administrative fee to be remitted to NCPA by the awarded vendor. It is the awarded vendor’s responsibility to keep all pricing up to date and on file with NCPA.

Ø All deliveries shall be freight prepaid, F.O.B. destination and shall be included in all pricing offered unless otherwise clearly stated in writing
¨ Warranty
Ø Proposals should address each of the following:
§ Applicable warranty and/or guarantees of equipment and installations including any conditions and response time for repair and/or replacement of any components during the warranty period.
§ Availability of replacement parts
§ Life expectancy of equipment under normal use
§ Detailed information as to proposed return policy on all equipment ¨ Indemnity
Ø The awarded vendor shall protect, indemnify, and hold harmless Region 14 ESC and its participants, administrators, employees and agents against all claims, damages, losses and expenses arising out of or resulting from the actions of the vendor, vendor employees or vendor subcontractors in the preparation of the solicitation and the later execution of the contract.
¨ Franchise Tax
Ø The respondent hereby certifies that he/she is not currently delinquent in the payment of any franchise taxes.
#19..
- 1357 -
¨ Supplemental Agreements
Ø The entity participating in this contract and awarded vendor may enter into a separate supplemental agreement to further define the level of service requirements over and above the minimum defined in this contract i.e. invoice requirements, ordering requirements, specialized delivery, etc. Any supplemental agreement developed as a result of this contract is exclusively between the participating entity and awarded vendor. ¨ Certificates of Insurance
Ø Certificates of insurance shall be delivered to the Public Agency prior to commencement of work. The insurance company shall be licensed in the applicable state in which work is being conducted. The awarded vendor shall give the participating entity a minimum of ten (10) days’ notice prior to any modifications or cancellation of policies. The awarded vendor shall require all subcontractors performing any work to maintain coverage as specified. ¨ Legal Obligations
Ø It is the Respondent’s responsibility to be aware of and comply with all local, state, and federal laws governing the sale of products/services identified in this RFP and any awarded contract and shall comply with all while fulfilling the RFP. Applicable laws and regulation must be followed even if not specifically identified herein. ¨ Protest
Ø A protest of an award or proposed award must be filed in writing within ten (10) days from the date of the official award notification and must be received by 5:00 pm CST. Protests shall be filed with Region 14 ESC and shall include the following:
§ Name, address and telephone number of protester
§ Original signature of protester or its representative § Identification of the solicitation by RFP number
§ Detailed statement of legal and factual grounds including copies of relevant documents and the form of relief requested
Ø Any protest review and action shall be considered final with no further formalities being considered.
¨ Force Majeure
Ø If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch.

Ø The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, or other industrial disturbances, act of public enemy, orders of any kind of government of the #19..
- 1358 -
United States or any civil or military authority; insurrections; riots; epidemics; landslides; lighting; earthquake; fires; hurricanes; storms; floods; washouts; droughts; arrests; restraint of government and people; civil disturbances; explosions, breakage or accidents to machinery, pipelines or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable in the judgment of the party having the difficulty.
¨ Prevailing Wage
Ø It shall be the responsibility of the Vendor to comply, when applicable, with the prevailing wage legislation in effect in the jurisdiction of the purchaser. It shall further be the responsibility of the Vendor to monitor the prevailing wage rates as established by the appropriate department of labor for any increase in rates during the term of this contract and adjust wage rates accordingly.
¨ Miscellaneous
Ø Either party may cancel this contract in whole or in part by providing written notice. The cancellation will take effect 30 business days after the other party receives the notice of cancellation. After the 30th business day all work will cease following completion of final purchase order.
¨ Open Records Policy
Ø Because Region 14 ESC is a governmental entity responses submitted are subject to release as public information after contracts are executed. If a vendor believes that its response, or parts of its response, may be exempted from disclosure, the vendor must specify page-bypage and line-by-line the parts of the response, which it believes, are exempt. In addition, the respondent must specify which exception(s) are applicable and provide detailed reasons to substantiate the exception(s).

Ø The determination of whether information is confidential and not subject to disclosure is the duty of the Office of Attorney General (OAG). Region 14 ESC must provide the OAG sufficient information to render an opinion and therefore, vague and general claims to confidentiality by the respondent are not acceptable. Region 14 ESC must comply with the opinions of the OAG. Region14 ESC assumes no responsibility for asserting legal arguments on behalf of any vendor. Respondent are advised to consult with their legal counsel concerning disclosure issues resulting from this procurement process and to take precautions to safeguard trade secrets and other proprietary information. #19..
- 1359 -
Process
Region 14 ESC will evaluate proposals in accordance with, and subject to, the relevant statutes, ordinances, rules, and regulations that govern its procurement practices. NCPA will assist Region 14 ESC in evaluating proposals. Award(s) will be made to the prospective vendor whose response is determined to be the most advantageous to Region 14 ESC, NCPA, and its participating agencies. To qualify for evaluation, response must have been submitted on time, and satisfy all mandatory requirements identified in this document.
¨ Contract Administration
Ø The contract will be administered by Region 14 ESC. The National Program will be administered by NCPA on behalf of Region 14 ESC.
¨ Contract Term
Ø The contract term will be for three (3) year starting from the date of the award. The contract may be renewed for up to two (2) additional one-year terms or any combination of time equally not more than 2 years.

Ø It should be noted that maintenance/service agreements may be issued for up to (5) years under this contract even if the contract only lasts for the initial term of the contract. NCPA will monitor any maintenance agreements for the term of the agreement provided they are signed prior to the termination or expiration of this contract. ¨ Contract Waiver
Ø Any waiver of any provision of this contract shall be in writing and shall be signed by the duly authorized agent of Region 14 ESC. The waiver by either party of any term or condition of this contract shall not be deemed to constitute waiver thereof nor a waiver of any further or additional right that such party may hold under this contract. ¨ Products and Services additions
Ø Products and Services may be added to the resulting contract during the term of the contract by written amendment, to the extent that those products and services are within the scope of this RFP.
¨ Competitive Range
Ø It may be necessary for Region 14 ESC to establish a competitive range. Responses not in the competitive range are unacceptable and do not receive further award consideration. ¨ Deviations and Exceptions
Ø Deviations or exceptions stipulated in response may result in disqualification. It is the intent of Region 14 ESC to award a vendor’s complete line of products and/or services, when possible.
¨ Estimated Quantities
Ø The estimated dollar volume of Products and Services purchased under the proposed Master Agreement is $30 million dollars annually. This estimate is based on the anticipated volume of Region 14 ESC and current sales within the NCPA program. There is no guarantee or commitment of any kind regarding usage of any contracts resulting from this solicitation
#19..
- 1360 -
¨ Evaluation
Ø Region 14 ESC will review and evaluate all responses in accordance with, and subject to, the relevant statutes, ordinances, rules and regulations that govern its procurement practices. NCPA will assist the lead agency in evaluating proposals. Recommendations for contract awards will be based on multiple factors, each factor being assigned a point value based on its importance.
¨ Formation of Contract
Ø A response to this solicitation is an offer to contract with Region 14 ESC based upon the terms, conditions, scope of work, and specifications contained in this request. A solicitation does not become a contract until it is accepted by Region 14 ESC. The prospective vendor must submit a signed Signature Form with the response thus, eliminating the need for a formal signing process.
¨ NCPA Administrative Agreement
Ø The vendor will be required to enter and execute the National Cooperative Purchasing Alliance Administration Agreement with NCPA upon award with Region 14 ESC. The agreement establishes the requirements of the vendor with respect to a nationwide contract effort.
¨ Clarifications / Discussions
Ø Region 14 ESC may request additional information or clarification from any of the respondents after review of the proposals received for the sole purpose of elimination minor irregularities, informalities, or apparent clerical mistakes in the proposal.

Clarification does not give respondent an opportunity to revise or modify its proposal, except to the extent that correction of apparent clerical mistakes results in a revision. After the initial receipt of proposals, Region 14 ESC reserves the right to conduct discussions with those respondent’s whose proposals are determined to be reasonably susceptible of being selected for award. Discussions occur when oral or written communications between Region 14 ESC and respondent’s are conducted for the purpose clarifications involving information essential for determining the acceptability of a proposal or that provides respondent an opportunity to revise or modify its proposal. Region 14 ESC will not assist respondent bring its proposal up to the level of other proposals through discussions. Region 14 ESC will not indicate to respondent a cost or price that it must meet to neither obtain further consideration nor will it provide any information about other respondents’ proposals or prices.
¨ Multiple Awards
Ø Multiple Contracts may be awarded as a result of the solicitation. Multiple Awards will ensure that any ensuing contracts fulfill current and future requirements of the diverse and large number of participating public agencies.
¨ Past Performance
Ø Past performance is relevant information regarding a vendor’s actions under previously awarded contracts; including the administrative aspects of performance; the vendor’s history of reasonable and cooperative behavior and commitment to customer satisfaction; and generally, the vendor’s businesslike concern for the interests of the customer. #19..
- 1361 -
Evaluation Criteria
¨ Pricing (40 points)
Ø Electronic Price Lists
§ Products, Services, Warranties, etc. price list
§ Prices listed will be used to establish both the extent of a vendor’s product lines, services, warranties, etc. available from a particular bidder and the pricing per item. ¨ Ability to Provide and Perform the Required Services for the Contract (25 points) Ø Product Delivery within participating entities specified parameters Ø Number of line items delivered complete within the normal delivery time as a percentage of line items ordered.

Ø Vendor’s ability to perform towards above requirements and desired specifications.

Ø Past Cooperative Program Performance
Ø Quantity of line items available that are commonly purchased by the entity.

Ø Quality of line items available compared to normal participating entity standards. ¨ References (15 points)
Ø A minimum of ten (10) customer references for product and/or services of similar scope dating within past 3 years
¨ Technology for Supporting the Program (10 points)
Ø Electronic on-line catalog, order entry use by and suitability for the entity’s needs Ø Quality of vendor’s on-line resources for NCPA members.

Ø Specifications and features offered by respondent’s products and/or services ¨ Value Added Services Description, Products and/or Services (10 points) Ø Marketing and Training
Ø Minority and Women Business Enterprise (MWBE) and (HUB) Participation Ø Customer Service
#19..
- 1362 -
#19..
- 1363 -
Tab 2 – NCPA Administration Agreement
This Administration Agreement is made as of , by and between National Cooperative Purchasing Alliance (“NCPA”) and (“Vendor”).

Recitals
WHEREAS, Region 14 ESC has entered into a certain Master Agreement dated , referenced as Contract Number , by and between Region 14 ESC and Vendor, as may be amended from time to time in accordance with the terms thereof (the “Master Agreement”), for the purchase of Heavy Equipment, Diesel Truck, Bus Parts and Related Goods and Services; WHEREAS, said Master Agreement provides that any state, city, special district, local government, school district, private K-12 school, technical or vocational school, higher education institution, other government agency or nonprofit organization (hereinafter referred to as “public agency” or collectively, “public agencies”) may purchase products and services at the prices indicated in the Master Agreement; WHEREAS, NCPA has the administrative and legal capacity to administer purchases under the Master Agreement to public agencies;
WHEREAS, NCPA serves as the administrative agent for Region 14 ESC in connection with other master agreements offered by NCPA
WHEREAS, Region 14 ESC desires NCPA to proceed with administration of the Master Agreement; WHEREAS, NCPA and Vendor desire to enter into this Agreement to make available the Master Agreement to public agencies on a national basis;
NOW, THEREFORE, in consideration of the payments to be made hereunder and the mutual covenants contained in this Agreement, NCPA and Vendor hereby agree as follows:
¨ General Terms and Conditions
Ø The Master Agreement, attached hereto as Tab 1 and incorporated herein by reference as though fully set forth herein, and the terms and conditions contained therein shall apply to this Agreement except as expressly changed or modified by this Agreement.

Ø NCPA shall be afforded all of the rights, privileges and indemnifications afforded to Region 14 ESC under the Master Agreement, and such rights, privileges and indemnifications shall accrue and apply with equal effect to NCPA under this Agreement including, but not limited to, the Vendor’s obligation to provide appropriate insurance and certain indemnifications to Region 14 ESC.

Ø Vendor shall perform all duties, responsibilities and obligations required under the Master Agreement in the time and manner specified by the Master Agreement.

Ø NCPA shall perform all of its duties, responsibilities, and obligations as administrator of purchases under the Master Agreement as set forth herein, and Vendor acknowledges that NCPA shall act in the capacity of administrator of purchases under the Master Agreement.

Ø With respect to any purchases made by Region 14 ESC or any Public Agency pursuant to the Master Agreement, NCPA (a) shall not be construed as a dealer, re-marketer, representative, partner, or agent of any type of Vendor, Region 14 ESC, or such Public Agency, (b) shall not be obligated, liable or responsible (i) for any orders made by Region Rush Truck Centers of Texas, LP
December 8, 2020
December 8, 2020
05-47
#19..
- 1364 -
14 ESC, any Public Agency or any employee of Region 14 ESC or Public Agency under the Master Agreement, or (ii) for any payments required to be made with respect to such order, and (c) shall not be obligated, liable or responsible for any failure by the Public Agency to (i) comply with procedures or requirements of applicable law, or (ii) obtain the due authorization and approval necessary to purchase under the Master Agreement. NCPA makes no representations or guaranties with respect to any minimum purchases required to be made by Region 14 ESC, any Public Agency, or any employee of Region 14 ESC or Public Agency under this Agreement or the Master Agreement.

Ø The Public Agency participating in the NCPA contract and Vendor may enter into a separate supplemental agreement to further define the level of service requirements over and above the minimum defined in this contract i.e. invoice requirements, ordering requirements, specialized delivery, etc. Any supplemental agreement developed as a result of this contract is exclusively between the Public Agency and Vendor. NCPA, its agents, members and employees shall not be made party to any claim for breach of such agreement. ¨ Term of Agreement
Ø This Agreement shall be in effect so long as the Master Agreement remains in effect, provided, however, that the obligation to pay all amounts owed by Vendor to NCPA through the termination of this Agreement and all indemnifications afforded by Vendor to NCPA shall survive the term of this Agreement.
¨ Fees and Reporting
Ø The awarded vendor shall electronically provide NCPA with a detailed quarterly report showing the dollar volume of all sales under the contract for the previous quarter. Reports are due on the fifteenth (15th) day after the close of the previous quarter. It is the responsibility of the awarded vendor to collect and compile all sales under the contract from participating members and submit one (1) report. The report shall include at least the following information as listed in the example below:

Entity Name Zip Code State PO or Job # Sale Amount
Total
Ø Each quarter NCPA will invoice the vendor based on the total of sale amount(s) reported.

From the invoice the vendor shall pay to NCPA an administrative fee based upon the tiered fee schedule below. Vendor’s annual sales shall be measured on a calendar year basis.

Deadline for term of payment will be included in the invoice NCPA provides.

Annual Sales Through Contract Administrative Fee
0 - $30,000,000 2%
$30,000,001 - $50,000,000 1.5%
$50,000,001+ 1%
Ø Supplier shall maintain an accounting of all purchases made by Public Agencies under the Master Agreement. NCPA and Region 14 ESC reserve the right to audit the accounting for a #19..
- 1365 -
#19..
- 1366 -
Tab 3 – Vendor Questionnaire
Please provide responses to the following questions that address your company’s operations, organization, structure, and processes for providing products and services. ¨ States Covered
Ø Bidder must indicate any and all states where products and services can be offered.

Ø Please indicate the price co-efficient for each state if it varies. 50 States & District of Columbia (Selecting this box is equal to checking all boxes below) Alabama Maryland South Carolina
Alaska Massachusetts South Dakota
Arizona Michigan Tennessee
Arkansas Minnesota Texas
California Mississippi Utah
Colorado Missouri Vermont
Connecticut Montana Virginia
Delaware
District of Columbia
Nebraska
Nevada
Washington
West Virginia
Florida New Hampshire Wisconsin
Georgia New Jersey Wyoming
Hawaii New Mexico
Idaho New York
Illinois North Carolina
Indiana North Dakota
Iowa Ohio
Kansas Oklahoma
Kentucky Oregon
Louisiana Pennsylvania
Maine Rhode Island
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
#19..
- 1367 -
All US Territories and Outlying Areas (Selecting this box is equal to checking all boxes below) ¨ Minority and Women
Business Enterprise (MWBE) and (HUB) Participation
Ø It is the policy of some entities participating in NCPA to involve minority and women business enterprises (MWBE) and historically underutilized businesses (HUB) in the purchase of goods and services. Respondents shall indicate below whether or not they are an M/WBE or HUB certified.
§ Minority / Women Business Enterprise
• Respondent Certifies that this firm is a M/WBE
§ Historically Underutilized Business
• Respondent Certifies that this firm is a HUB
¨ Residency
Ø Responding Company’s principal place of business is in the city of , State of
¨ Felony Conviction Notice
Ø Please Check Applicable Box;
A publically held corporation; therefore, this reporting requirement is not applicable.

Is not owned or operated by anyone who has been convicted of a felony.

Is owned or operated by the following individual(s) who has/have been convicted of a felony
Ø If the 3rd box is checked, a detailed explanation of the names and convictions must be attached.
¨ Distribution Channel
Ø Which best describes your company’s position in the distribution channel:

Manufacturer Direct Certified education/government reseller Authorized Distributor Manufacturer marketing through reseller Value-added reseller Other:
¨ Processing Information
Ø Provide company contact information for the following:
§ Sales Reports / Accounts Payable
Contact Person:

Title:

Company:

Address:

City: State: Zip:

Phone: Email:

American Somoa Northern Marina Islands
Federated States of Micronesia Puerto Rico
Guam U.S. Virgin Islands
Midway Islands
New Braunfels
Texas
X
X
Kim Valadez
Director, Asset Management
Rush Enterprises
555 I.H. 35 South, Suite 500
New Braunfels
830-302-5691
Texas
[email protected]
78130
#19..
- 1368 -
§ Purchase Orders
Contact Person:

Title:

Company:

Address:

City: State: Zip:

Phone: Email:
§ Sales and Marketing
Contact Person:

Title:

Company:

Address:

City: State: Zip:

Phone: Email:
¨ Pricing Information
Ø In addition to the current typical unit pricing furnished herein, the Vendor agrees to offer all future product introductions at prices that are proportionate to Contract Pricing. § If answer is no, attach a statement detailing how pricing for NCPA participants would be calculated for future product introductions.

Yes No
Ø Pricing submitted includes the required NCPA administrative fee. The NCPA fee is calculated based on the invoice price to the customer.

Yes No
Ø Vendor will provide additional discounts for purchase of a guaranteed quantity.

Yes No
Brian Dawes
National Account Manager
Rush Enterprises
555 I.H. 35 South, Suite 500
New Braunfels
864-497-3538
Texas
[email protected]
78130
Brian Dawes
National Account Manager
Rush Enterprises
555 I.H. 35 South, Suite 500
New Braunfels
864-497-3538
Texas
dawesb@rushenterprises
78130
X
X
X
#19..
- 1369 -
Rush Truck Centers of Texas, LP
NCPA Solicitation Number: 25-20
Tab 4 – Vendor Profile
Official Registered Nam and History
Rush Truck Centers of Texas, L.P. is a limited partnership formed in the state of Texas. Rush Truck Centers of Texas, L.P. has two partners: Rushtex, Inc. (a Delaware corporation) is the General Partner and Rushco, Inc. (a Delaware corporation) is the Limited Partner. Rushtex, Inc. and Rushco, Inc. are wholly owned subsidiaries of Rush Enterprises, Inc.

Rush Enterprises, formed in 1965, is a public company traded on NASDAQ under the symbols RUSHA and RUSHB.

Rush Enterprises owns and operates the largest network of heavy- and medium-duty truck dealerships in the United States. It sells and services leading truck and bus manufacturers including Peterbilt, Ford, Hino, Isuzu, Blue Bird, International and IC Bus at over 100 locations in 21 states. Rush operates more than 30 dealerships throughout the state of Texas. Rush Enterprises has over 6,000 employees, with more than 1,500 in Texas.

Rush Enterprises, Inc. operates its dealer network through state-based legal entities. A separate legal entity, with a separate tax id number, has been established for each state in which Rush operates, each of which is a wholly-owned subsidiary of Rush Enterprises.

RTC Texas is an authorized dealer in Texas for Peterbilt, Hino, Isuzu, Ford, Blue Bird, Collins Bus and Elkhart Bus.

Outside of Texas, Rush Enterprises operates dealership locations in 20 additional states that are licensed to sell International and Mitsubishi Fuso in addition to Peterbilt, Hino, Isuzu, Ford, IC Bus and Collins Bus.

Rush Enterprises enjoys a reputation of providing quality commercial vehicles and professional automotive service through professionally staffed and managed operations. The professionals at Rush dealerships are trained by manufacturers and expert automotive consultants in all aspects of financing motor vehicle sales and providing valuable risk management services.

As of September 30, 2020, Rush Enterprises had cash and cash equivalents on its balance sheet of over $259,543 million dollars, and, as of November 3, 2020, Rush Enterprises’ market cap was over $1.5 billion dollars. Additional financial information for Rush Enterprises can be found here: http://investor.rushenterprises.com/results.cfm.

D&B Number
Given that D&B numbers are issued by physical locations and give the large number of Rush locations, D&B numbers will be made available on request.

Organizational Chart
Brian Dawes, National Account Manager for Bus and Public Sector will be the main contact for this Contract. He reports to Robb Nixon, VP Aftermarket Sales. The Legal Contact for this contract will be Michael Lyons, Associate General Counsel. Lastly, Kim Valadez, Director Asset Management will assist in accounts payable. #19..
- 1370 -
Corporate Office Location
Our corporate office is located at 555 I.H. 35 South, Suite 500 New Braunfels Texas 78130. The key contacts are as follows:

Please see the attachment titled RTC Location Doc for all of our Dealership Location Information.

Standard Payment Terms
Our standard payment terms are NET 30.

Competition
Rush Truck Centers biggest competitors are the dealership that sell our competing brands such as:
 Freightliner Dealerships
 Mack Dealerships
 Kenworth Dealerships
 Volvo Dealerships
Aftermarket National Account Sales Managers Market Segments/Regions Last Name First Name OE Brand Cell Phone Email
Dawes Brian All 864-497-3538 [email protected] Bus/Public Sector/Municipality Regional Sales Manager
Pryor Tim Navistar 478-952-5253 [email protected] Georgia (South) Cummings Andy Navistar 708-906-0027 [email protected] Illinois, Indiana (Chicago Area) Watson Scott Navistar 801-259-5965 [email protected] Idaho/Utah Williams Herbie Navistar 804-296-5174 williamsh1@rushenterprises com Virgina Pangrazzi Rob Navistar 704-490-2559 [email protected] North Carolina Duncan Matt Navistar 217-821-6554 [email protected] Illinois, Missouri Matos Justin Navistar 331-625-4477 [email protected] Georgia (North) Lakins Justin Navistar 440-479-9100 [email protected] Ohio North, Akron, Cleveland & Columbus Engel Jimmy Navistar 513-372-8843 [email protected] Ohio South, Dayton, Cinncinnati & Lima Wade Brian Navistar 317-910-9522 [email protected] Indiana Starcher CR Peterbilt 830-837-8282 [email protected] Central Texas, San Antonio, Victoria, Austin, Austin North & Waco Cortez Magdalena Peterbilt 956-212-5397 [email protected] South Texas, Pharr, Brownsville, Cotulla, Laredo & Corpus Neumann Garrett Peterbilt 936-870-8149 [email protected] West Texas, New Mexico White Scott Peterbilt 214-425-5582 [email protected] Dallas, North Texas Bailey Kyle Peterbilt 720-550-1271 [email protected] Colorado & KC, MO Monge Fernando Peterbilt 949-296-5659 [email protected] California Jones Zach Peterbilt 919-933-0401 [email protected] California Asst RSM Provencher Jody Peterbilt 727-421-5244 [email protected] Florida & Mobile AL Poston Shane Peterbilt 936-443-7443 [email protected] Southeast Texas, Houston (All), Sealy, College Station, & Beaumont Wallace Ryan Peterbilt 903-649-2081 [email protected] Oklahoma Christopher Bobby Peterbilt 903-530-5600 [email protected] East Texas Adams Michael Peterbilt 303-817-7936 [email protected] Arizona, Nevada Wilson Adam Peterbilt 731-695-4676 [email protected] Tennesse, Kentucky #19..
- 1371 -
Rush Enterprise Difference
• Largest commercial vehicle dealer group in North America • 117 locations in 22 states
• 50% ownership of Rush Truck Centres of Canada,
14 International locations in Ontario
• Class 3-8 truck sales, full range of aftermarket solutions • Broad market segment coverage
• Largest dealer group for Peterbilt, Navistar,
Hino, Isuzu, growing with Ford
• Leasing and rental
• Finance and insurance services
• More than 5M square feet of
premium facilities
• Capabilities for all makes and models
• Aftermarket parts
• More than $250M parts inventory
• Genuine OEM and all-makes parts including proprietary Rig Tough and Premium Power powertrain parts
• Service and body shop
• 2,379 service bays, 2,071 technicians;
25 collision centers
• 463 mobile and embedded technicians
• CNG/LNG service capabilities
#19..
- 1372 -
#19..
- 1373 -
Rushcare Service Connect
State-of-the-art online service communication system
• Provides on-demand, 360-degree view of service
process for vehicles in service departments
• 24/7 access to repair status
• Access to complete service history
of all work done at Rush Truck Centers
• Documented 2-way communication
• Out-of-network service tracking
• Fully functional on
mobile devices
• Available to customers
at no additional cost
Customer Service
• Rush Truck Centers
• 117 locations in 22 states
• Service and body shop
• 2,379 service bays, 2,071 technicians;
25 collision centers
• Rushcare Rapid Parts Call Center
• Nationwide network of local
parts professionals standing by
• 5,000 calls per day
• 96% answer rate
• 15-second average wait time
• Fast, personal and expert service
with extensive inventory
• OEM and aftermarket parts ready
for immediate pickup or delivery
• Brands you know and trust
in-stock at any location
• Dealership Hours Vary by Location
#19..
- 1374 -
Green Initiatives
#19..
- 1375 -
#19..
- 1376 -
Vendor Certifications
Available upon request
#19..
- 1377 -
Rush Limited Warranty
NEW PRODUCTS – MANUFACTURER WARRANTIES ONLY. Any warranties on any new product(s) sold by Rush are limited only to any printed warranty provided by the applicable manufacturer of the product.

EXCEPT FOR ANY SUCH WARRANTIES MADE BY MANUFACTURERS, THE PRODUCT(S) ARE SOLD WITHOUT

ANY OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, EACH OF WHICH IS EXPRESSLY DISCLAIMED.

USED PRODUCTS – NO WARRANTIES. All used product(s) sold by Rush are sold on an “AS IS, WHERE IS” basis, without any warranties by Rush. EXCEPT FOR ANY MANUFACTURERS’ WARRANTIES THAT MAY

STILL BE IN EFFECT, ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE EXPRESSLY DISCLAIMED.

LIMITED WARRANTY ON SERVICES. Rush warrants that all services performed by Rush for a customer, including repair, maintenance and installation services (“Services”), will be performed in a good and workmanlike manner (“Services Warranty”). The Services Warranty is valid for a period of ninety (90) days from the date the Service is completed. Customer’s sole and exclusive remedy, and Rush’s entire liability, under the Services Warranty is the repair of any nonconforming portion of the Services. RUSH PROVIDES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, CONCERNING ITS SERVICES. The Services Warranty is strictly limited to Services performed by Rush for customer. Rush does not warrant any services provided by any third-party. Any warranties are solely those that are provided by the third-party service provider. #19..
- 1378 -
Tab 5 Products and Services
 Buses – respondent must list the makes and models of buses they can provide parts and kits both OEM and aftermarkets brands.
o OEM Parts
 IC Bus
 Bluebird Bus
 Collins
o Aftermarket
 Thomas
 Trucks – respondent must list the makes and models of trucks over two-ton capacity they can provide parts and kits for both OEM and aftermarket
o OEM Parts
 Navistar
 Peterbilt
 Mitsubishi FUSO
 Isuzu
 Hino
 Ford
 Cummins
 CAT
o Aftermarket
 Freightliner
 Volvo
 Mack
 Kenworth
 Heavy Construction Equipment – respondent must list the makes and models of construction equipment they can provide parts for both OEM and aftermarket
o OEM Parts
 CAT Engine
 Cummins
o Aftermarket
 NA
See Product Line Card below
#19..
- 1379 -
#19..
- 1380 -
#19..
- 1381 -
#19..
- 1382 -
#19..
- 1383 -
#19..
- 1384 -
#19..
- 1385 -
Tab 8 – Value Added Products and Services
¨ Include any additional products and/or services available that vendor currently performs in their normal course of business that is not included in the scope of the solicitation that you think will enhance and add value to this contract for Region 14 ESC and all NCPA participating entities. ¨ Additional related products and services respondents provide should also be included in the price proposal.

Rush not only provides quality products, we also provide world class service. Service Discount off Door Rate will be quoted. #19..
- 1386 -
Tab 9 – Required Documents
¨ Clean Air and Water Act / Debarment Notice
¨ Contractors Requirements
¨ Antitrust Certification Statements
¨ Required Clauses for Federal Funds Certifications
¨ Required Clauses for Federal Assistance by FTA
¨ State Notice Addendum
#19..
- 1387 -
#19..
- 1388 -
#19..
- 1389 -
#19..
- 1390 -
Required Clauses for Federal Funds Certifications
Participating Agencies may elect to use federal funds to purchase under the Master Agreement. The following certifications and provisions may be required and apply when a Participating Agency expends federal funds for any purchase resulting from this procurement process. Pursuant to 2 C.F.R. § 200.326, all contracts, including small purchases, awarded by the Participating Agency and the Participating Agency’s subcontractors shall contain the procurement provisions of Appendix II to Part 200, as applicable.

APPENDIX II TO 2 CFR PART 200
(A) Contracts for more than the simplified acquisition threshold currently set at $150,000, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. (B) Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of $10,000) (C) Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of “federally assisted construction contract” in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 CFR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 CFR part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” Pursuant to Federal Rule (C) above, when a Participating Agency expends federal funds on any federally assisted construction contract, the equal opportunity clause is incorporated by reference herein. (D) Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non- Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision #19..
- 1391 -
for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. (E) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5).

Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. (F) Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.
(G) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended— Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the nonFederal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). (H) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.
(I) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee #19..
- 1392 -
of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award.

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

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

CERTIFICATION OF COMPLIANCE WITH BUY AMERICA PROVISIONS To the extent purchases are made with Federal Highway Administration, Federal Railroad Administration, or Federal Transit Administration funds, offeror certifies that its products comply with all applicable provisions of the Buy America Act and agrees to provide such certification or applicable waiver with respect to specific products to any Participating Agency upon request. Purchases made in accordance with the Buy America Act must still follow the applicable procurement rules calling for free and open competition. #19..
- 1393 -
Rush Truck Centers of Texas, LP
Supplement
to
Required Clauses for Federal Funds Certifications
A. Certification of Compliance with Buy America Provisions Rush is a dealer, not a manufacturer, and will be required to check with applicable manufacturers of the products it sells to determine whether they meet Buy America provisions. As this could vary based on manufacturer and product, Rush cannot confirm in advance that products sold to the District meet the Buy America provisions. If required by the District, Rush will check with individual manufacturers at the time of purchase.

B. Disadvantaged Business Participation
To the extent Rush requires subcontractor assistance under this contract, Rush will consider all qualified candidates, including DBE certified businesses, for such work.
#19..
- 1394 -
Required Clauses for Federal Assistance provided by FTA

ACCESS TO RECORDS AND REPORTS
Contractor agrees to:
a) Maintain all books, records, accounts and reports required under this Contract for a period of not less than three (3) years after the date of termination or expiration of this Contract or any extensions thereof except in the event of litigation or settlement of claims arising from the performance of this Contract, in which case Contractor agrees to maintain same until Public Agency, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto.
b) Permit any of the foregoing parties to inspect all work, materials, payrolls, and other data and records with regard to the Project, and to audit the books, records, and accounts with regard to the Project and to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed for the purpose of audit and examination.

FTA does not require the inclusion of these requirements of Article 1.01 in subcontracts. Reference 49 CFR 18.39 (i)(11).

CIVIL RIGHTS / TITLE VI REQUIREMENTS
1) Non-discrimination. In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, Section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, Section 202 of the Americans with Disabilities Act of 1990, as amended, 42 U.S.C. § 12132, and Federal Transit Law at 49 U.S.C. § 5332, Contractor or subcontractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, marital status age, or disability. In addition, Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue.
2) Equal Employment Opportunity. The following Equal Employment Opportunity requirements apply to this Contract:
a. Race, Color, Creed, National Origin, Sex. In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal Transit Law at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable Equal Employment Opportunity requirements of U.S. Dept. of Labor regulations, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor, 41 CFR, Parts 60 et seq., and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of this Project.

Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, marital status, or age. Such action shall include, but not be limited to, the following: 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. In addition, Contractor agrees to comply with any implementing requirements FTA may issue. b. Age. In accordance with the Age Discrimination in Employment Act (ADEA) of 1967, as amended, 29 U.S.C. Sections 621 through 634, and Equal Employment Opportunity Commission (EEOC) implementing regulations, “Age Discrimination in Employment Act”, 29 CFR Part 1625, prohibit employment discrimination by Contractor against individuals on the basis of age, including present and prospective #19..
- 1395 -
employees. In addition, Contractor agrees to comply with any implementing requirements FTA may issue.
c. Disabilities. In accordance with Section 102 of the Americans with Disabilities Act of 1990, as amended (ADA), 42 U.S.C. Sections 12101 et seq., prohibits discrimination against qualified individuals with disabilities in programs, activities, and services, and imposes specific requirements on public and private entities. Contractor agrees that it will comply with the requirements of the Equal Employment Opportunity Commission (EEOC), “Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act,” 29 CFR, Part 1630, pertaining to employment of persons with disabilities and with their responsibilities under Titles I through V of the ADA in employment, public services, public accommodations, telecommunications, and other provisions. d. Segregated Facilities. Contractor certifies that their company does not and will not maintain or provide for their employees any segregated facilities at any of their establishments, and that they do not and will not permit their employees to perform their services at any location under the Contractor’s control where segregated facilities are maintained. As used in this certification the term “segregated facilities” means any waiting rooms, work areas, restrooms and washrooms, restaurants and other eating areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees which are segregated by explicit directive or are in fact segregated on the basis of race, color, religion or national origin because of habit, local custom, or otherwise. Contractor agrees that a breach of this certification will be a violation of this Civil Rights clause. 3) Solicitations for Subcontracts, Including Procurements of Materials and Equipment. In all solicitations, either by competitive bidding or negotiation, made by Contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by Contractor of Contractor's obligations under this Contract and the regulations relative to non-discrimination on the grounds of race, color, creed, sex, disability, age or national origin. 4) Sanctions of Non-Compliance. In the event of Contractor's non-compliance with the non-discrimination provisions of this Contract, Public Agency shall impose such Contract sanctions as it or the FTA may determine to be appropriate, including, but not limited to: 1) Withholding of payments to Contractor under the Contract until Contractor complies, and/or; 2) Cancellation, termination or suspension of the Contract, in whole or in part.

Contractor agrees to include the requirements of this clause in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties.

DISADVANTAGED BUSINESS PARTICIPATION
This Contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs”, therefore, it is the policy of the Department of Transportation (DOT) to ensure that Disadvantaged Business Enterprises (DBEs), as defined in 49 CFR Part 26, have an equal opportunity to receive and participate in the performance of DOT-assisted contracts. 1) Non-Discrimination Assurances. Contractor or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Contract. Contractor shall carry out all applicablerequirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by Contractor to carry out these requirements is a material breach of this Contract, which may result in the termination of this Contract or other such remedy as public agency deems appropriate. Each subcontract Contractor signs with a subcontractor must include the assurance in this paragraph. (See 49 CFR 26.13(b)). #19..
- 1396 -
2) Prompt Payment. Contractor is required to pay each subcontractor performing Work under this prime Contract for satisfactory performance of that work no later than thirty (30) days after Contractor’s receipt of payment for that Work from public agency. In addition, Contractor is required to return any retainage payments to those subcontractors within thirty (30) days after the subcontractor’s work related to this Contract is satisfactorily completed and any liens have been secured. Any delay or postponement of payment from the above time frames may occur only for good cause following written approval of public agency. This clause applies to both DBE and non-DBE subcontractors. Contractor must promptly notify public agency whenever a DBE subcontractor performing Work related to this Contract is terminated or fails to complete its Work, and must make good faith efforts to engage another DBE subcontractor to perform at least the same amount of work. Contractor may not terminate any DBE subcontractor and perform that Work through its own forces, or those of an affiliate, without prior written consent of public agency. 3) DBE Program. In connection with the performance of this Contract, Contractor will cooperate with public agency in meeting its commitments and goals to ensure that DBEs shall have the maximum practicable opportunity to compete for subcontract work, regardless of whether a contract goal is set for this Contract.

Contractor agrees to use good faith efforts to carry out a policy in the award of its subcontracts, agent agreements, and procurement contracts which will, to the fullest extent, utilize DBEs consistent with the efficient performance of the Contract.

ENERGY CONSERVATION REQUIREMENTS
Contractor agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the State energy conservation plans issued under the Energy Policy and Conservation Act, as amended, 42 U.S.C.

Sections 6321 et seq. and 41 CFR Part 301-10.

FEDERAL CHANGES
Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Contract between public agency and the FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor’s failure to so comply shall constitute a material breach of this Contract.

INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS The provisions include, in part, certain Standard Terms and Conditions required by the U.S. Department of Transportation (DOT), whether or not expressly set forth in the preceding Contract provisions. All contractual provisions required by the DOT, as set forth in the most current FTA Circular 4220.1F, dated November 1, 2008, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Contract. Contractor agrees not to perform any act, fail to perform any act, or refuse to comply with any public agency requests that would cause public agency to be in violation of the FTA terms and conditions.

NO FEDERAL GOVERNMENT OBLIGATIONS TO THIRD PARTIES
Agency and Contractor acknowledge and agree that, absent the Federal Government’s express written consent and notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying Contract, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to agency, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying Contract.
#19..
- 1397 -
Contractor agrees to include the above clause in each subcontract financed in whole or in part with federal assistance provided by the FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions.

PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS
Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. §§ 3801 et seq. and U.S. DOT regulations, “Program Fraud Civil Remedies,” 49 CFR Part 31, apply to its actions pertaining to this Contract. Upon execution of the underlying Contract, Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to me made, pertaining to the underlying Contract or the FTA assisted project for which this Contract Work is being performed.

In addition to other penalties that may be applicable, Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on Contractor to the extent the Federal Government deems appropriate.

Contractor also acknowledges that if it makes, or causes to me made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307 (n)(1) on the Contractor, to the extent the Federal Government deems appropriate.

Contractor agrees to include the above clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions.
#19..
- 1398 -
State Notice Addendum
The National Cooperative Purchasing Alliance (NCPA), on behalf of NCPA and its current and potential participants to include all county, city, special district, local government, school district, private K-12 school, higher education institution, state, tribal government, other government agency, healthcare organization, nonprofit organization and all other Public Agencies located nationally in all fifty states, issues this Request for Proposal (RFP) to result in a national contract.

For your reference, the links below include some, but not all, of the entities included in this proposal:
http://www.usa.gov/Agencies/State and Territories.shtml https://www.usa.gov/local-governments
#19..
- 1399 -
Tab 7 – Rush Truck Center Pricing
Bus Parts OEM
Brand Price Comments
IC Cost + 25% Price Does Not Include Shipping
Bluebird Cost + 25% Price Does Not Include Shipping
Collins Cost + 30% Price Does Not Include Shipping
Bus Aftermarket Parts
Brand Price Comments
Aftermarket Parts Rush Fleet Pricing Price Does Not Include Shipping Truck OEM Parts
Brand Price Comments
Navistar Cost + 25% Price Does Not Include Shipping
Peterbilt – PACCAR Cost + 25% Price Does Not Include Shipping Mitsubishi FUSO Cost + 30% Price Does Not Include Shipping Isuzu Cost + 28% Price Does Not Include Shipping
Hino Cost + 30% Price Does Not Include Shipping
Ford Cost + 20% Price Does Not Include Shipping
Cummins Engine Cost + 15% Price Does Not Include Shipping CAT Engine Cost + 15% Price Does Not Include Shipping
Truck Aftermarket Parts
Brand Price Comments
Aftermarket Parts Rush Fleet Pricing Price Does Not Include Shipping Heavy Construction Equipment
Brand Price Comments
CAT Engine Cost + 15% Price Does Not Include Shipping
Cummins Engine Cost + 15% Price Does Not Include Shipping Service Performed at Rush Dealership
Brand Price Comments
Bus, Truck, All Makes 15% off Door Rate Price Does Not Include Towing Exhibit C #19..
- 1400 -
Truck Technology Parts
Brand Price Comments
Geotab Telematics Cost + 25% Price Does Not Include Shipping Phillips Asset and Trailer Tracking Cost + 25% Price Does Not Include Shipping SurfSight Cameras Cost + 30% Price Does Not Include Shipping Tire Pressure Monitoring Cost + 25% Price Does Not Include Shipping Samsung Tablets and Mounts Cost + 25% Price Does Not Include Shipping Magellan Tablet and Mount Cost + 25% Price Does Not Include Shipping Note: Some products require a monthly subscription Fee. Rates vary on plan selection NOTE:
• All pricing includes NCPA Fees
• Aftermarket Pricing Represents Products in TAB 5 Product Line Card that are NOT Listed as OEM Above #19..
- 1401 -
Exhibit C
Description Labor Rate Discount Quoted Labor Rate
Hourly Shop Labor Rate $205.00 15% $174.25
#19..
- 1402 -
RFP #25‐20 Heavy Equipment, Diesel Truck, Bus Parts
and Related Goods and Services
Thursday, November 19th, 2020
Evaluation Criteria Point Value Rush Enterprises Brighton Cromwell Pricing 40 35 35
Ability to service the contract 25 23 20
References
15 15 10
Technology 10 10 10
Value Added Products and Services
10 8 9
Total 100 91 84
Rush Enterprises
Evaluation Committee for Contract: Brighton CromwellEmily Jeffrey Mike Muscara
Matthew Mackel
Jonathan Applegate
Vendors Awarded Under this Contract
#19..
- 1403 -
#24-20 - Request for Proposal (RFP) for
Municipal and Utility Billing Services
Project Overview
Project Details
Reference ID #24-20
Project Name Request for Proposal (RFP) for Municipal and Utility Billing Services Project Type RFP
Project Description Municipal and Utility Billing Services Open Date Oct 06, 2020 6:00 AM CDT
Close Date Nov 19, 2020 2:00 PM CST
Seal status
Requested Information Unsealed on Unsealed by
Proposal Nov 19, 2020 2:07 PM CST Jonathan Applegate
Pricing Nov 19, 2020 2:07 PM CST Jonathan Applegate
#19..
- 1404 -
RFP Bid/Proposal Receipt List:

RFP #25-20 Heavy Equipment,
Diesel Truck, Bus Parts and
Related Goods and Services
Thursday, November 19th, 2020
2:00 pm
Supplier Date Submitted Name Email
Brighton
Cromwell
Nov 19, 2020
8:55 AM CST
Terence
Cusick [email protected]
Rush
Enterprises
Nov 19, 2020
9:10 AM CST Brian Dawes [email protected]
#19..
- 1405 -

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

July 9, 2024
Date: June 11, 2024
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jeremy Rogers, CPRE, Director of Parks, Recreation and Neighborhoods SUBJECT: Modesto Forward Grant Agreement with Del Rio CC Foundation (First Tee – Central Valley) and the Boys and Girls Clubs of Stanislaus County CONTACT: Diane Sheatsley, Administrative Analyst II, [email protected], 209-577-5418
DESCRIPTION:

Consider approving the City of Modesto Pandemic Recovery Strategy – Modesto Forward Grant Agreements with Del Rio CC Foundation (First Tee – Central Valley) and the Boys and Girls Clubs of Stanislaus County, for $250,000 each and a total amount not to exceed $500,000 in American Rescue Plan Act Funding. (Funding Source: American Rescue Plan Act Fund) STRATEGIC PLAN ELEMENT:

This item supports each of the initiatives in the City’s 2020-2025 Strategic Plan.

BACKGROUND:

In April 2021, President Biden signed into law the American Rescue Plan Act, a $1.9 trillion emergency relief measure intended to provide relief to address the impact of COVID-19. Key allocations from the American Rescue Plan that have been made available directly from the federal government for the community included direct support for businesses, homeowners, renters, and restaurant/bar owners.

This legislation made a historic investment into local governments that included making $45,897,056 available to the City of Modesto to help address the local impact of COVID-19. The $45.89 million is being made available by the U.S Treasury directly to the City in two tranches:

City Council, June 4, 2024 American Rescue Plan Act Re-allocation Page 2 of 6 50 percent was made available in May 2021, and the remaining 50 percent was received on June 6, 2022. The deadline to obligate funds is December 31, 2024, and the deadline to expend the funds is December 31, 2026.

The Modesto Forward strategy was approved by Resolution 2021-194 on May 25, 2021, and it included various allocations of funding, which are attached to this item identified as the Year 1 strategy. Further, under Resolution 2022-237 on July 12, 2022, the Year 2 expenditure plan was approved based on soliciting priorities from the public and the Council at the three standing City #20..
- 1406 -
City Council, July 9, 2024
Modesto Forward Grant Agreement with
Del Rio CC Foundation (First Tee- Central Valley)
and Boys and Girls Clubs of Stanislaus County

Page 2 of 7 ends

Modesto City CouncilJuly 9, 2024

Modesto City Council
July 9, 2024