Agenda packet — Palm Springs City Council, July 10, 2023 (part 1 of 2)

CITY COUNCIL

AND AS SUCCESSOR AGENCY TO THE

COMMUNITY REDEVELOPMENT AGENCY OF THE

CITY OF PALM SPRINGS, CALIFORNIA
Council Chamber, City Hall
3200 E. Tahquitz Canyon Way, Palm Springs, CA 92262
www.palmspringsca.gov

REGULAR MEETING AGENDA
Pursuant to Assembly Bill 361, this meeting may be conducted by teleconference. There will be in-person public access to the meeting location.

JULY 10, 2023

4:00 PM CLOSED SESSION
5:30 PM REGULAR MEETING
Grace Elena Garner, Mayor
Jeffrey Bernstein, Mayor Pro Tem
Ron deHarte, Councilmember
Christy Gilbert Holstege, Councilmember
Lisa Middleton, Councilmember

City of Palm Springs Mission Statement: Palm Springs is an inclusive world-class city dedicated to providing excellent and responsive public services to enhance the quality of life for current and future generations.

Please note any agenda item which has not been initiated by 11:00 p.m. may be continued to a subsequent meeting.

At approximately 10:00 p.m., the City Council will determine the number of speakers who wish to address the City Council during Public Comment for non-Agenda Items and determine which agenda items will be considered before the 11:00 p.m.

Adjournment time.

AGENDA EN ESPAÑOL DISPONIBLE EL LUNES - HAGA CLIC AQUÍ

4:00 P.M. CLOSED SESSION

CALL TO ORDER (Council Chamber):

PUBLIC COMMENT FOR CLOSED SESSION ITEMS ONLY (Council Chamber): The City Council welcomes public input. Members of the public may address the City Council on Closed Session items by contacting the City Clerk's Office at 760-323-8204. Pursuant to State Law, the City Council may not discuss or take action on issues not on the meeting agenda (Government Code Section 54954.2). If you are compensated to communicate with City officials, you may be required to register and/or make certain disclosures as a lobbyist. Please see the City Clerk for additional information.

RECESS TO CLOSED SESSION (Small Conference Room): See Closed Session Agenda.

5:30 P.M. REGULAR MEETING

CALL TO ORDER:

PLEDGE OF ALLEGIANCE:

ROLL CALL:

PRESENTATIONS:

A. PRESENTATIONS, PROCLAMATIONS, AND OTHER NOTICES

ACCEPTANCE OF THE AGENDA: The City Council will discuss the order of the agenda, may amend the order, add urgency items, note abstentions or "no" votes on Consent Calendar items, and request Consent Calendar items be removed from the Consent Calendar for discussion.

The City Council may also remove items from the Consent Calendar prior to that portion of the Agenda.

REPORT OF CLOSED SESSION:

PUBLIC TESTIMONY: (Non-Public Hearing Agenda Items ONLY) July 10, 2023 City Council Regular Meeting Agenda 2
PUBLIC TESTIMONY: (Non-Public Hearing Agenda Items ONLY) This time has been set aside for members of the public to address the City Council only on agenda items. Two (2) minutes will be assigned to each speaker. Testimony for Public Hearings will only be taken at the time of the hearing, and General Public Comments, non-agenda items, will be taken later in the meeting.

1. CONSENT CALENDAR:

The following routine matters may be acted upon by one motion. Individual items may be removed by the Council for separate discussion at this time or under Acceptance of the Agenda. The ordinance title is deemed to be read in its entirety and further reading waived on any ordinance listed on the Consent Calendar.

A. FINDINGS TO CONDUCT CITY COUNCIL AND BOARD, COMMISSION, AND COMMITTEE MEETINGS VIRTUALLY UNDER ASSEMBLY BILL 361
RECOMMENDATION:

By motion, find that:

The City Council has reconsidered the circumstances of the state of emergency. Even though the State and local declared states of emergency have ended, community spread of COVID-19 continues to exist, and measures to reduce the spread, including physical distancing measures, continue to be necessary for the public health, safety, and welfare; and

1. State and local officials continue to recommend social distancing measures, which can impact the ability of the City and the public to meet safely in person; and

2. The City Council, and its subordinate bodies (Boards, Commissions, and Committees), shall be authorized to conduct public meetings in accordance with Government Code section 54953(e)(2) and other applicable provisions of the Brown Act for remote only or hybrid teleconference meetings.

3. B. REAPPOINTMENT AND RATIFY THE NOMINATION OF THE PALM SPRINGS

UNIFIED SCHOOL DISTRICT TO THE PARKS & RECREATION COMMISSION RECOMMENDATION:

Reappoint Jerry Alcorn to the Parks & Recreation Commission effective immediately to a term expiring June 30, 2026.

1. Appoint Jody Diaz to the Parks & Recreation Commission effective immediately to a term expiring June 30, 2026.

2. July 10, 2023 City Council Regular Meeting Agenda 3

C. APPROVAL OF PROGRAM SUPPLEMENTAL AGREEMENT NO. M014-R2

WITH THE STATE OF CALIFORNIA FOR USE OF REGIONAL SURFACE

TRANSPORTATION PROGRAM (RSTP) FUNDS AND NATIONAL HIGHWAY

PERFORMANCE (NHPP) FUNDS AS PART OF THE HIGHWAY BRIDGE

PROGRAM (HPB) FOR THE INDIAN CANYON DRIVE WIDENING & BRIDGE REPLACEMENT, CITY PROJECT NO. 01-11, FEDERAL AID PROJECT NO.

BRLO 5282(017
RECOMMENDATION:

Adopt a Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF

THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING PROGRAM SUPPLEMENT AGREEMENT NO. M014-R2 TO ADMINISTERING
AGENCY-STATE AGREEMENT FOR FEDERAL-AID PROJECT NO.
08-5282F15 WITH THE STATE OF CALIFORNIA, IN THE AMOUNT OF $10,433,797 FOR THE USE OF REGIONAL SURFACE TRANSPORTATION

PROGRAM (RSTP) FUNDS AND NATIONAL HIGHWAY PERFORMANCE
(NHPP) FUNDS AS PART OF THE HIGHWAY BRIDGE PROGRAM (HPB)

FOR THE INDIAN CANYON DRIVE WIDENING & BRIDGE REPLACEMENT, CITY PROJECT NO. 01-11, FEDERAL AID PROJECT NO. BRLO 5282(017)."

1. Authorize the City Manager to execute all necessary documents.2.

D. APPROVE COOPERATIVE PURCHASE AGREEMENT WITH HD SUPPLY FACILITIES MAINTENANCE, LTD. TO PROVIDE JANITORIAL SUPPLIES AND

EQUIPMENT FOR THE PALM SPRINGS INTERNATIONAL AIRPORT
RECOMMENDATION:

Approve Cooperative Purchase Agreement No. 23C091 (Attachment A) with HD Supply Facilities Maintenance, Ltd. to provide janitorial supplies and equipment for the Palm Springs International Airport for a four-year term in an amount not to exceed $600,000 beginning on the date provided in the Notice to Proceed, with a one-year extension option upon mutual agreement.

1. Authorize the City Manager or his designee to execute all necessary documents.

2. E. SECOND READING AND ADOPTION OF ORDINANCE NO. 2077 OF THE CITY OF PALM SPRINGS, CALIFORNIA, ADDING CHAPTER 5.89 TO THE PALM

SPRINGS MUNICIPAL CODE RELATING TO SIDEWALK VENDING AND AMENDING CHAPTER 5.48 RELATIVE TO COMMERCIAL SOLICITATION RECOMMENDATION:

Waive the second reading of text in its entirety, read by title only, and adopt Ordinance No. 2077, “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, ADDING CHAPTER 5.89 TO THE PALM

SPRINGS MUNICIPAL CODE, ESTABLISHING REGULATIONS ON SIDEWALK VENDING IN COMPLIANCE WITH SENATE BILL 946; AND AN AMENDMENT TO CHAPTER 5.48 RELATIVE TO COMMERCIAL SOLICITATION.”

July 10, 2023 City Council Regular Meeting Agenda 4

F. ORDINANCE AMENDING CITY MUNICIPAL CODE TO ESTABLISH

PERMANENT LIMITATIONS ON THIRD-PARTY FOOD DELIVERY FEES RECOMMENDATION:

Read by title and introduce Ordinance No. 2084, entitled “AN ORDINANCE OF THE CITY OF PALM SPRINGS, CALIFORNIA, ADDING CHAPTER 5.89 TO THE

PALM SPRING MUNICIPAL CODE, REGARDING LIMITATIONS ON
THIRD-PARTY FOOD DELIVERY FEES.”

G. APPROVE AN AGREEMENT WITH ONLINE COMPUTER LIBRARY CENTER, INC. FOR FIVE YEARS OF CATALOGING, METADATA, AND INTERLIBRARY

LOAN SERVICES
RECOMMENDATION:

Approve a five-year agreement with Online Computer Library Center, Inc. in the amount of $159,673 for cataloging, metadata, and interlibrary loan services.

1. Authorize the City Manager to execute all necessary documents.2.

EXCLUDED CONSENT CALENDAR: Items removed from the Consent Calendar for separate discussion are considered at this time.

2. PUBLIC HEARINGS: None.

3. BUSINESS & LEGISLATIVE:

A. PROPOSED AMENDMENT TO THE OPERATIONS COVENANT, TRANSIENT

OCCUPANCY TAX SHARE, AND SITE PLAN REVISIONS FOR THE ORCHID TREE HOTEL DEVELOPMENT LOCATED AT 222 S. CAHUILLA ROAD
RECOMMENDATION:

Consider adoption of Amendment No. 2 to Amended and Restated Operations Covenant Agreement No. 8449.

PUBLIC COMMENT: (Non-Agenda Items) This time has been set aside for members of the public to address the City Council on items of general interest within the subject matter jurisdiction of the City. Although the City Council values your comments, pursuant to the Brown Act, it generally cannot take any action on items not listed on the posted agenda. Two (2) minutes will be assigned to each speaker.

CITY COUNCIL AND CITY MANAGER COMMENTS, REPORTS, & AGENDA July 10, 2023 City Council Regular Meeting Agenda 5

CITY COUNCIL AND CITY MANAGER COMMENTS, REPORTS, & AGENDA DEVELOPMENT: This time is set aside for the City Council and City Manager to provide additional general comments and reports. Additionally, the City Council and City Manager may briefly discuss items of concern and prioritize agenda items for future meeting dates.

ADJOURNMENT:

AFFIDAVIT OF POSTING
State of California )
County of Riverside ) ss.

City of Palm Springs )

I, Brent Rasi, Deputy City Clerk of the City of Palm Springs, California, hereby certify this Agenda was delivered to each member of the City Council, provided to all parties who have requested such notice, posted at City Hall before 5:30 p.m., on July 6, 2023, and posted on the City’s website as required by established policies and procedures.

____________________________
Brent Rasi,
Deputy City Clerk

P U B L I C N O T I C E S

Pursuant to G.C. Section 54957.5(b)(2) the designated office for inspection of records in connection with the meeting is the Office of the City Clerk, City Hall, 3200 E. Tahquitz Canyon Way. Complete Agenda Packets are available for public inspection at: City Hall Office of the City Clerk. Agenda and staff reports are available on the City’s website www.palmspringsca.gov. If you would like additional information on any item appearing on this agenda, please contact the Office of the City Clerk at
(760) 323-8204.

It is the intention of the City of Palm Springs to comply with the Americans with Disabilities Act (ADA) in all respects. If, as an attendee or a participant at this meeting, or in meetings on a regular basis, you will need special assistance beyond what is normally provided, the City will attempt to accommodate you in every reasonable manner. Please contact the Office of the City Clerk, (760) 323-8204, at least 48 hours prior to the meeting to inform us of your particular needs and to determine if accommodation is feasible.

July 10, 2023 City Council Regular Meeting Agenda 6

CITY COUNCIL STAFF REPORT
07/10/2023
SUBJECT:
4:00 P.M. CLOSED SESSION
Attachments
2023-07-10 Closed Session

CITY COUNCIL

AND AS SUCCESSOR AGENCY TO THE

COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS

CLOSED SESSION AGENDA
Monday, July 10, 2023 – 4:00 p.m.

Pursuant to Assembly Bill 361, this meeting may be conducted by teleconference. There will be in - person public access to the meeting location.

PUBLIC COMMENT PERIOD FOR CLOSED SESSION ITEMS ONLY
(Time limit is two minutes per person) The City Council welcomes public input. Pursuant to State law, the City Council may not discuss or take action on issues not on the meeting agenda (Government Code Section 54954.2). Please contact the City Clerk at 760-323-8204 to be added to the queue.

CONFERENCE WITH LEGAL COUNSEL The City Council finds, based on advice from the City Attorney, that discussion in open session of the following described matter(s) will prejudice the position of the City in existing and anticipated litigation.

CONFERENCE WITH LEGAL COUNSEL—EXISTING LITIGATION____ G.C § 54956.9(d)(1)

Committee to Relocate Marilyn v. City of Palm Springs, PS Resorts , Riv. Sup. Ct., Case No.

CVRI2101435 (4th App. Dist. Div. 2, Case No. E077773 & E076921; now 4th App. Dist.; Div. 1 Case No. D080907)

CONFERENCE WITH LEGAL COUNSEL —SIGNIFICANT EXPOSURE TO LITIGATION G.C § 54956.9(d)(2)

One (1) matter.

Claim No. 22-0903, dated April 27, 2022, filed by Law Offices of Monrow Mabon and Barry J. Bennett, on behalf of Pearl Devers, Survivors & Descendants of Section 14; Claim No. 22- 0960, dated November 29, 2022, filed by Ar eva Martin, Esq., Martin & Martin, LLP Pearl Devers & Section 14 Survivors and Descendants

CONFERENCE WITH REAL PROPERTY NEGOTIATORS __________G.C. § 54956.8

Property:

City Negotiator:

Negotiating parties:

Under negotiation:

Serena Park, approx. 155 acres located at N. Whitewater Club Dr., Palm Springs
Scott Stiles, City Manager
PS Country Club, LLC
Price and terms of payment

CITY COUNCIL STAFF REPORT
07/10/2023
SUBJECT:

FINDINGS TO CONDUCT CITY COUNCIL AND BOARD, COMMISSION, AND COMMITTEE MEETINGS VIRTUALLY UNDER ASSEMBLY BILL 361
RECOMMENDATION:

By motion, find that:

The City Council has reconsidered the circumstances of the state of emergency.

Even though the State and local declared states of emergency have ended, community spread of COVID-19 continues to exist, and measures to reduce the spread, including physical distancing measures, continue to be necessary for the public health, safety, and welfare; and

1. State and local officials continue to recommend social distancing measures, which can impact the ability of the City and the public to meet safely in person; and

3. Attachments
Item 1A

CITY COUNCIL STAFF REPORT
DATE: July 10, 2023 CONSENT CALENDAR
SUBJECT: FINDINGS TO CONDUCT CITY COUNCIL AND BOARD, COMMISSION, AND COMMITTEE MEETINGS VIRTUALLY UNDER ASSEMBLY BILL 361 FROM:

BY:

Scott C. Stiles, City Manager
Brenda Pree, City Clerk
RECOMMENDATION:

By motion, find that:

1. The City Council has reconsidered the circumstances of the state of emergency.

2. State and local officials continue to recommend social distancing measures, which can impact the ability of the City and the public to meet safely in person; and

3. The City Council, and its subordinate bodies (Boards, Commissions, and Committees), shall be authorized to conduct public meetings in accordance with Government Code section 54953(e)(2) and other applicable provisions of the Brown Act for remote only or hybrid teleconference meetings.

BACKGROUND:

Governor Newsom’s Executive Orders N-29-20 and N-35-20, which relaxed some of the Brown Act’s teleconferencing provisions during the COVID -19 pandemic, expired on September 30, 2021. On September 16, 2021, Governor Newsom signed AB 361, which amends sections of the Brown Act to allow legislative bodies to more easily hold teleconference meetings during a state of emergency.

AB 361 added section 54953(e) to the Brown Act, authorizing legislative bodies (City Council, Boards, and Commissions) to conduct remote meetings provided the legislative body makes specified findings on a regular basis. Section 54953(e)(3) authorizes the City Council and its subordinate bodies to continue to conduct remote and/or hybrid public meetings, provided the procedural requirements of AB 361 are met.

In order to continue meeting by remote teleconferencing, a required condition is that the City Council find that state or local officials have imposed or recommended measures to promote social (physical) distancing, and that the legislative body continues to make Item 1A - Page 1
certain findings by majority vote at least every 30 days.

Among other measures to promote physical distancing, the California Division of Occupational Safety and Health (“Cal/OSHA”) regulations at Title 8 Section 3205 recommend physical distancing in the workplace as precautions against the spread of COVID-19 and imposes certain restrictions and requirements due to a “close cont act” which occurs when individuals are within six feet of another in certain circumstances.

And, the Centers for Disease Control and Prevention continue to recommend avoiding contact and keeping a safe distance from a person who has a suspected or confirme d case of COVID-19.

Under AB 361, teleconferenced meetings must meet the following requirements:
• All votes taken during a teleconferenced meeting must be by rollcall. • Whenever notice of the time of the meeting is given or the agenda for the meeting is posted, the legislative body must also provide notice of the means by which members of the public can access the meeting and offer public comment. The agenda must identify and include an opportunity for all persons to attend via a call- in option or an internet-based service option.
• In the event of a disruption that prevents the legislative body from broadcasting the meeting to members of the public using the call-in option or internet-based service option, or in the event of a disruption within the City’s control that prevents members of the public from offering public comments using the call -in option or internet-based service option, the legislative body cannot take any further action on items appearing on the meeting agenda u ntil public access to the meeting via the call-in option or internet-based service option is restored. • The legislative body cannot require public comments to be submitted in advance of the meeting and must provide an opportunity for the public to address the legislative body and offer comment in real time.
• An individual desiring to provide public comment through the use of an internet website, or other online platform, not under the control of the local legislative body, that requires registration to log in to a teleconference may be required to register as required by the third-party internet website or online platform to participate. • With regard to public comments:
• A legislative body that provides a timed public comment period for each agenda item cannot close the public comment period for the agenda item, or the opportunity to register, to provide public comment until that timed public comment period has elapsed.
• A legislative body that does not provide a timed public comment period, but takes public comment separately on each agenda item, must allow a reasonable amount of time per agenda item to allow public members the opportunity to provide public comment, including time for members of the public to register/log on, or otherwise be recognized for the purpose of providing public comment. • A legislative body that provides a timed general public comment period that does not correspond to a specific agenda item cannot close the public comment period or the opportunity to register/log on, until the timed general public comment period has elapsed.

Item 1A - Page 2
City Council Staff Report
July 10, 2023 -- Page 2
Virtual Meetings Under AB 361
As such, City Staff and the City Attorney recommend that the City Council make thes e findings, including at every Council meeting, in order to meet the “every 30 days” requirement of AB 361. These findings would apply to all City Boards, Commissions and Committees, so they are able to hold virtual meetings under AB 361.

FISCAL IMPACT:

There is no fiscal impact associated with this action.

REVIEWED BY:

Department Director: Brenda Pree
City Attorney: Jeffrey S. Ballinger
City Manager: Scott Stiles
Item 1A - Page 3

CITY COUNCIL STAFF REPORT
07/10/2023
SUBJECT:

REAPPOINTMENT AND RATIFY THE NOMINATION OF THE PALM SPRINGS

UNIFIED SCHOOL DISTRICT TO THE PARKS & RECREATION COMMISSION RECOMMENDATION:

Reappoint Jerry Alcorn to the Parks & Recreation Commission effective immediately to a term expiring June 30, 2026.

1. Appoint Jody Diaz to the Parks & Recreation Commission effective immediately to a term expiring June 30, 2026.

2. Attachments
Item 1B

CITY COUNCIL STAFF REPORT

DATE: JU LY 10, 2023 CONSENT CALENDAR

SUBJECT: REAPPOINTMENT AND RATIFY THE NOMINATION OF THE PALM

SPRINGS UNIFIED SCHOOL DISTRICT TO THE PARKS & RECREATION

COMMISSION

FROM: Scott C. Stiles, City Manager

BY: Brenda Pree, City Clerk

RECOMMENDATION:

1. Reappoint Jerry Alcorn to the P arks & Recreation Commission effective immediately to a term expiring June 30, 2026.

2. Appoint Jody Diaz to the Parks & Recreation Commission effective immediately to a term expiring June 30, 2026.

BACKGROUND:

On January 26, 2023, the City Council appointed Mayor Garner and Mayor Pro Tem Bernstein to an Ad Hoc Subcommittee to screen applications and conduct interviews to fill vacancies on various Boards and Commissions. T he Subcommittee’s recommendations are provided as noted above.

In accordance with Palm Springs Municipal Code Section 2.18.010(b), one member of the Parks and Recreation Commission shall be nominated by the Palm Springs Unified School district Superintendent for ratification by the Palm Springs City Council. The City has received notification from the District for their nomination of Jody Diaz for appointment to the Parks and Recreation for a term ending June 30, 2026.

FISCAL IMPACT
:

None.

REVIEWED BY:

Department Director: Brenda Pree
City Manager: Scott Stiles

ATTACHMENTS:

A. Board & Commission Rosters
B. PSUSD Nomination Letter
Item 1B - Page 1

ATTACHMENT A

Item 1B - Page 2

PARKS & RECREATION COMMISSION

Member Original Appointment Expires
Johnny Coladonato* - 1 March 7, 2018 June 30, 2025
Jerry Joseph Alcorn - 2 August 6, 2020 June 30, 2023
Michael Finland - 5 July 22, 2021 June 30, 2024
Susan Meyer - 5 June 24, 2021 June 30, 2024
John Miraglia - 2 April 8, 2021 June 30, 2024
Christopher Spellman - 4 June 24, 2021 June 30, 2024
Scott Page May 25, 2023 June 30, 2026
Katherine Hatch May 25, 2023 June 30, 2026
Donald Admire May 25, 2023 June 30, 2026
Vacant
Vacant (PSUSD)
Item 1B - Page 3

ATTACHMENT B

Item 1B - Page 4
From: Ellen
To: Jeffrey Bernstein; Cassandra Edney; Yvonne Wise
Cc: Diaz Jody; Erika Barragan
Subject: PSUSD Parks and Recs appointee
Date: Thursday, June 29, 2023 6:32:16 AM
NOTICE: This message originated outside of The City of Palm Springs -- DO NOT CLICK on links or open attachments unless you are sure the content is safe.

Dear Parks and Recreation, Palm Springs City Clerk and Mayor Pro Tem Bernstein, I am writing on behalf of Superintendent, Dr. Mike Swize and the Palm Springs Unified School District.

Dr.Swize would like to confirm the appointment of Ms Jody Diaz (Assistant Principal) to the City of Palm Springs Parks and Recreation Commission.

Should there be any changes where
Ms Diaz is unable to fulfill the commission seat then Ms. Ellen Goodman (PSUSD Foundation Director) will be our alternative appointee.

Please let me know if you have any questions or would like more information. Thank you so much for the opportunity to serve the City of Palm Springs.

Yours,
Ellen Goodman
Please excuse typos.

Sent on the go from my phone.

Ellen Goodman
Foundation Director
415.637.2925
(cell)
760.416.8455 (office)
www.psusdfoundation.net
Item 1B - Page 5

CITY COUNCIL STAFF REPORT
07/10/2023
SUBJECT:

APPROVAL OF PROGRAM SUPPLEMENTAL AGREEMENT NO. M014-R2 WITH

THE STATE OF CALIFORNIA FOR USE OF REGIONAL SURFACE

TRANSPORTATION PROGRAM (RSTP) FUNDS AND NATIONAL HIGHWAY

PERFORMANCE (NHPP) FUNDS AS PART OF THE HIGHWAY BRIDGE

PROGRAM (HPB) FOR THE INDIAN CANYON DRIVE WIDENING & BRIDGE REPLACEMENT, CITY PROJECT NO. 01-11, FEDERAL AID PROJECT NO. BRLO 5282(017
RECOMMENDATION:

Adopt a Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF PALM SPRINGS, CALIFORNIA, APPROVING PROGRAM
SUPPLEMENT AGREEMENT NO. M014-R2 TO ADMINISTERING
AGENCY-STATE AGREEMENT FOR FEDERAL-AID PROJECT NO.
08-5282F15 WITH THE STATE OF CALIFORNIA, IN THE AMOUNT OF $10,433,797 FOR THE USE OF REGIONAL SURFACE TRANSPORTATION

PROGRAM (RSTP) FUNDS AND NATIONAL HIGHWAY PERFORMANCE
(NHPP) FUNDS AS PART OF THE HIGHWAY BRIDGE PROGRAM (HPB) FOR

THE INDIAN CANYON DRIVE WIDENING & BRIDGE REPLACEMENT, CITY PROJECT NO. 01-11, FEDERAL AID PROJECT NO. BRLO 5282(017)."

1. Authorize the City Manager to execute all necessary documents.2.

Attachments
Item 1C

CITY COUNCIL STAFF REPORT

DATE: JULY 10, 2023 CONSENT CALENDAR

SUBJECT: APPROVAL OF PROGRAM SUPPLEMENTAL AGREEMENT NO. M014 - R2 WITH THE STATE OF CALIFORNIA FOR USE OF REGIONAL

SURFACE TRANSPORTATION PROGRAM (RSTP) FUNDS AND

NATIONAL HIGHWAY PERFORMANCE (NHPP) FUNDS AS PART OF

THE HIGHWAY BRIDGE PROGRAM (HPB) FOR THE INDIAN CANYON
DRIVE WIDENING & BRIDGE REPLACEMENT, CITY PROJECT NO. 01 - 11, FEDERAL AID PROJECT NO. BRLO 5282(017)

FROM: Scott C. Stiles, City Manager

BY: Engineering Services Department

SUMMARY:

Approval of Program Supplemental Agreement No. M014- R2 will formally authorize the reimbursement of $10,433,797 in federal aid funds for the right-of-way phase of the Indian Canyon Drive Widening and Bridge Replacement, City Project No. 01- 11, Federal Aid Project No. BRLO 5282(017), (the “Project”).

RECOMMENDATION:

1. Adopt Resolution No. _____, “A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF PALM SPRINGS, CALIFORNIA, APPROVING PROGRAM SUPPLEMENT AGREEMENT NO. M014-R2 TO ADMINISTERING AGENCY-STATE AGREEMENT FOR FEDERAL -AID PROJECT NO. 08 -5282F15 WITH T HE STATE OF CALIFORNIA, IN THE AMOUNT OF $10,433,797 FOR USE OF REGINAL SURFACE

TRANSPORTATION PROGRAM (RSTP) FUNDS AND NATIONAL HIGHWAY

PERFORMANCE (NHPP) FUNDS AS PART OF THE HIGHWAY BRIDGE

PROGRAM (HPB) FOR THE INDIAN CANYON DRIVE WIDENING & BRIDGE REPLACEMENT, CITY PROJECT NO. 01-11, FEDERAL AID PROJECT NO. BRLO 5282(017)”; and

2. Authorize the City Manager to execute all necessary documents.

Item 1C - Page 1
City Council Staff Report
July 10, 2023 -- Page 2
Approve Supplemental Agreement CP 01-11

STAFF ANALYSIS:

After the City initiated the Indian Canyon Drive/Interstate 10 Interchange Project (“I -10 Project”) in 2000, the Engineering Services Department (“Department”) turned its attention to widening Indian Canyon Drive through the Whitewater River up to Garnet Avenue to correspond with the ultimate 6- lane roadway to be constructed from Garnet Avenue over Interstate 10 as part of the I -10 Project. In pursuit of this goal, the Department applied for and obtained federal grants for widening Indian Canyon Drive, from the Union Pacific Railroad (“UPRR”) bridge to Garnet Avenue from 2 lanes to 6 lanes.

The Department was initially successful in being awarded a federal grant of $4,286,000 from the Highway Bridge Program (“HBP”), administered through the California Department of Transportation (“Caltrans”). Subsequently , the scope of the project changed from widening the existing UPRR bridge to a complete replacement of the UPRR bridge. As the total cost of the Project increased, the Department successfully increased the total federal funding for the project to $17.4 million. A map of where this project is located is shown in Figure 1.

Figure 1. Location of Project and 500’ buffer

Item 1C - Page 2
City Council Staff Report
July 10, 2023 -- Page 3
Approve Supplemental Agreement CP 01-11

In May 2001, the Department obtained approval from Caltrans to proceed with the preliminary engineering phase of this project.

On March 20, 2002, the City Council awarded a contract with Dokken Engineering for professional environmental design services, engineering design services, and right -of- way acquisition services for the Project. The preliminary engineering phase was complete, and the design team moved on to the right of way phase of the project.

On February 21, 2023, the City Council awarded a construction contract in the amount of $40,253,929 to Steven P. Rados, Inc. for the Indian Canyon Bridge Project.

Program Supplemental Agreement No. M014-R2

As part of authorization for funding, the City of Palm Springs and the State of California are required to enter into a Master Agreement in order to receive federal funding. The Master Agreement is amended by each successive use of federal funds on a project, and upon authorization or obligation of the use of federal funds on a project, the City is provided with a “Program Supplement Agreement”, or amendment, to the Master Agreement.

As the project has now moved onto the construction phase of the Project using federal funds, Caltrans has submitted to the City approval of a Program Supplement Agreement No. M014-R2 which will facilitate the City’s use of federal funds for the Project. A copy of the Program Supplement Agreement No. M014-R2 is included in Attachment 1. Caltrans requires that the City adopt a Resolution approving the Program Supplement Agreement, included as Attachment 2.

ENVIRONMENTAL IMPACT:

Section 21084 of the California Public Resources Code requires Guidelines for Implementation of the California Environmental Quality Act (“CEQA”). In accordance with the CEQA Guidelines, the City acting as “Lead Agency” pursuant to CEQA, previously completed an environmental analysis of the potential impacts resulting from construction of the Project. On November 4, 2009, the City Council adopted Resolution No. 22620, adopting and ordering the filing of a Mitigated Negative Declaration for the Project.

Subsequently, on November 5, 2009, staff filed a Notice of Determination with the Riverside County Clerk and State Clearing House; a copy of the Notice of Determination is part of the project file.

The Project is funded, in part, by federal funds, requiring local oversight by the State of California, Department of Transportation (“Caltrans”). As a federally funded project, the Project is subject to environmental review pursuant to the National Environmental Policy Act (“NEPA”). On September 24, 2009, Caltrans, acting as the lead agency pursuant to NEPA, made an environmental determination that the Project does not individually or cumulatively have a significant impact on the environment as defined by NEPA and is Item 1C - Page 3
City Council Staff Report
July 10, 2023 -- Page 4
Approve Supplemental Agreement CP 01-11

excluded from the requirements to prepare an Environmental Assessment (“EA”) or Environmental Impact Statement (“EIS”), has considered unusual circumstances pursuant to 23 CFR 771.117(b), and that it qualifies for a Categorical Exclusion under Section 6005 of 23 U.S.C. 327. A copy of the NEPA Categorical Exclusion issued by Caltrans is part of the project file.

FISCAL IMPACT:

Funding for the project is made possible by federal funds which cover 88.53% of eligible costs. Regional and Local Measure A funds will pay for the 11.47% matching funds at a 75% to 25% ratio. Approval of the Program Supplement Agreement No. M014 -R2 with Caltrans will formally authorize the disbursement and use of up to $10,433,797 in federal- aid funds for construction of the Project.

REVIEWED BY:

City Engineer: Joel Montalvo
Deputy City Manager: Flinn Fagg
City Manager: Scott Stiles

ATTACHMENTS:

A. Program Supplemental Agreement
B. Resolution

Item 1C - Page 4

Attachment A
Item 1C - Page 5
M014 Rev. 2
FOR FEDERAL-AID PROJECTS NO 08-5282
0800000815
May 24, 2023
08-RIV-0-PSP
BRLO-5282(017)
08-924634
5282
This Program Supplement hereby adopts and incorporates the Administering Agency-State Agreement for Federal Aid which was entered into between the Administering Agency and the State on 03/18/1998 and is subject to all the terms and conditions thereof. This Program Supplement is executed in accordance with Article I of the aforementioned Master Agreement under authority of Resolution No. approved by the Administering Agency on (See copy attached).

The Administering Agency further stipulates that as a condition to the payment by the State of any funds derived from sources noted below obligated to this PROJECT, the Administering Agency accepts and will comply with the special covenants or remarks set forth on the following pages.

Indian Canyon Drive at the U.P.R.R. Overhead, Br. No. 56C-0025 Replace existing 2-lane bridge with 6-lane bridge 0.0(MILES) Federal FundsEstimated Cost Matching Funds
33D0 $642,146.90
H1C0 $80,000.00
Y001 $10,433,797.00
Q110 $173,991.00
Z001 $739,805.10

CITY OF PALM SPRINGS
By ________________________________ By ________________________________ Title _______________________________
Date _______________________________
Attest _______________________________ Date _______________________________ Division of Local Assistance
I hereby certify upon my personal knowledge that budgeted funds are available for this encumbrance:

Accounting Officer _______________________ Date _______________ PROGRAM SUPPLEMENT NO.
to

ADMINISTERING AGENCY-STATE AGREEMENT
Adv. Project ID Date:

Location:

Project Number:

E.A. Number:

Locode:

PROJECT LOCATION:

TYPE OF WORK: LENGTH:

LOCAL OTHER
$27,146,723.00 $15,076,983.00 $0.00
Chief, Office of Project Implementation

STATE OF CALIFORNIA
Department of Transportation
$12,069,740.00
1 Page of 7Program Supplement 08-5282-M014-R2- ISTEA
5/30/2023
Item 1C - Page 6
-
I I
-

SPECIAL COVENANTS OR REMARKS
08-RIV-0-PSP
BRLO-5282(017)

1. A. The ADMINISTERING AGENCY will advertise, award and administer this project in accordance with the current published Local Assistance Procedures Manual.

B. ADMINISTERING AGENCY agrees that it will only proceed with work authorized for specific phase(s) with an "Authorization to Proceed" and will not proceed with future phase(s) of this project prior to receiving an "Authorization to Proceed" from the STATE for that phase(s) unless no further State or Federal funds are needed for those future phase(s).

C. STATE and ADMINISTERING AGENCY agree that any additional funds which might be made available by future Federal obligations will be encumbered on this PROJECT by use of a STATE-approved "Authorization to Proceed" and Finance Letter. ADMINISTERING AGENCY agrees that Federal funds available for reimbursement will be limited to the amounts obligated by the Federal Highway Administration.

D. Award information shall be submitted by the ADMINISTERING AGENCY to the District Local Assistance Engineer within 60 days of project contract award and prior to the submittal of the ADMINISTERING AGENCY'S first invoice for the construction contract.

Failure to do so will cause a delay in the State processing invoices for the construction phase.

Attention is directed to Section 15.7 "Award Package" of the Local Assistance Procedures Manual.

E. ADMINISTERING AGENCY agrees, as a minimum, to submit invoices at least once every six months commencing after the funds are encumbered for each phase by the execution of this Project Program Supplement Agreement, or by STATE's approval of an applicable Finance Letter. STATE reserves the right to suspend future authorizations/obligations for Federal aid projects, or encumbrances for State funded projects, as well as to suspend invoice payments for any on-going or future project by ADMINISTERING AGENCY if PROJECT costs have not been invoiced by ADMINISTERING AGENCY for a six-month period.

If no costs have been invoiced for a six-month period, ADMINISTERING AGENCY agrees to submit for each phase a written explanation of the absence of PROJECT activity along with target billing date and target billing amount.

ADMINISTERING AGENCY agrees to submit the final report documents that collectively constitute a "Report of Expenditures" within one hundred eighty (180) days of PROJECT completion. Failure of ADMINISTERING AGENCY to submit a "Final Report of Expenditures" within 180 days of PROJECT completion will result in STATE imposing sanctions upon ADMINISTERING AGENCY in accordance with the current Local Assistance Procedures Manual.
2 Page of 7Program Supplement 08-5282-M014-R2- ISTEA
Item 1C - Page 7

SPECIAL COVENANTS OR REMARKS
08-RIV-0-PSP
BRLO-5282(017)
F. Administering Agency shall not discriminate on the basis of race, religion, age, disability, color, national origin, or sex in the award and performance of any Federal-assisted contract or in the administration of its DBE Program Implementation Agreement. The Administering Agency shall take all necessary and reasonable steps under 49 CFR Part 26 to ensure nondiscrimination in the award and administration of Federal-assisted contracts. The Administering Agency's DBE Implementation Agreement is incorporated by reference in this Agreement. Implementation of the DBE Implementation Agreement, including but not limited to timely reporting of DBE commitments and utilization, is a legal obligation and failure to carry out its terms shall be treated as a violation of this Agreement. Upon notification to the Administering Agency of its failure to carry out its DBE Implementation Agreement, the State may impose sanctions as provided for under 49 CFR Part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and/or the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.).

G. Any State and Federal funds that may have been encumbered for this project are available for disbursement for limited periods of time. For each fund encumbrance the limited period is from the start of the fiscal year that the specific fund was appropriated within the State Budget Act to the applicable fund Reversion Date shown on the State approved project finance letter. Per Government Code Section 16304, all project funds not liquidated within these periods will revert unless an executed Cooperative Work Agreement extending these dates is requested by the ADMINISTERING AGENCY and approved by the California Department of Finance.

ADMINISTERING AGENCY should ensure that invoices are submitted to the District Local Assistance Engineer at least 75 days prior to the applicable fund Reversion Date to avoid the lapse of applicable funds. Pursuant to a directive from the State Controller's Office and the Department of Finance; in order for payment to be made, the last date the District Local Assistance Engineer can forward an invoice for payment to the Department's Local Programs Accounting Office for reimbursable work for funds that are going to revert at the end of a particular fiscal year is May 15th of the particular fiscal year. Notwithstanding the unliquidated sums of project specific State and Federal funding remaining and available to fund project work, any invoice for reimbursement involving applicable funds that is not received by the Department's Local Programs Accounting Office at least 45 days prior to the applicable fixed fund Reversion Date will not be paid. These unexpended funds will be irrevocably reverted by the Department's Division of Accounting on the applicable fund Reversion Date.

H. As a condition for receiving federal-aid highway funds for the PROJECT, the Administering Agency certifies that NO members of the elected board, council, or other key decision makers are on the Federal Government Exclusion List. Exclusions can be found at www.sam.gov. 3 Page of 7Program Supplement 08-5282-M014-R2- ISTEA
Item 1C - Page 8

SPECIAL COVENANTS OR REMARKS
08-RIV-0-PSP
BRLO-5282(017)

2. A. ADMINISTERING AGENCY shall conform to all State statutes, regulations and procedures (including those set forth in the Local Assistance Procedures Manual and the Local Assistance Program Guidelines, hereafter collectively referred to as "LOCAL ASSISTANCE PROCEDURES") relating to the federal-aid program, all Title 23 Code of Federal Regulation (CFR) and 2 CFR Part 200 federal requirements, and all applicable federal laws, regulations, and policy and procedural or instructional memoranda, unless otherwise specifically waived as designated in the executed project-specific PROGRAM SUPPLEMENT.

B. Invoices shall be formatted in accordance with LOCAL ASSISTANCE PROCEDURES.

C. ADMINISTERING AGENCY must have at least one copy of supporting backup documentation for costs incurred and claimed for reimbursement by ADMINISTERING AGENCY. ADMINISTERING AGENCY agrees to submit supporting backup documentation with invoices if requested by State. Acceptable backup documentation includes, but is not limited to, agency's progress payment to the contractors, copies of cancelled checks showing amounts made payable to vendors and contractors, and/or a computerized summary of PROJECT costs.

D. Indirect Cost Allocation Plan/Indirect Cost Rate Proposals (ICAP/ICRP), Central Service Cost Allocation Plans and related documentation are to be prepared and provided to STATE (Caltrans Audits & Investigations) for review and approval prior to ADMINISTERING AGENCY seeking reimbursement of indirect costs incurred within each fiscal year being claimed for State and federal reimbursement. ICAPs/ICRPs must be prepared in accordance with the requirements set forth in 2 CFR, Part 200, Chapter 5 of the Local Assistance Procedural Manual, and the ICAP/ICRP approval procedures established by STATE.

E. STATE will withhold the greater of either two (2) percent of the total of all federal funds encumbered for each PROGRAM SUPPLEMENT or $40,000 until ADMINISTERING AGENCY submits the Final Report of Expenditures for each completed PROGRAM SUPPLEMENT PROJECT.

F. Payments to ADMINISTERING AGENCY for PROJECT-related travel and subsistence (per diem) expenses of ADMINISTERING AGENCY forces and its contractors and subcontractors claimed for reimbursement or as local match credit shall not exceed rates authorized to be paid rank and file STATE employees under current State Department of Personnel Administration (DPA) rules. If the rates invoiced by ADMINISTERING AGENCY are in excess of DPA rates, ADMINISTERING AGENCY is responsible for the cost difference, and any overpayments inadvertently paid by STATE shall be reimbursed to STATE by ADMINISTERING AGENCY on demand within thirty (30) days of such invoice. 4 Page of 7Program Supplement 08-5282-M014-R2- ISTEA
Item 1C - Page 9

SPECIAL COVENANTS OR REMARKS
08-RIV-0-PSP
BRLO-5282(017)
G. ADMINISTERING AGENCY agrees to comply with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards.

H. ADMINISTERING AGENCY agrees, and will assure that its contractors and subcontractors will be obligated to agree, that Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31, et seq., shall be used to determine the allowability of individual PROJECT cost items.

I. Every sub-recipient receiving PROJECT funds under this AGREEMENT shall comply with 2 CFR, Part 200, 23 CFR, 48 CFR Chapter 1, Part 31, Local Assistance Procedures, Public Contract Code (PCC) 10300-10334 (procurement of goods), PCC 10335-10381 (non-A&E services), and other applicable STATE and FEDERAL regulations.

J. Any PROJECT costs for which ADMINISTERING AGENCY has received payment or credit that are determined by subsequent audit to be unallowable under 2 CFR, Part 200, 23 CFR, 48 CFR, Chapter 1, Part 31, and other applicable STATE and FEDERAL regulations, are subject to repayment by ADMINISTERING AGENCY to STATE.

K. STATE reserves the right to conduct technical and financial audits of PROJECT WORK and records and ADMINISTERING AGENCY agrees, and shall require its contractors and subcontractors to agree, to cooperate with STATE by making all appropriate and relevant PROJECT records available for audit and copying as required by the following paragraph:

ADMINISTERING AGENCY, ADMINISTERING AGENCY'S contractors and subcontractors, and STATE shall each maintain and make available for inspection and audit by STATE, the California State Auditor, or any duly authorized representative of STATE or the United States all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to, the costs of administering those various contracts and ADMINISTERING AGENCY shall furnish copies thereof if requested.

All of the above referenced parties shall make such AGREEMENT, PROGRAM SUPPLEMENT, and contract materials available at their respective offices at all reasonable times during the entire PROJECT period and for three (3) years from the date of submission of the final expenditure report by the STATE to the FHWA.

L. ADMINISTERING AGENCY, its contractors and subcontractors shall establish and maintain a financial management system and records that properly accumulate and segregate reasonable, allowable, and allocable incurred PROJECT costs and matching funds by line item for the PROJECT. The financial management system
5 Page of 7Program Supplement 08-5282-M014-R2- ISTEA
Item 1C - Page 10

SPECIAL COVENANTS OR REMARKS
08-RIV-0-PSP
BRLO-5282(017)
of ADMINISTERING AGENCY, its contractors and all subcontractors shall conform to Generally Accepted Accounting Principles, enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment vouchers or invoices set to or paid by STATE.

M. ADMINISTERING AGENCY is required to have an audit in accordance with the Single Audit Act of 2 CFR 200 if it expends $750,000 or more in Federal Funds in a single fiscal year of the Catalogue of Federal Domestic Assistance.

N. ADMINISTERING AGENCY agrees to include all PROGRAM SUPPLEMENTS adopting the terms of this AGREEMENT in the schedule of projects to be examined in ADMINISTERING AGENCY's annual audit and in the schedule of projects to be examined under its single audit prepared in accordance with 2 CFR, Part 200.

O. ADMINISTERING AGENCY shall not award a non-A&E contract over $5,000, construction contracts over $10,000, or other contracts over $25,000 [excluding professional service contracts of the type which are required to be procured in accordance with Government Code sections 4525 (d), (e) and (f)] on the basis of a noncompetitive negotiation for work to be performed under this AGREEMENT without the prior written approval of STATE. Contracts awarded by ADMINISTERING AGENCY, if intended as local match credit, must meet the requirements set forth in this AGREEMENT regarding local match funds.

P. Any subcontract entered into by ADMINISTERING AGENCY as a result of this AGREEMENT shall contain provisions B, C, F, H, I, K, and L under Section 2 of this agreement.

3. Appendix E of the Title VI Assurances (US DOT Order 1050.2A) During the performance of this agreement, the ADMINISTERING AGENCY, ADMINISTERING AGENCY'S contractors and subcontractor, (hereinafter referred to as the "contractor") agrees to comply with the following nondiscrimination statutes and authorities; including but not limited to:

Pertinent Nondiscrimination Authorities:

A. Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21.

B. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); C. Federal-Aid Highway Act of 1973, (23 U.S.C. 324 et seq.), (prohibits discrimination on the basis of sex);
D. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as 6 Page of 7Program Supplement 08-5282-M014-R2- ISTEA
Item 1C - Page 11

SPECIAL COVENANTS OR REMARKS
08-RIV-0-PSP
BRLO-5282(017)
amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; E. The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits discrimination on the basis of age);
F. Airport and Airway Improvement Act of 1982, (49 U.S.C. 4 71, Section 4 7123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); G. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or
activities" to include all of the programs or activities of the Federal-aid recipients, subrecipients and contractors, whether such programs or activities are Federally funded or not);
H. Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; I. The Federal Aviation Administration's Nondiscrimination statute (49 U.S.C. 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); J. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; K. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100);
L. Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). 7 Page of 7Program Supplement 08-5282-M014-R2- ISTEA
Item 1C - Page 12

Attachment B
Item 1C - Page 13
RESOLUTION NO. _____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

PALM SPRINGS, CALIFORNIA, APPROVING PROGRAM
SUPPLEMENT AGREEMENT NO. M014-R2 TO

ADMINISTERING AGENCY -STATE AGREEMENT FOR
FEDERAL-AID PROJECTS NO. 08-5282 WITH THE STATE
OF C ALIFORNIA, IN THE AMOUNT OF $ 10,433,797 FOR

USE OF REGINAL SURFACE TRANSPORTATION

PROGRAM (RSTP) FUNDS AND NATIONAL HIGHWAY

PERFORMANCE (NHPP) FUNDS AS PART OF THE

HIGHWAY BRIDGE PROGRAM (HPB) FOR THE INDIAN

CANYON DRIVE WIDENING & BRIDGE REPLACEMENT,
CITY PROJECT NO. 01 -11, FEDERAL AID PROJECT NO.

BRLO 5282(017) ; AND AUTHORIZING THE CITY

MANAGER TO EXECUTE THE AGREEMENT ON BEHALF

OF THE CITY OF PALM SPRINGS

WHEREAS, the Congress of the United States has enacted the Intermodal Surface Transportation Efficiency Act (ISTEA) of 1991 and subsequent Transportation Authorization Bills to fund transportation programs; and

WHEREAS, the Legislature of the State of California has enacted legislation by which certain federal -aid funds may be made available for use on local transportation related projects of public entities qualified to act as recipients for these federal -aid funds in accordance with the intent of federal law; and

WHEREAS, before federal funds will be made available for a specific program project, the City of Palm Springs and State of California are required to enter into an agreement to establish terms and conditions applicable to the City of Palm Springs when receiving federal funds for a designated project facility and to the subsequent operation and maintenance of that completed facility; and

WHEREAS, the City of Palm Springs has submitted to the California Department of Transportation a request for funds associated with utility relocation as part of the right of way phase of the Indian Canyon Drive Widening and Bridge Replacement, City Project No. 01-11, Federal Aid Project No. BRLO 5282(017), requiring obligation of $10,433,797 federal-aid funds; and

WHEREAS, the California Department of Transportation has prepared Program Supplement Agreement No. M014-R2 to the current Master Agreement , Administering Agency – State Agreement No. 08- 5282 with the state of California, obligating $10,433,797 of federal -aid funds for the Indian Canyon Drive Widening and Bridge Replacement, City Project No. 01-11, Federal Aid Project No. BRLO 5282(017).

Item 1C - Page 14
Resolution No.

Page 2 ends

THE CITY COUNCIL OF THE CITY OF PALM SPRINGS DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. Program Supplement Agreement No. M014 -R2 to Administering Agency – State Agreement No. 08- 5282, with the state of California, obligating $10,433,797 of federal -aid funds for the Indian Canyon Drive Widening and Bridge Replacement, City Project No. 01-11, Federal Aid Project No. BRLO 5282(017) is hereby approved.

SECTION 2. The City Manager is hereby authorized to execute and administer the Program Supplement Agreement No. M014-R2 as may be necessary.

ADOPTED THIS 10th day of July, 2023.

Scott Stiles, City Manager

ATTEST:

Brenda Pree, City Clerk

CERTIFICATION

STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.

CITY OF PALM SPRINGS )

I, BRENDA PREE, City Clerk of the City of Palm Springs, hereby certify that Resolution No. ____ is a full, true and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Springs on July 10, 2023, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Brenda Pree, City Clerk
City of Palm Springs, California
Item 1C - Page 15

CITY COUNCIL STAFF REPORT
07/10/2023
SUBJECT:

APPROVE COOPERATIVE PURCHASE AGREEMENT WITH HD SUPPLY
FACILITIES MAINTENANCE, LTD. TO PROVIDE JANITORIAL SUPPLIES AND

EQUIPMENT FOR THE PALM SPRINGS INTERNATIONAL AIRPORT
RECOMMENDATION:

1. Authorize the City Manager or his designee to execute all necessary documents.2.

Attachments
Item 1D

CITY COUNCIL STAFF REPORT

DATE: JULY 10, 2023 CONSENT CALENDAR

SUBJECT: APPROVE COOPERATIVE PURCHASE AGREEMENT WITH HD SUPPLY FACILITIES MAINTENANCE, LTD. TO PROVIDE JANITORIAL

SUPPLIES AND EQUIPMENT FOR THE PALM SPRINGS

INTERNATIONAL AIRPORT

FROM: Scott C. Stiles, City Manager

BY: Department of Aviation

SUMMARY:

This action will approve a four -year cooperative purchase agreement with HD Supply Facilities Maintenance, Ltd. (HD Supply) in an amount not to exceed $600,000 for the purchase of janitorial supplies and equipment for the Palm Springs International Airport (Airport).

RECOMMENDATION:

1. A pprove Cooperative Purchase Agreement No. 23C091 (Attachment A) with HD Supply Facilities Maintenance, Ltd. to provide janitorial supplies and equipment for the Palm Springs International Airport for a four-year term in an amount not to exceed $600,000 beginning on the date provided in the Notice to Proceed, with a one-year extension option upon mutual agreement.

2. Authorize the City Manager or his designee to execute all necessary documents.

BUSINESS PRINCIPAL DISCLOSURE:

According to the Public Integrity Disclosure form (Attachment B) submitted on June 8, 2023, HD Supply Facilities Maintenance LP is registered in the State of California.

BACKGROUND:

The Airport requires rapid deliveries and stocked inventory levels for large quantity janitorial supplies. To ensure the Airport meets its high demand for janitorial supplies and equipment, the Airport will be utilizing two separate cooperative agreement s; one with Network Services Company’s cooperative purchasing program as its primary cooperative Item 1D - Page 1
City Council Staff Report
July 10, 2023 -- Page 2
Cooperative Agreement with HD Supply Facilities Maintenance Ltd.

agreement, and the second cooperative agreement with HD Supply which will be utilized as a secondary cooperative agreement for purchasing janitorial supplies and equipment.

Due to a delay in receiving the Public Integrity Disclosure form from Network Services Company, staff will be submitting the primary cooperative agreement with Network Services Company to the City Council at the July 24, 2023 City Council meeting.

The Airport sees the HD Supply Cooperative Agreement as advantageous to fill the current janitorial demand for the cleanliness of the Airport at a competitive price.

STAFF ANALYSIS
:

In accordance with City of Palm Springs Municipal Code Section 7.09.010, “Cooperative Purchasing Programs” , the City may authorize the acquisition of supplies or services through a joint powers or other cooperative purchasing program provided that the bidder selected was selected through a competitive process. Additionally, the competitive process must be: (1) similar to the City’s Procurement Procedures/adequate to protect the public interest and (2) the price of the supplies or services is likely to be less through the cooperative purchase than through the City’s Procurement Procedures. Staff has determined that OMNIA Partners Cooperative Contract 2020002299 meets the requirements of City of Palm Springs Municipal Code Section 7.09.010.

The Airport is proposing to enter into a four -year Cooperative Purchase Agreement for janitorial supplies and equipment with a one-year extension option for janitorial supplies and equipment through HD Supply, under OMNIA Partners Cooperative Contract 2020002299 and Amendment to Contract 2020002299.

The Airport purchases janitorial supplies and equipment that includes bathroom supplies, cleaners, disinfectants, gloves, soap, deodorizers, trash liners, mop heads, brooms, and other items.

Over the last four years, the cost of the yearly supplies has averaged $199,198 inclusive of the COVID-impacted CY 2020, and $227,355 excluding CY 2020.

Year Total Passengers Supplies Expenditures
CY 2019 2,563,955 $ 223,335
CY 2020 1,252,094 $ 114,725
CY 2021 2,092,943 $ 175,224
CY 2022 2,981,844 $ 283,506

Staff recommends approval of Cooperative Purchase Agreement No. 23C 091 with HD Supply in an amount not to exceed $600,000, for a four-year term beginning on the date provided in the Notice to Proceed, with a one-year extension option upon mutual agreement.

Item 1D - Page 2
City Council Staff Report
July 10, 2023 -- Page 3
Cooperative Agreement with HD Supply Facilities Maintenance Ltd.

FISCAL IMPACT:

Funding for janitorial supplies and equipment has been budgeted and are available in Airport account 4157050.50035.

REVIEWED BY:

Department Director: Harry Barrett Jr.

Procurement and Contract Manager: Kim Baker
City Attorney: Geremy Holm
City Manager: Scott Stiles

ATTACHMENTS:

A. Cooperative Agreement 23C091
B. Public Integrity Disclosure Form

Item 1D - Page 3

ATTACHMENT A
COOPERATIVE AGREEMENT NO. 23C091
Item 1D - Page 4

4.13.2023

COOPERATIVE PURCHASE OF JANITORIAL SUPPLIES AND EQUIPMENT FOR THE PALM SPRINGS INTERNATIONAL AIPRORT AGREEMENT NO. 23C091

This Cooperative Purchase of Janitorial Supplies and Equipment Agreement (“Agreement”) is entered into by and between the City of Palm Springs, a California charter city and municipal corporation (“City”) and HD Supply Facilities Maintenance Ltd., a Florida Limited Partnership (“Contractor”). City and Contractor are sometimes individually referred to as “Party” or collectively as “Parties” in this Agreement.

1. Background.
a. This Agreement is made and entered into in reference to the competitively solicited OMNIA Partners Contract No. 2020002299 and Amendment to Contract No. 2020002299 attached hereto as Attachment “A” (“Cooperative Agreement”).
b. The City desires to purchase janitorial supplies and equipment for the Palm Springs International Airport on an as needed bases attached hereto as Attachment “B” , the content of which is incorporated by reference to this Agreement as if fully set out here in its entirety.
c. Contractor desires to perform said services on the terms and conditions set forth in this Agreement.

2. Term. The term of this Agreement is four (4) years beginning on the date provided in the Notice to Proceed for the City’s Procurement and Contracting Department. The parties may mutually extend the term of this Agreement for up to one additional one- year period (“Option Period(s)”) as allowed by the cooperative contract, provided, the parties do so in writing prior to the expiration of the original term of the then- current Option Period.

3. Compensation and Payment. This Agreement is for an amount not to exceed $600,000 subject to approved amendments and changes. All pricing must be in accordance with the attached Quote, as shown as Attachment “B” , the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety.

4. Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City.

5. Insurance. Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Attachment "C", incorporated herein Item 1D - Page 5

4.13.2023
by reference. If no insurance is required Attachment “C” will reflect that there are no requirements.

6. Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collecti vely the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of persons (Contractor’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final.

7. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed, or hand delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows:

IF TO THE CITY: IF TO THE CONTRACTOR:

City of Palm Springs HD Supply Facilities Maintenance Ltd
Attn: City Manager/City Clerk Attn: Bids Team, 18
th Floor
Address: 3200 E. Tahquitz Canyon Way Address: 701 San Marco Blvd.

Palm Springs, CA 92262 Jacksonville, FL 32207 Phone: (760) 323-8299 Phone: (904) 421-1400

8. Compliance with Law. Contractor shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with this Agreement.

Item 1D - Page 6

4.13.2023

9. Changes. In the event any change or changes in the work is requested by City, Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into:

A. To provide for revisions or modifications to documents, work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional work not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession.

10. Termination Prior to Expiration of Term. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor. Where termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action. Contractor may not terminate this Agreement except for cause, upon 30 days written notice to City.

11. Covenant Against Discrimination . In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not 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; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting.

Item 1D - Page 7

4.13.2023

12. Compliance with Economic Sanctions in Response to Russia's Actions in Ukraine. When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N -6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant shall also certify compliance with the Russian Sanctions Program by completing the form located in Attachment “D” (Russian Sanctions Certification), attached hereto and incorporated herein by reference.

Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this Section.

13. Federal Provisions. Since funding for the Services is provided, in whole or in part, by the Federal Aviation Administration, Supplier shall also fully and adequately comply with the provisions included in Attachment “E ” attached hereto and incorporated herein by reference (“Federal Provisions”). With respect to any conflict between such Federal Provisions and the terms of this Agreement and/or the provisions of state law, the more stringent requirement shall control.

14. Entire Agreement. This Agreement, along with the Cooperative Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written between the parties. In the event of conflict or inconsistency between this Agreement and the Cooperative Agreement, this terms and conditions in this Agreement shall prevail.
[Signature Page Follows]

Item 1D - Page 8

4.13.2023

SIGNATURE PAGE TO COOPERATIVE PURCHASE OF JANITORIAL SUPPLIES

AND EQUIPMENT FOR PALM SPRINGS INTERNATIONAL AIRPORT AGREEMENT

BETWEEN THE CITY OF PALM SPRINGS
AND HD SUPPLY FACILITIES MAINTENANCE LTD.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.

CONTRACTOR:

By: _____________________________ By: _____________________________ Signature Signature

(2nd signature required for Corporation)

Date: ___________________________ Date: ___________________________

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: _______ Item No. ________

APPROVED AS TO FORM: ATTEST:

By: _____________________________ By: _____________________________ City Attorney City Clerk

APPROVED:

By: _____________________________ Date: ____________________________ City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
Item 1D - Page 9

4.13.2023

ATTACHMENT A

SCOPE OF WORK

Janitorial supplies and equipment to include dilution control, green products, industrial paper and dispensers, private label products, carpet care, restroom care, waste receptacles, compactors, liners, machines and accessories, institutional and industrial laundry and kitchen, industrial tools and supplies and all other categories in Supplier’s full line of products and services.

HD Supply will be utilized as a secondary cooperative agreement for purchasing janitorial supplies and equipment.

Item 1D - Page 10
Item 1D - Page 11
DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-O50O2789A916

UNIVERSITY
OF
CALIFORNIA Purchasing Agreement# 2020002299
As a result of Request for Proposal ff RFP-UC Janitorial Supplies & Equipment -Apr242O19 for Janltorlal Supplies and Equipmen t, the Master Agreement to furnish certain goods and services described herein and in the documents refer enced herein ("Goods and/or Services") is made by and between The Regents of the University of California, a California public corporation ("UC") on behalf of the University of California and the supplier named below ("Supplier") . l11is Agreement is binding only if it is negotiated and executed by an authorized representative with the prope r delegation of authority.

Supplier - The Home Depot Pro

1. Statement of Work
Supplier agrees to perform the Services listed in the statement of work attached as Attachment D {"Statemen t of Work") and any other documents referenced in the Incorporated Documents section herein, at the prices set forth in the Statement of Work and any other documents referenced in the Incorporated Documents section herein. Unless otherwise provided in the Agreement, UC wlll not be obligated to purchase a minimum amount of Goods and/ or Services from Supplier.

2. Term of Agreement/Termination
a) The initial term of the Agreement will be from June 1, 2020 and through May 31, 2027 (init ial Term) and is subject to earlier termin ation as provided below. UC may renew the Agreement for three (3) successive one (1) -year periods (each, a Renewal Term}, by providing Supplier with at least thirty (30) calendar days' written notice before the end of the Initial Term or any Renewal Term. b) UC may terminate the Agreement for convenience by giving Supplier at least thirty (30) calendar days' written notice.
c) UC or Supplier may terminate the Agreement for cause by giving the other party at least fift een (15) days' notice to cure a breach of the Agreement (Cure Period). If the breaching party fails to cure the breach within the Cure Period, the non-bre aching party may immediately terminate the Agreement.

3. Purchase Order; Advance Payments
Unless otherwise provided in the Agreement, Supplier may not begin providing Goods and/or Services until UC approves a Purchase Order for the Goods and/or Services.

4. Pricing, Invoicing Method, and Settlement Method and Terms Refer to Statement of Work or Purchase Order for Pricing. For system-wi de agreements, each UC Location will specify the Invoicing Method and Payment Options that wlfl apply, taking into account the operational capabilit ies of Supplier and the UC Location. See UC's Procure to Pay Standards http://www.ucop .edu/procurement services/ files/Ma trix%2Ofor%20website.pdf for the options that will be considered. In the case of system-wide agreements, each UC Location will specify these terms In a Statement of Work or Purchase Order, as the case may be.] Supplier will submit Invoices following the designated Invoice method directly to UC Accounts Payable Departments at each UC Location, unless UC notifies the Supplier otherwise by amendment to the Agreement.

Settlement Meth od and Terms
Notwithstanding the provisions of Article 3 of the Terms and Conditions of Purchase, the Settlement Method and Terms will be as follows: 2% 10, Net 30 or electronic payment method determine d by the campus from which the Purchase Order Is issued.

Item 1D - Page 12
DocuSign Envelope ID: 8ACC6917-B67C-447B-3477-D50D2789A916

UNIVERSITY
OF
CALIFORNIA Purchasing Agreement # 20200022 99

5. Notices
As provided In the UC Terms and Conditions of Purchase, notices may be given by email, w hich w ill be conside red legal notice only if such communications inclu de the following text In the Subject field: FORMAL LEGAL NOTICE - (Insert, as the case may be, Supplier name or University of California ]. If a physical format notice is required, it must be sent by overnight delivery or by cert ified mall with return receipt requested, at the addresses specified below.

To UC, regarding confi rmed o r suspected Breaches as defin ed under Appendix - Data Securit y:

Name David Rusting
Phone 510-98 7-0086
Email David. rusti [email protected]
Address 1111 Franklin St., 7th Fir
Oakland, CA 94607
To UC, rega rding cont ract Issues not addressed above:

Name Greg M uller
Phone 858-534-9857
Email &[email protected]
Address 10280 N. Torrey Pines Road, Suite 415
La Jolla, CA 92037-0914
To Supplier:

Name John Pettinelli
Phone 609-820-8593
Email John i nettinelli(r[).homedenot.com -
Address 804 East Gate Drive Suite 100
Mou nt Laurel, NJ 08054

6. Intell ectual Property, Copyright and Patent s
The Goods and/or Services do not involve Work Made for Hire

7. Patient Protection and Affordable Care Act (PPACA)
The Services do not involve tempo rary or supplementary staHing, and they arc not subject to the PPACA warranties in the T&Cs.

8. Prevailing Wages
SuppHer is not required to pay prevailin g wages when provid ing the Services.

9. Fair Wage/Fair Worl<
Supplie r is required to pay the UC Fair Wage (defi ned as $13 per hour as of 10/1/15 , $14 per hour as of 10/1/ 16, and $15 per hour as of 10/1/17 ) wh en prov iding the Services.

Item 1D - Page 13
DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-O50O2789A916

UNIVERSITY
OF
CALIFORNIA Purchasing Agreement # 2020002299

10. Restriction Relating to Consulting Services or Similar Contracts Follow-on Contracts
Please note a Supplier that is awarded a consulting services or similar contract cannot later submit a bid or be considered for any work " required, suggested, or other.Nise deemed appropria te" as t he end product of the Services (see Public Contract Code Section 1051 5).

11. Insurance
Deliver the PDF version of the Certificate of Insurance to UC's Buyer, by email with the follow ing text in the Subject field:

CERTIFICATE OF INSURANCE -The Home Depot Pro.

12. Cooperative Purchasing
Supplier agrees to extend for Goods and/or Services to part icipati ng agencies (public and private schools, colleges and universities, cities, counties, non-profits and all governmental entities) registered wi th OMNIA Partner s, Public Sector under the terms of thi s agreement. All contractual adminis tration issues (e.g. terms and conditions, extensions/renewa ls, product pricing and Core List) will remain UC's responsibili ty except as outlined in the above referenced Request for Proposal# RFP UC Janitoria l Supplies & Equipment -Apr2420 19. Operationa l issues, fiduciary responsibility, payment issues, perform ance issues and liabilities, and disputes involvin g individual participating agencies will be addressed, administered, and resolved by each participating agency.

13. Records about Individuals
Records created pursuant to the Agreement that contain personal Informat ion about indi viduals (including statemen ts made by or about Individuals) may become subject to the California Information Practices Act of 1977, which includes a right of access by the subject individual. While ownership of confident ial or personal information about individuals is subject to negotiated agreement between UC and Supplier, records will normal ly become UC's property, and subject to state law and UC policies governing privacy and access to flies. When collecting the informat ion, Supplier must inform the individual t hat the record is being made, and the purpose of the record. Use of recording devices In discussions with employees is permi tted only as specified in the Stat ement of Work.
14, Amendments to UC Terms and Conditions of Purchase
The UC Terms and Conditions of Purchase, dated February 27th, 2020 will govern this Agreement and are attached as Attachment A. ·

15. Incorporated Documents
This Agreement and its Incorporated Documents contain the entire agreement betwee n the Parties, In order of the below precedent, concerning its subject matter and shall supersede all prior or other agreemen ts, oral and written declarations of inte nt and othe r legal arrangements (whe the r bindi ng or non-binding) made by th e Parties in respect thereof.
a. UC Terms and Conditions of Purchase, dated 2-27-2020 - AMENDED, Atta chment A b. UC Data Security and Privacy Appendix, date d 8-12-2019, Attachme nt B c. UC Electronic Commerce Appendix, dated 7-19-19, Attac hm ent C Item 1D - Page 14
DocuSign Envelope ID: 8ACC6917-B67C-44 7B-84 77-D50D2789A916

UNIVERSITY
OF
CALIFORNIA Purchasing Agreement# 2020002299
d. RFP-UC Janitorial Suppli es & Equipm ent -Apr242019 Janitor ial RFP SOW -At tachment D e. Pricing - Attachment E
f. Supplier response to RFP-UC Janitorial Supplies & Equipment -Apr242019 - Attachment F

16. Entire Agreement
The Agreement and its Incorporat ed Documents contain the entire Agreement between the parties and supersede all prior written or oral agreements with respect to the subject matter herein.

This Agreemen t can only be signed by an authori zed represen tative with the prop er delegation of authority.

THE REGENTS OF THE
VfiR51iiVd S.,F. CA LIFO RN I A
.,pf~'·""'~
(Signature)
William Cooper, Chief Procurement Officer
(Printed Name, Title)
6/ 1/ 2020
(Date)
(Signature) _
. . Ran Garver
Drrector of Comµlian~~
(Printed Nam{i, Title)
-z.4, ,v\,,_1 7. 0 ~2.,.c_)
(Date)
Item 1D - Page 15
DocuSign Envelope ID: 8ACC69 17-B67C-447B-8477-O50 O2789A916

UNIVERSITY
OF

CALIFORNIA
ARTICLE 1 - GENERAL
Terms and Conditions of Purchase
These Terms and Conditio ns of Purchase (''Terms and Conditions") are a part of lhe Master Agreement dated June 1, 2020, Agreement No 2020002299, by and between The Regents of the University of California ("UC") and Home Depot U.S.A., Inc. d/b/ a The Home Depot Pro ("Suppller"). As used herein, the term "Supp11er" includes Supplier and its sub-suppllers at any tier. As used herein, "UC" refers to The Regents of the University of California, a corpora tion described in California Constitut ion Art. IX, Sec. 9, on behalf of the UC Locations identified in the Agreement and/or the PO. UC and Supplier individually will be referred to as " Party" and collecti vely as "Parties." The equipm ent, mate r ials, or supplies ("Goods") and/or servic es ("Services") furnis hed by Supplier (together , the " Goods and Services"} and covered by the UC Purchase Ord er ("PO" ) are governed by the terms and conditions set forth herei n. Any defined terms not defined in these Terms and Conditions of Purchase will have the meaning ascribed to such term In any of the Agreement. No other terms or conditions will be binding upon the Parties unless accepted by them in writing . Writte n acceptance or shipment of all or any portion of the Goods, or the performance of ail or any portion of the Services, covered by the Agreement, will constitute Supplier's unqualified acceptance of all of the Agreement's t erms and condit ions. The terms o f any proposal referred to in the Agreement are included and made a part of the Agreement only to the exlent the proposal specifies the Goods and/or Services ordered, the price therefo r, and the delivery thereof, and then only to the extent that such l erms are consistent with the ter ms and conditions of the Agreement.

ARTICLE 2 - TERM AND TERMINATION
A. As applicable, the term of the Agreement ("Initial Term"} will be stated in the Agreement Following the Initial Term, the Agreement may be extended by writte n mutual agreement.

B, lJC's obligatlon to proceed Is conditioned upon the appropriat ion of state, federal and other sources of funds not controlled by UC (" Funding"). UC will have lhe right to terminate the Agreement without damage, penalty, cost or furth er obligation in the event that through no action or inaction on the part of UC, the Funding is withdrawn.

C. UC may, by written notice stating the e><tent and effective date thereof, terminate the Agreement for convenience in whole or in part, at any time. The effect ive date of such termination shall be consistent with any requirements for providing notice specified in th e Agreement, or immediate if no such terms are set forth in t he Agreement. As specified In t he termination notice, UC will pay Supplier as ful l compensation the pro rata Agreement price for perform ance through the later of the date that (i) UC provided Supplier wilh notice of termination or (ii) Supplier's provision of Goods and/or Services wm term inate.

D. UC may by written notice terminate the Agreement for Supplier's breach of the Agreement, In whole or in part, at any time, If Supplier refuses or fails to comply wil h the provisions of the Agreement, or so falls to make progress as to endanger performance and does not cure such failure wi thin ten (10) business days, or repeated ly fails to supply the Goods and/o r Services within t he time specified or any writte n extension thereof. In such event, UC may purchase or otherwise secure Goods and/or Services.

E. UC's Appendix - Data Security, Appendix - BAA, and/or Appendix - GDPR will control in the event that one or more appendices are Incorpo rated into the Agreement and conflicts with the provisions of this Article.

ARTICLE 3- PRICING, INVOICING METHOD, AND SETTLEMENT METHOD AND TERMS.

Pricing Is set forth in l he Agreement or Purchase Order, and the amount UC is charged and responsible for shall not exceed the amount specified in the Agreement unless UC has given prior written approval. Unless otherwise agreed In writing by UC, Supplier will use the invoicing method and payment settlement method (and wfll extend the ter ms applicable to such settlement method) set forth in UC's Supplier Invoicing, Terms & Settlement Matri x. UC will pay Supplier, upon submission of acceptable invoices, for Goods and/or Services provided and accepted. Invoices must be itemi zed and reference the Agreement or Purchase Order number. UC will not pay shipping, packaging or handling expenses, unless specified in the Agreement or Purchase Order. Unless otherwise provided, freight is to be FOB destination. Any of Supplier's expenses that UC agrees to reimburse will be reimbursed under UC's Travel Policy, which may be found at http;//www. ucoo.edu/cent raHrave l-rnanagement/resources/index.htm l. Where applicable, Supplier will pay all taxes imposed on Supplier in connection with its perform ance under the Agreement, including any federal, state and local income, sales, use, excise and other taxes or assessments. Pricing is exclusive of and UC shall be responsible for all sales, use and excise taxes, and any olher similar taxes, duties and charges of any kind imposed by any governmental authority on any amounts payable by UC under the Agreement or Purchase Order hereunder. Notwi thstanding any other provision to the contrary, UC will not be responsible for any fees, interest or surcharges Supplier wishes to impose.

Page l of 16
Revised 2/27/2020
Item 1D - Page 16
DocuSign Envelope ID: 8ACC6917-867C-4478-8477-D50D2789A916

UNIVERSITY
OF

CALIFORNIA
ARTIClE 4 - INSPECTION.

Terms and Conditions of Purchase
UC will Inspect the Goods upon receipt. Any issues with n oncon formities or non -delfvery of any quantities of Goods must be reported w ithin 30 days of delivery (or for non-delivery, within S days after the date that the Goods would have been receiv ed in the normal course of business). Supplier cannot guarant ee respon sibility fo r the resolution of Issues reported afte r this 30-day period, after which UC will be deemed to h ave accepted the Goods. Examptes of no nconformltle s are: damaged good s, incomplet e order s, incor rect Items, and/or over shipme nts. If UC noti fies Supplier of a ny non-conformities w ithin the tlme frame specified above, Supplier shall, at UC's discretion, (I) replace such non- confor ming Goods (or Goods not d elivered) wi th conformin g Goods, or (ii) credit or refun d the price paid by UC for such nonconformin g Goods (or Goods not delivered). UC acknowledges and agrees that the remedies set forth In t his Section are UC's exclusive remedies for the deliv ery of non-conforming Goods, and that otherwi se, UC has no right to request retu rn of Goods purch ased hereunder.

ARTICLE 5-ASS IGNED PERSONNEL; CHARACTER OF SERVICES
Suppli er wlll provide the Services as an Independent cont ractor and furnish all equipment, personnel and materiel sufficient to provide the Services expeditio usly and efficient ly, during as many hours per shift and shltts per week, and at such locations as UC may so require.

Supplier will use com mercially reaso nable efforts to use only Its best-qualified pe rsonnel to work under t he Agreement. Should UC inform Suppli er that anyone providing th e Services is not working to this standard, Supplier will prom ptly remov e such p ersonnel from provid ing Services and he or she will not again, witho ut UC's writt en permi ssion, be assJgned to provid e Services. At no time wlll Supplier or Suppli er's employees, sub-suppliers, agents, or assigns be considered employee s of UC for any p urpose, including but not limited to workers' compensati on provisio ns. Sur>plier shall not have the power nor right to bind or obligate UC, and Supplier shall not hold Itself out as havi ng such authority . Supplier shall be responsible to UC for all Services perform ed by Supplier's employees, agents and subcontractors, including being responsi ble for ensuring payme nt o f all unemployment, social security, payroll, contributions and oth er taxes wi th respect to such employees, agents and subcontractors.

ARTICLE 6-WARRA NTIES
In addition to the warranties set fort h in Articles 11, 12, 17, 23, 24, 25 and 26 herein, Supplier makes the followi ng warrant ies. Suppli er acknowl edges that failure to comply with any of the warranties In t he Agreem ent will constit ute a material breach of the Agreemen t and UC wlll have the righ t to termina te the Agreem ent w ithout damage, penalty, cost or furtl1er obli gation.

A. General Warran t!es. Suppli er repre sents, war rants and covenants that : (I) Suppl!er ls free to enter Into t his Agreement and that Suppller Is not, a nd will not b ecome, duri ng the Term, s ubject to any restrict ions that might restrict or prohibit Supplier from performi ng the Services or providing th e Goods ordered hereund er; (Ii) Supplier w ill comply with all applicable laws, rules and regulations in per formi ng Supplier' s o bligations hereu nder; (Ill) the Goods and/or Services shall be rendered w ith prom ptness and dlllgence and shall be executed In a skilled ma nner by com pet ent personnel, in accordance with the preva iling Industry standards; and if UC Appendix Data Security is NOT lnc!uded:(iv) Supplier has developed a business inte rrupt ion and disaster recovery program and is executing such program to assess and reduce the extent to whi ch Supplier 's hardware, software and em bedded systems may be susceptibl e to errors or fal!ur es In variou s crisis (or force majeure) situati ons; (v) if Suppl ier uses electronlc systems for creati ng, modifying, maintaining, arch iving, retrie ving or transmitting any records, including test results that are requi red by, or subject to inspection by an app!lcable regulatory authority, then Supplier represents and warrants t hat Supplier's systems for electronic records are In complia nce; and (vi) Supplier agrees that the Goo ds and/or Services furnish ed under the Agreement will be covered by the most favorable warra nties Supplier gives to any customer for th e same or substantially similar goods or servic es, or such o ther m ore favorable warranties as specifi ed In t he Agreement. The rights and rem edies so provi ded are in additio n to and do not limit any rights affor ded to UC by any oth er nrtl cle of the Agreement.

B. Permits and Licenses. Suppller agrees to procure all necessary perm its or licenses and abide by all applicable laws, regulati ons and ordi nances of th e United States and of t he state, t erritory and political subdivision or any other country in which the Goods and/or Services are prov ided.

C. Federal and State Water and Air Pollution Laws. Where applicable, Supplier warrants that it complie s with the requirem ents in UC Business and Finance Bulletin BUS-56 (Mater iel Managem ent; Purchases from Entities Vlolatlng State or Federal Water or Air Pollu tion Laws). Consistent with Californ ia Govern ment Code 4477, these requirements do not permit UC to contract with entllles In viol atio n of Federal or State water or air polluti on laws.

D. Web Accessibility Requirements. As applicable to t he Supplles and/or Services being provided under the Agreem ent, Supplier warrants that:

Page 2 of 16 ends

Revised 2/27/2020
Item 1D - Page 17
DocuSign Envelope ID: 8ACC6 917-8 67C4478-84 TT-050O 2789A916

UNIVERSITY
OF

CALIFORNIA
Terms and Conditions of Purchase

1. It complies with California and federal disability laws and regulations; and

2. T he Goods and/or Services will confor m to the accessibility requirem ents of WCAG 2.0AA.

3. Supplier agrees to promptly respond to and resolve any complaint regarding accessibility of its Goods and/or Services; E. General Accessjhility Requirements. Suppli er warrant.s that:

1. It wiU comply with California and federal disability laws and regulations;

2. Supplier wlll promptiy respond to remediate to any Identifie d accessibility defects in the Goods and Services to confor m to WCAG

2.0AA; and

3. Supplier agrees to promptly respond to and use reasonable effo rts to resolve and remediate any complaint regarding accessibility of Its Goods and/or Services.

F. Warranty of Quiet Enjoyment. Supplier warrant s that Supplier has the right of Quiet Enjoyment in, and conveys the right of Quiet Enjoyment to UC for UC's use of, any and a!I intellectual property that will be needed for Supplier's provislon, and UC's use of, the Goods and/or Services provi ded by Supp!ler under the Agreement.

G. California Child Abuse and Neglect Reporting Act /"CANRA"l. Where applicable, Supplier warrants that It complies with CAN RA.

H. 0ebarment and Suspension. Supplier warrants that It i s not presently debarred, suspended, propo sed for debarment, or declared Ineligible for award of federal contracts or participation in federal assistance programs or activities.

I. UC Trademark Licensing Code of Conduct. If the Goods will bear UC's name (including UC campus names, abbreviations of these names, UC logos, UC mascots, or UC seals) or oth er trademarks owned by UC, Supplier warrants that it holds a valid license from UC and complies with the Trademark Licensing Code of Conduct policy, available at http :/ / pollcy.ucop.edu/doc/ 3000130/Trad emarkllcens!ng.

J. Outsourcing (Public Contract Code section 12147) Compliance. Supplier warrant s that If the Agreement will displace UC employees, no funds paid under the Agreement 1.'!i!I be used to train workers who are located outside of the United States, or plan to relocate outside the United States as part of the Agreement. Additio nally, Supplier warrants that no work will be perfo rmed under the Agreement with workers outside the United States, except as described in Supplier's bid. If Supplier or Its sub•suppfier perfo rms the Agreement with work ers outside the United States during the lire of the Agreement and Supplier did not describe such work In its bid, Supplier acknowledges and agrees that (1) UC may terminate the Agreement w ithou t further obligation for noncompliance, and (II) Suppfler will forfeit to UC the amount UC paid for the percentage of work that was performe d with workers outside the United States and not described in Supplier's bid.

ARTICLE 7·-INTELLECTUAL PROPERTY, COPYRIGHT, PATENTS, AND DATA RIGHTS A. G oods and/or Services Not Involving Work Made for Hire.

1. If the Goods and/or Services do not invol ve work made for hire, and in the event that Supplier u~s any Pre-Existing Materials in the Deliverables In which Supplier has an ownership Interest, UC is here by granted, and will have, a non-exclusive, royalty-fr ee, Irrevocable, perpetual, paid-up, worldwide license (with the right to sublicense) to make, have made, copy, modify, make derivative works of, use, perfo rm, display publicly, sell, and otherwise distribute such Pre-Existing Materials In connection with the Deliverables.

2. The 0ellv erables must be new and original. Supplier must not use any Pre-Existing M aterials in the Deliverables without UC's prior written permission.

3. Whenever any Invention or discovery Is made or conceived by Supplier In t he course of o r In connection with the Agreement, Supplier will promptly furnish UC complete Inform ation with respect thereto and UC will have the sc>le power to determine whether and w here a patent application will be filed and to determine t he disposition of title to and all rights under any appllcation or patent that may result.

4. Supplier is specifically subject to an obligation to, and hereby does, assl8n all right, t itle and interest In any such intellectual property rights t o UC as we!I as all right, title and interest In tangible research products embodying any such Inventions whether the inventions are pat entable o r not. Supplier agrees to promptly execute any addition al document s or forms that UC may require in order to effectuate such assignment.

8. Genera], Should the Goods and/or Services become, or In Supplier's opinion be likely to become, the subject or a claim of infri ngement of any patent, copyright, trademark, trade name, trade secret, or oth er prop rietary or contractual right of any third party, Supplier will provide written notice to UC of t he c:ircumstances giving rise to such claim or likely claim. In l he event that U C receives notice or a claim of infri neement or is made a party to or is threaten ed with being made a party to any claim of Infringement related to the Goods and/or Services, UC will provide Supplier with notice of such claim or threat. Following receipt of such notice, Supplier w ill either (at Supplier's sole electl on) {!) procure for UC the right to continue to use the affected porti on of the Goods and/or Services, or (ii} replace or otherwise modify t he affect ed portion of the Goods and/ or Services to make them non-infrin ging, or obtain a reasonable substitute product for the affected porti on of the Goods and/ or Services, provided that any replacement, modification or substit ution under this paragraph does not effect a materi al change in the Goods and/o r Services' functionality. If none of the foregoll1g optio ns is reasona~ly

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Item 1D - Page 18
DocuSign Envelope ID: 8ACC6917-867C-4478-8477 -D50D2789A916 ....... ...
,,~; •··, . UNIVERSITY Terms and Conditions of Purchase Ii{' :'i ': ' \\ OF ~- . ' ~/
···,< ..... ·.,...,, CALI FORNI A
acceptable to UC, UC will have the rieht to termi nate the Agreement without damage, penalty, cost or furthe r obligation.

C. UC Rights to Institu tional Infor mation. Institutional Information shall belong exclusively to UC and u nless expressly provid ed, this Agreement shall not be construed as conferring on Supplier any patent, copyright, trademark, license right or trade secret owned or obtai ned by UC. Any right for Supplier to use Institutional Information is solely provided on a non-exclusive basis, and only to the extent reQuired for Supplier to provide the Goods or Services under the Agreement. As used herein, "Institutional Information" means any Inform ation or d ata created, received, and/or collected by UC or on Its behalf, Including but not limited to application logs, metadata and data derived from such data.

ARTICLE 8- INDEMNITY AND LIABILITY
To the fullest extent perm itte d by law, Supplier will defe nd, Indemnify, and hold harmless UC, its officers, employees, and agents, from and against all losses, expenses (Including, witho ut limitation, reasonable attorneys' fees and costs), damages, and liabillti es of any kind resultlng from the negligent acts or willful misconduct of Supplier, Its officers, employees, agents, sub-suppliers, or anyone directly or indire ctly employed by Supplier, or any person or persons under Supplier's direction and control during delivery of the Goods or provision of Services on UC property. UC agrees to provide Supplier with prom pt notice of any such dalm or action and to permit Supplier to defend any claim or action, and that UC will cooperate fully in such defense. UC retains the right to particip ate In the defense against any such daim or action, and the right to consent to any sett lement, which consent will not unreasonably be withhel d.

In the event Appendix DS applies to this Agreement, Supplier shall reimburse or otherwi se be responsible for any costs, fines or penalties imposed against UC as a result of Supplier's Breach of Institutio nal Informati on and/o r failure to cooperate with UC's response to such Breach. As used herein, " Breach" means: (1) any disclosure of-Institut ional Inform ation to an unauthorized party or in an unlawful manner; (2) unauthorized or unlawful acquisition of informati on that compromises the security, confidentiality or integrity of Institutional Info rmati on and/or IT Resources; and (3) the acquisitio n, access, use, or disclosure of Protected Health Information or medical informatio n in a manner not permitte d under the Health Insurance Portability and Accountabliity Act (HIPM) er California law. "IT Resources" means 1T Infrastructure, cloud services, software, and/or hardware with computing and/or networking capability that is Supplier owned/ma naged, or UC-owned, or a personally owned device that stores Institution al Info rmation, is connected to UC systems, is connected to UC networks, or Is used for UC business.

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DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-05002789A916

UNIVERSITY
OF

CALIFORNIA
ARTICLE 9- INSURANCE
Terms and Conditions of Purchase
Supplier, at Its sole cost and expense, will insure its activities In connection with providing the Goods and/or Services and obtain, keep in force, and maintain the following insurance with the minimum limits set forth beiow, unless UC specifies otherwise:

A. Cornmerdal Form General Liabllity Insurance {contractual liablllty included) with limits as follows:

1. Each Occurrence$ 1,000,000

2. Products/Completed Operations Aggregate$ 2,000,000

3. Personal and Advertising Injury$ 1,000,000

4. General Aggregate$ 2,000,000
B, Business Automobile llabillty Insurance for owned, scheduled, non-owned, or hired automobites with a combined single limit of not less than one million dollars ($1,000,000) per occurrence. (Required only If Supplier drives on UC premises or transports UC employees, officers, invitees, or agents in the course of supplying the Goods and/or Services to UC.) C. If applicable, Professional Liability Insurance with a limit of two million dollars ($2,000,000) per occurrence or claim with an aggregate of not less than two ml!Uon dollars ($2,000,000). If this insurance Is written on a claims-made form, it wlll continue for three years following termination of the Agreement. The insurance will have a retroactive date of placement prior to or coinciding with the efrectlve date of the Agreement.

D. Workers' Compensation as required by applicable state !aw and Employer's liability with limlts of one rnillron dollars ($1,000,000) per occurrence. Workers' Compensation as required by applicable state law and Employer's Liability with limits of one million dollars ($1,000,000) per occurrence.

E. If applicable, Suppller Fidelity Bond or Crime coverage for the dishonest acts of its employees In a minimum amount of one million dollars ($1,000,000). Suppller will endorse such poflcy to include a "Regents of the University of California Coverage" or "Joint Payee Coverage" endorsement. UC and, If so requested, UC's officers, employees, agents and sub-suppliers will be named as "Loss Payee, as Their Interest May Appear" in such FfdeUty Bond.

F. In the event Appendix OS applies to this Agreement, Supplier, at its sole cost and expense, wlll obtain, keep in force, and maintain one or more Insurance policies that provide coverage for technology, professional liability, data protection, and/or cyber liability. Typically referred to as Privacy, Technology and Data Security Liability, Cyber Llablllty, or Technology Professional llablli ty Insurance, It will cover liabilities for financial loss due to the acts, omissions, or lntentlonal misconduct or Supplier, its officers, employees, agents, sub suppliers, or anyone directly or indirectly employed by Supplier, or any person or persons under Supplier's direction and control, in connection with the performance of this Agreement, as well as all Supplier costs, Including damages it is obligated to pay UC or any third party, that are associated with any confirmed or suspected Breach or compromise of Institutional Information. In some cases, Professional Llabllity policies may include some coverage for data breaches or loss of Institution al Information. Regardless of the type of policy(ies) in place, such coverage wlll include without !Imitation: (I) costs to notify parties whose data were lost or compromised; (ll) costs to provide credit monitoring and credit restoration services to parties whose data were lost or compromised; (till costs associated with third party claims arising from the confirmed or suspected Breach or loss of Institutional Information, including litigation costs and settlement costs; (iv) any Investigation, enforcement, fines and penalties, or similar miscellaneous costs; and (v) any payment made to a third party as a result of extortion related to a confirmed or suspected Breach. The following insurance coverage is based on the highest Protection Level Classification of Jnstftutional Information identified In Exhibit 1 to Appendix DS:

1. Pl -This Insurance policy must have minimum limits of$SOO,OOO each occurrence and $500,000 In the aggregate.

2. P2 -Thls insurance policy must have minimum limits of$1,000,000 each occurrence and $1,000,000 in the aggregate.

3. P3 and P4, less than 70,000 records - this Insurance policy must have minimum limits of $5,000,000 each occurrence and $5,000,000 in the aggregate.

4. P3 and P4, 70,000 or more records - this insurance policy must have minimum limits of $10,000,000 each occurrence and $10,000,000 In the aggregate.

Protection Level Classifications are defined In t he UC Systemwide rnrormation Security Classmcation of Information and IT Resources:
httos://s ecurity.ucop.edu/policies/iristitutlonal•intorrnation-and·lt •resource•classlflcatlon.html G. Additional other insurance in such amounts as may be reasonably required by UC against other insurable risks relating to performance. if the above Insurance is written on a claims-made form, it will continue for three years following termination of the Agreement. The Insurance will have a retroactive date of placement prior to or coinciding with the effective date of the Agreement. If the above insurance coverage is modified, changed or cancelled, Suppiler will provide UC with not less than fifteen (15) days' advance written notice of such modification, change, or cancellatfon, and will promptly obtain replacement coverage that complies with this Article.

J, The coverages referred to under A and B of this Article must include UC as an additional insured. It Is understood that the coverage and limits referred to under A, 8 and C of this Article will not in any way limit Supplier's liability. Suppfierwill furnish UC with certificates

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DocuS ign Envelope I D: 8ACC69 17-B67C-447B-8477-050 0 2789A9 16

UNIVERSITY
OF

CALIFORNIA
Terms and Conditions of Purchase
of Insurance (and the relevant endorsement pages) evidencing compliance with all req uirements prio r to commencing work under the Agreeme nt. Such cer tificates will:

1. Indicate that The Regents of the University of California has been endorsed as an additional Insured for the coverage refer red to under A and B of this Article. This provision will only apply in proportion to and to the extent of the negligent acts or omissions of Supplier, its officers, agents, or employees.

2. Include a provision that the coverage will be prim ary and will not partici pate with or be excess over any valid and collectib le Insurance or progra m of self-insurance carried or maintained by UC.

ARTICLE 10 - USE OF UC NAME ANO TRADEMARKS
Supplier wil l not use the UC name, abbreviat ion of the UC name, trade names and/or trademarks (i.e., logos and seals) or any derivation thereof, in any form or manner in advertisements, reports, or other Information released to the public, or place the UC name, abbrev iations, trade names and/or tradema rks or any derivation thereof on any consumer goods, products, or services for sale o r distribution to the public, without UC' s prior wri tten approval. Supplier agrees to comply at all times with Californ ia Education Code Section 92000.

ARTICLE 11- FEDERAL FUNDS
Supplier who supplies Goods and/or Services certifies and represents its compliance with the following clauses, as appl!cable. Supplier shall prompt ly notify UC of any change of status with regard to these certifica lions and representations. These certifications and representatio ns are material statements upon which UC wlll rety.

A For commercial transactions involving fun ds on a federal contract (federa l awards governed by the FAR), the following provisions apply, as applicable :

1. FAR 52.203·13, Contractor Code of Business Ethics and Conduct;

2. FAR 52.203-17, Contractor Employee Whlstleblower Rights and Requirement to Infor m Employ ees of Whis tl eblower Rights;

3. FAR 52,203 ··19, Prohibition on Requir ing Certain Internal Confldentlallty Agreements or Statements;

4. FAR 52.219-8, Utlllzation of Small Business Concerns;

5. FAR 52.222-17, Non-displacement of Qualifled Workers;

6. FAR 52.222-21, Prohlbltion of Segregated Faciliti es;

7. FAR 52.222-26, Equal Oppo rtunity;
8, FAR 52.222-35, Equal Opportunity for Veter ans;

9. FAR 52.222-36, Equal Opportunity for Workers with Disabilities;

10. FAR 52.222 -37, Employmen t Reports on Veterans;

11. FAR 52.222-40, Notification of Employee Rights Under the Nationa l Labor Relations Act;

12. FAR 52.222-41, Service Contract Labor Standards;

13. FAR 52.222 -50, Combating Trafficking In Persons;

14. FAR 52.222-51 , Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibra tion, or Repair of Certa in Equipment - Requireme nts;

15. FAR 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contrac ts for Certain Services - Requirements ;

16. FAR 52.222-54, Employme nt Eliglbillty Verification;

17. FAR 52.222-SS, Minimum Wages Under Executive Order 13658;

18. FAR 52.222-62, Paid Sick Leave under Executive Order 13706;

19. FAR 52.224-3, Privacy Training;

20. FAR 52.226-6, Promot ing Excess Food Donation to Nonprofit Organizations;

21. FAR 52.233-1, Disputes; and

22. FAR 52.247-64, Preference for Private ly Owned U.S.-Flag Commercial Vessels.

B. For non-com mercial transact ions involving funds on a federal contract, the UC Appendi)( titl ed 'Federal Government Contracts Special terms and Conditions (Non-Commercial Items or Services)' and located at www.uco12.edu/procurement -servfces/polk ies• forms/index.html is hereby Incorporated herein by this rele rence.

C. For transactions lnvolvlng funds on a ledera l grant or cooperative agreement (federal awards governed by eCFR Tit le 2, Subtitle A, Chapter II, Part 200} the follow ing provisions apply, as applicable :

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DocuS ign Envelope ID: 8ACC6917-B67C-447B-8477-050 0 2789A 916

UNIVERSITY
OF

CALIFORNIA
Terms and Conditions of Purchase

1. Rights to Inventions. If Supplier Is a small business firm or nonprofit organlzatlon, and is provid ing experimental, development, or research work under this transaction, Supplier must comply with the requirements of 3 CFR Part 401, "Rights to Inventions Made by nonprofit Organizations and Small Business Firms Under Government Grants, Contracts, and Cooperative Agreements" .

2. Clean Air Act. Supplier agrees to comply with all applicable standards, orders or regulations Issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Contro l Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awa rding agency and the Regional Office of the Environmental Protection Agency (EPA).

3. Byrd Anti-Lobby ing. Supplier certifies that it will not, and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, office r 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.

4. Procureme nt of Recovered Mater ials. If Supplier Is a state agency or agency of a political subdivision of a state, then Supplier must comply w ith section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act.

D. In these provisions, the term "cont ractor" as used there in will refer to Supplier, and t he terms "Government" or "Contra cting Offlcer" as used therein will refer to UC. Where a purchase of items is for fulfillment of a specific U.S. Government prime or subcon tract, additiona l information and/or terms and cond itions may be Included in an attached suppleme nt. By submitting an invoice to UC, Supplier Is representing to UC that, at the time of submission:

1. Neither Supplier nor Its principals are presently debarred; suspended, or proposed For debarment by the U.S. govern ment (see FAR 52.209-6);

2. Supplier has filed all compliance repo rts req uired by the Equal Opportun ity clause (see FAR 52.222 -22); and

3. Any Supplier representations to UC about U.S. Small Business Administration or state and local classlflcations, including but not limi ted to size standards, ownership, and control, are accurate and complete.

4. Byrd Anti-Lobbying . Supplier certifies that it wil l not, and has not used Federal appropr iated funds to pay any person or organization for influencing or attempt ing to Influence an officer or employee of any agency, a membe r of Congress, office r or employee of Congress, or an employee of a member of Congress in connec tion with obta ining any Federal contrac t, grant or any other award covered by 31 U.S.C. 1352.

ARTICLE 12- EQUAl OPPORTUNITY AFFIRMATIVE ACTION
Supplier agrees it wi ll not discriminate against any employee or appli cant for employment fn violation of the Civ il Rights Act of 1964, the Americans with Disabilities Act, the Age Discrimination in Employment Act, and other pertinent federal and state laws and regulati ons which are designed to promote equal employment opportu nity, If appllcable, the Equal Opportunity Clauses set forth In 41 C.F.R. parts 60-

1.4(a) are incorporated by reference herein. Only if applicab le, this Agreemen t lncorporatl!s the req uirements of 41 CFR §§601.4(a)(7) and 29 CFR Part 471 Append ix A to Subpart A. In addition, but also only if applfcable, Suppller shall abide by the requireme nts of 41 CFR § 60- 741.S(a). These regulations prohibit discrimination against qualified individuals on the basls of disablllty, and require affirmatlve action by covered prime contractors and subcontractors to employ and advance in employment qualifie d individuals with disabilities. With res1>ect to activities occurri ng In the State of Californ ia, Supplier agrees to adhere to the Californ ia Fair Employment and Housing Act. Supplier wlli provide UC on request a breakdow n of Its labor force by groups as specified by UC, and will discuss with UC its policies and practices relating to its affirmative actio n programs . Supplier wil l not maintain or provide facillties for employees at any establishment under Its control that are segregated on a basis proh ibited by federa l law.

ARTICLE 13- LIENS
Supplier agrees that upon UC's reque st, Supplier wll l submi t a sworn state ment setti ng Forth the work performe d or material furnished by sub-supplie rs and materia l men, and the amount due and to become due to each, and that befo re the fina l payment called for under the Agreement, wlll upon UC's requ est submit to UC a comp lete set of vouchers showing what payments have been made tor such work performed or material furnished. Supplier will prompt ly notify UC in writing, of any claims, demands, causes of action, !lens or suits brought to Its attention that arise out of the Agreement. UC wlll not make final payment un til Supplier, if req uired, delivers to UC a comple te release of all liens arising out of the Agreement, or receipts in full in lieu thereof, as UC may req uire, and if required !n either case, an affidavit that as far as it has knowledge or information, the receipts Include all the labor and materlals for which a lien could be flied; but Supplier may, if any sub-supplie r refuses to furnish a release or receipt in full, furnish a bond satisfactory to UC to indemnif y It against any claim by lien or otherwise. If any lien or claim remains unsat isfied after all payments are made, Supplier wi ll refu nd to UC all monies th.at UC may be compelled to pay in discharging such lien or claim, including all costs and reasonable attorneys' fees.

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DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-D50D2789A916

UNIVERSITY
OF

CALIFORNIA
ARTICLE 14- PREMISES WHERE SERVICES ARE PROVIDED
Terms and Conditions of Purchase
A. Cleaning Ur,, Suppller will at all times keep UC premi ses where the Services are performed and adjoini ng premises free from accumul ations of waste material or rubbi sh caused by Its employees or work of any of its sub-supp liers, and, at the completion of the Services; wl ll remove all rubb ish from and about the premises and all its too ls, scaffolding, and surplus materials, and will leave the premises "broom ciean• or Its equivalent, unless more exactly specified. In case of dispute betwee n Supplier and Its sub-suppliers as to responslblllty for t he removal of the rubbish, or If it Is not promptly removed, UC may remove th e rubbish and charge the cost to Supplier.

B. Environm ental, Safetv. Health and Flre Protection . Supplier wlll take all reasonable precautions In provid ing the Goods and Services to protect the healt h and safety of UC employees and members of t he p ublic and to minimiz.e danger from all hazards to life and property, and will comply with all applicable envlronmen tal protection, health, safety, and nre protection regulations and requirement s (Including reporting requir ements). In the event that Supplier fafls to comply with such regulations and requir ements, UC may, without prejudic e to any other legal or contractual rights of UC, issue an order stopping all or any part of the provision of the Goods and/or Services; thereafter a start orde r for resumption of providing the Goods and/or Services may be Issued at UC's discretion.

Supp!ler will not be entitled to make a claim for extension of tim e or for compensation or damages by reason or or In connection with such stoppage. Suppller wlll have sole responsibility for the safety of all persons employed by Supplier and Its sub-suppliers on UC premises, or any other person who enter s upon UC premises for reasons relating to the Agreemen t. Supplier will at all times maintain good order among its employees and all oth er persons who come onto UC's premi ses at Supplier' s request and will not engage any unfit or unskilled person to provide the Goods and/or Services. Supplier w ill confine its employees and all oth er persons who come onto UC's premises at Suppller's request or for reasons relating to the Agreement and its equipment to that portion of UC's premises where the Services are to be provided or to roads leading to and from such work sites, and to any other area whic h UC may permit Supplier to use. Supplier will take all reasonable measures and precautions at all tim es to prevent Injuries to or the death of any of Its employees or any other person who enters upon UC premises at Supplier's request. Such measures and precaution s will include, but will not be limited to, all safeguards and warnings necessary to protec t workers and ot hers against any condit ions 011 the premises that could be dangerous and to prevent accident s of any kind whenever the Goods and/or Ser.Aces are being provided In proximity to any moving or operating rniJ1;l«lnery, equipment or focllltles, wheth er ~uch machin ery, oqulpment or facil ities are th e nroperty of or are being operated by, Supplier, Its sub-suppliers, UC or other persons. To the extent compliance Is required, Supplier will comply with all relevant UC safety rul es and regulations when on UC premises.

C. Tobacco-free Campus. UC is a tobacco-free Institution. Use of cigarettes, cigars, oral tobacco, electronic cigarettes and all other tobacco products is prohibited on all UC owned or leased sites.

ARTICLE 15 - LIABILITY FOR UC .. FURNISHED PROPERTY
Supplier assumes complete llablll ty for any materials UC furnishes to Supplier in connection with the Agreement and Supplier agrees to pay for any UC materials Supplier damages or otherwise is not able to account for to UC's satisfactio n. UC furnishing to Suppller any mate rials In connection wit h t he Agreement will not, unless otherwise expressly provided in writing by UC, be construed to vest title thereto in Supplier.

AllTICLE 16 - COOPERATION
Supplier and Its sub-suppliers, If any, will cooperate with UC and other suppliers and will so provide th e Sen,lces that other coop erat ing suppliers will not be hindered, delayed or inte rfered with in the progress of their work, and so that all of such work will be a finished and complete job of Its kind.

ARTICLE 17 -ADDITIONAL TERMS APPLICABLE TO THE FURNISHING Of GOODS The term s in thi s Article have special application to the furni shing of Goods:

A. Price Decreases. Supplier agrees immediat ely to notify UC of any price decreases from Its suppli ers, and to pass through to UC any price decreases.

B. Declared Valuation of Shipments , Except as ot herwise provid ed in the Agreement, all shipm ents by Supplier unde r the Agreemen t for UC's account will be made at the maximum declared value applicable to the lowe st transporta tion rate or classlfrcatlon and the bill of lading will so note.

C. Tft1e. Title to the Goods purchased under the Agreement will pass direct ly from Supplier to UC at the f.o.b. point shown, or as otherwise specified in the Agreement, subject to UC's right to reject upon Inspection.

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DocuSign Envelope ID: 8ACC6917-B67C-44 7B-84 77-D50D2789A916

UNIVERSITY
OF

CALIFORNIA
Terms and Conditions of Purchase
D. Changes. Notwithsta nding the terms in Artic le 34, Amendments, UC may make chal)ges within the general scope of the Agreement In drawin gs and specifications for specially manufactured Goods, place of delivel'/ , method of shipment or packing of the Agreement by giving advanced notice to Supplier and subsequent ly confirmi ng such changes in writing. If such changes affect the cost of or the time required for performance of the Agreement, UC and Supplier will agree upon an equitable adjustment in the price and/or delivery terms. Supplier may not make changes without UC's written approval. Any claim of SuppHer for an adjustment under the Agreement must be made In writing wi thin thirty (30) days from the date Supplier receives notice of such change unless UC waives this condition in writing. Nothing in the Agreement will excuse Supplier fro m proceeding with perform ance of the Agreement as changed hereunder. Supplier may not alter or misbrand, within the meaning of the applicable Federal and State law.s, the Goods furnish ed.

E. Forced, convict and Indentu red Labor. Supplier warrants that to the best their knowledge, and belief, no forelgn-rnade Goods furnished to UC pursuant to the Agreement will be produced fn whol e or in part by forced labor, convict labor, or indentured labor under penal sanction. If UC determin es that Supplier knew or should have known that It was breaching thi s warran ty, UC may, tn addition to terminating the Agreement, remove Supplter from consideration for UC contracts for a period not to exceed one year. This warranty is in addition to any applicable warranties In Articles 6 and 11.

F. Export Control. Supplier agrees to provide UC (the contact listed on the Purchase Order) with wri tten notification that Identifie s the export-controlled Goods and such Goods' export classification if any of the Goods is export-controlled under the International Traffic In Arm s Regulatlons (ITAR) (22 CFR §§ 120-130), the Export Administrat ion Regulations (15 CFR §§ 730-774) 500 or 600 series, or controll ed on a rnllltary strategic goods 11st. Supplier agrees to provide UC (the contact listed on the Purchase Order) with written notific ation if Supplier will be providing Information necessary for the operation , Installation (including on-site installation) , mainte nance (checking), repair, overhaul, and refurbishing of the Goods that is beyond a standard user manual {i.e. "Use" technology as defined under the EAR 15 CFR § 772.1), or ''Te<:hnlcat Data" (as defined under the ff AH 22 CFR § 120.10).

ARTICLE 18 - CONFLICT OF INTEREST
Supplier afiirms that, to the best of Suppller's knowledge, no UC employee who has partici pated in UC's decision-making concerni ng the Agreement has an "economic. Interest,, In the Agreement or Supplier. A UC employee's ffeconomlc Interest" m~an,:

A. An Investmen t worth $2,000 or more in Supplier or Its affiliat e;

8. A position as director, officer, partner, trustee, employee or manager of Supplier or its affiliate; C. Receipt during the past 12 months of $500 in income or $440 In gifts from Supplier or its affiliate; or D. A personal flnanclal benefit from the Agreement in the amount of $250 or more.

In the event of a change In these economic interests, Supplier will provide written noti ce to UC within thirty (30) days after such change, noting such changes. Supplie r will not be in a reporting relationshi p to a UC employee who is a near relative, nor will a near relative be in a decision making position with respect to Suppller.

ARTICLE 19 - AUDIT REQUIREMENTS
The Agreement, and any perti nent records involving transactions relating to this Agreement, is subject to the examination and audit of the Auditor General of the State of California or Comptroller General of the Unite d States or designated Federal authori ty for a period of up to five (5) years after final payment und er the Agreement. UC, and If the underlying grant, cooperativ e agreement or federal contract so provides, the other cont racting Party or grantor (and if that be t he United States or an instrumenta lity the reof, then the Comptroller General of the United States) will have access to and the right to examine Supplier's pertine nt books, documents, papers, and records involving transactions and work relat ed to the Agreement until the expiration of five (5) years after final payment under the Agreement. The examinat ion and audit will be confined to t hose matters connected with the perfo rmance of the Agreement , Including the costs of admini stering the Agreement.

ARTICLE 20- PROHIBITION ON UNAUTHORIZED USE OR DISCLOSURE OF INSTITUTIONAL INFORMATION A. Prohibition on Access, U~e and Disclosure ot Institut ional Information. Supplier will not access, use or disclose Instituti onal Information, other than to carry out the purposes for which UC disclosed the Institutio nal Informa tion t o Supplier, except as required by applicable law, or as otherwise autho rized in wri ting by UC prior to Supplier's disclosure. Supplier shall have the limited right to disclose Institutional Information to Supplier's employees provided that: (i) Supplier shall disclose only such Insti tutiona l Informat ion as is necessary for the Supplier to perfo rm Its obligati ons under this Agreement, and (II) Supplier inform s such employees of the obligation s governing the access, use and disclosure oflns titutt onal lnfonnation prior to Supplier's disclosure. Supplier shall be liable

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DocuSign Envelope ID: 8ACC69 17-B67C-447B-8477-O50 O2789A9 16

UNIVERSITY
OF

CALIFORNIA
Terms and Conditions of Purchase
for any breach of this Agreement by its employees. For avoidance of doubt, this provision prohibits Supplier from using for Its own benefit Institution al Information and any info rmation derived therefrom. For the avoidance of doubt, the sale of Instit utional Informatio n is el<pressly proh ibited.

B. Compliance with AQplicable Laws and Industry Best Practices. Supplier agrees to comply with all applicable state, federal, and foreign laws, as well as industry best practices, governing the collect[on, access, use, disclosure, safeguarding and destr uction of Institutional Information. Supplier agrees to protect the privacy at1d security of Institutional Information according to all applicable laws and industry best practices, and no less rigorou sly than it protects its own informat ion, but in no case less than reasonable care. c. Confidential Institutiona l Informa tion. Supplier agrees to hold UC's Confidential Instit utional Information, and any Information derived therefrom, in strict confidence. Confidentia l Institutiona l Information shall be defined as any Institutio nal Informatio n which is (i) marked as "Confidential" at the time of disclosure; (II) if disclosed orally, i dentified at the t ime of such oral disclosure as confidential, and reduced to writing as "Confidential" wit hin thirty (30) days of such oral disclosure; and (iii) if not marked as "Confidential," Infor mation that would be considered by a reasonable person in the relevant field to be confidentia l given its content and the circumstances of its dlsclosure, Confidential Information wili not be considered confiden tial to the extent that: (i) Supplier can d emonstrate by writte n records was known to Supp!ler prior to the effective date of the Agreement; (II) is currently in, or In the future enters, the public domain other than thro ugh a breach of the Agreement or through other acts or omissions of Supplier; (Iii) ls obtained lawfully from a thi rd party; or (iv) is disclosed under t he California Public Records Act or legal process. For the avoidance of doubt, as applicable to Supplier's Services, Confideritial Institutional Infor mation may include any information that identifies or is capable of identifying a specific Individual, including but not limited to:

1. Personally Identifiable Information,

2. Protected Health Information as defined by the Health Insurance Portablllty and Accountability Act of 1996 (HIPAA) and the HIPAA regulations (including, but not limited to 45 C.F.R. § 160.103),

3. Medical Information as defined by California avil Code§ 56.05,

4. Cardholder data,

5. Student records, or

6. Individual financial infor mation that is subject to laws rest1icting the use and disclosure of such information, including but not llrnitad to:
a. Art icle 1, Section 1 of the California Const itution; the Californ ia Information Practices Act (Civil Code§ 1798 et seq.); b. The rederal Gramm-Leach-Bliley Act (15 u.s.c, §§ 6801(b) and 6805(b)(2)); c. The federal Family Educational Rights and Privacy Act (20 U.s.c. § 1232g); d. The federal Fair and Accurate Credit Transactions Act (15 U.S.C. § 1601 et seq.); e. The Fair Credit Reporting Act (15 u.s.c. § 1681 et seq), and f. Applicable Internationa l privacy laws, Including, but not limited to the General Data Protection Regulation.

D. Required Disclosures of Institutional Information. Jr Supplier is required by a court of competen t jurisdictio n or an administrative body to disclose lnstltutlonal Infor mation, Supplier will notify UC in writing immediately upon receiving notice of such requirement and prior to any such disclosure (unless Supplier Is prohibited by law from doing so), to give UC an opportun ity to oppose or otherwise respond to such disclosure. To the extent Supplier stlll required to disclose Inst itutional Information, Supplier will furnish only that portion that is legally required and will exercise all reasonable efforts to obtain reliable assurance that confidentlal t reatment wlll be affo rded to any Confidential Institutional Informat ion.

E. No Offshorlng. Supplter's transmission, transportation or storage of Institu tional Informa tio n outside the United States, or access of Institution al Informat ion from outside the United States, is prohibited except with prior written authorization by UC.

F. Conflict in Terms. UC's Appendix- Data Security, Appendix - BAA, and/or Appendil< GDPR will control in the event t hat one or more appendices is incorporated into the Agreement and conflicts with the provisions of this Article.

G. Acknowledgement. Supplier acknowledges that remedies at law would be inadequate to protect UC against any actual or t hreatened breach of this Section by Supplier, and, with out prejudice to any other rights and remedies otherwise available to UC, Supplier agrees to the granting of Injunctive relief in UC's favor without proof of actual damages.

ARTICLE 21- UC WHISTLEBLOWER POLICY
UC is committed to conducting its affairs in compl iance with the law, and has established a process for reporting and investigating suspected Imprope r governmental activities. Please visit http://www .ucop.edu/uc-whist lebfower / for more informat ion.

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CALIFORNIA
ARTICLE 22- SUSTAINABLE PROCUREMENT GUIDELINES
Terms and Conditions of Purchase
Supplier will conduct business using environmentally, socially, and economically sustainable products and services (defined as products and services with a lesser or reduced effect on human health and the environme nt, and which generate benefits to the University as wel l as to society and the economy , whi le remaining with in the carrying capacity of the enviro nment), to the maximum possible extent consistent with the Agreement, and with the University of California Sustainable Practices Policy (https ://po licy.ucop.edu/doc/3100155) and the University of California Sustalnab!e Procurement Guidelines:
(https://www.ucop .edu/procu rernent -services/ files/$Ustainableprocurementguidellnes.Qdf).

In accordance with the University o f California Sustainabte Practices Policy, Supplier will adhere to the following requirements and standards, as applicable. Suppfier acknowledges that failure to comply with any of the sustainability standards and requirements in the Agreement will constitu te a material breach or the Agreement and UC wll! have the right to terminate the Agreement without damage, penalty, cost or further obligation.

A. Sustainabilit y M arketing Standards. Supplier sustalnablllty related claims, where applicable, must meet UC recognized certificatio ns and standards set forth In the UC Sustainable Procurement Guidelines and/or meet t he standards of Federal Trade Commission's (FTC) Green Guides.

B. Electronic Transfer of Su1mlier Information. Suppliers, when interac ting with t he UC, shall be prohibited from providi ng hard copies of presentations, marketing material, or other informational materials. Suppliers will be re quired to present all informat ion In electronic format that Is easily transferable to UC staff . Mater ials may be provided In hard copy or physlcal format If specifically required or requested by a 'uc representative.

C. Packaging Requirements. All packaging must b e compliant with tt1e Toxics ln Packaging Prevention Act (AB 455) and must meet all additional standards and requirements set for th In the UC Sustainable Practices Policy. In addit ion, UC requires that all packaging meet at least one of the criteria listed below:

1. Uses bulk packaging;

2. Uses reusable packaging (e.g. totes reused by delivery service for next delivery);

3. Uses innovative packaging that r educes the weight of packaging, reduces packaging waste, or utlllzes packaging that is a component of the product;

4. Maximizes recycled content and/or meets or exceeds the minimu m post-consumer content level for packaging In t he U.S.

Environmental Protection Agency Comprehensive Procurement Guidelines;

5. Uses locally recyclable or certified compostable material.

D. Foodservice Foam Ban. As of 2018, the University no longer allows packaging foam or expanded polystyrene (EPS) for takeaway containers or other food service ltems, in any Universfty-owned or -operated food service facilfty , E. Product Packaging Foam Ban. Beginning January 1st, 2020, the University will prohib it all contra cted and non-contracted suppliers from selling or distributing packaging foam (other than that utililed for laboratory supply or medical packaging) to UC campuses, Packaging foam is defined as any open or closed cell, solidified, polymeric foam used for cushioning or packaging, including but no t limited to: low-denslty polyet hylene foam, polypropylene foam, polystyrene foam (i.e. expanded polystyrene (EPS)), polyurethane foam, polyethylene foam, polyvinyl chloride (PVC) foam, and mlcrocellular foam. Not Included In this ban are easily biodegradable, plant-based foams such as those derived from corn or mushrooms.

F, E-Waste Recycling Requirements. All recyclers of UC electronic equipm ent must be e-Steward certified by the Basel Action Network (BAN).

G. Hosted and Punch-out Catalog Requirements. Suppliers enabted with eProcurement hosted catalog functionality must clearly identify products with UC-recognized certific ations, as defined by the UC Sustainable Procurement Guidelines, In both hosted and punch-out catalog e-procurement environments ,
ARTICLE 23 - PATIENT PROTECTION AND AFFORDABLE CARE ACT (PPACA) EMPLOYER SHARED RESPONSIBILITY If the Services Involve Supp Iler furnishing UC with temporary or supplementary staffing, Supplier warrants that:

A. If Supplier Is an Applicable Large Employer {as defin ed under Treasury Regulation Section 54.4980H-1(a)(4)l:

1. Supplier offers health coverage to its full-time employees who are performing Services for UC;

2. Supplier's cost or enrolling such employees ln Supplier's health plan is factored into the fees for the Services; and

3. The fees for the Services are higher than what the Services woufd cost If Supplier did not offer health coverage to such full-tim e employees.

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CALIFORNIA
Terms and Conditions of Purchase
B. If Supplier is not an Appllcablc Large Employer (as defined above):

1. Supplier offers group health coverage to its full-time employees who are performing Services for UC and such coverage Is considered Minimum Essential Coverage (as defined under Treasury Reeulation Section 1-S000A-2) and is Affordable (as defined under Treasury Regulation Section 54.4980H-5{e)); or

2. Supplier's full-tim e employees who are performing services for UC have indivldu.il coverage and such coverage satisfies the PPACA requirements for mandated individual coverage.

Supplier acknowledges that UC Is relying on these warranties to ensure UC's compliance with the PPACA Employer Shared Responsibility provision.

ARTICLE 24- PREVAILING WAGES
Unless UC notifies Supplier that the Services are not subject to prevailing wage requirements, Supplier wlll comply, and will ensure that all sub-suppliers comply, with California prevailing wage provisions, including but not limited to those set forth in Labor Code sections 1770, 1771, 1771.1, 1772, 1773, 1773.1, 1774, 1775, 1776, 1777.5, and 1777.6. For purpose.s of the Agreement, the term usub-suppller" means a person or firm, of all tiers, that has a contract with Supplier or with a sub-supplier to provide a portion of the Services. The term sub supplier will not Include suppliers, manufacturers, or distributors. Specifically, and not by way of limltation, if apprent!cable occupations are Involved In providing the Services, Supplier will be responsible for ensuring that Supplier and any sub-supp!lers comply with Labor Code Section 1777 .5. Supplier and sub-supplier may not provide the Services unless currently registered and quallfled to perform pl!bllc work pursuant to Labor Code Section 1725.5 and 1771 .1. Notwithstanding the foregoing provisions, Supplier vJiil be solely responsible for tracking and ensuring proper payment of prevailing wages regardless If Services are partially or wholly subject to prevailing wage requirements. In every Instance, Suppller will pay not less than the UC Fair Wage (defined as $13 per hour as of 10/1/15, $14 per hour as of 10/1/16, and $15 per hour as of 10/1/17) for Services being performed at a UC Location (defined as any location owned or leased by UC}.

The California Department of lndu5trial Relation& (DIR) has a$c,P.rtained the general prevailing per diem wage rates In the locality In which the Services are to be provided for each craft, classiflcatlon, or type of wor ker required to provide the Services. A copy of the general prevailing per diem wage rates will be on file at each UC Location's procurC?ment office, and will be made available to any Interested party upon request. Supplier will post at any Job site:

A. Notice of the general prevailing per diem wage rates, and B. Any other notices required by DIR rule or regulation.

By this reference, such notices are made part of the Agreement. Supplier will pay not less than the prevailing wage rates, as specified in the schedule and any amendments thereto, to all workers employed by Supplier In providing the Services. Supplier will cause afl subcontracts to Include the provision that all sub-suppliers will pay not less than the prevailing rates to all workers employed by such sub suppliers In providing the Services. The Services are subject to compliance monitoring and enforcement by the DIR. Supplier wlil forfeit, as a penalty, not more than $200 for each calendar day or portion thereof fer each worker that ls paid fess than the prevailing rates as determined by the DIR for the work or crart In which the worker Is employed for any portion of the Services provided by Supplier or any sub-supplier. The amount of this penalty will be determined pursuant to applicable law. Such forfeiture amounts may he deducted from the amounts due under the Agreement. If there are insufficient funds remaining in the amounts due under the Agreement, Sup1>lier will be liable for any outstanding amount remaining due. Supplier will also pay to any worker who was paid less than the prevailing wage rate for the work or crart for which the worker was employed for any portion of th e Services, for each day, or portion thereof, for which the worker was paid less than the specified prevatllng per diem wage rate, an amount equal to the difference between the specified prevailing per diem wage rate and the amount which was paid to the worker. Review of any civll wage and penalty assessment will be made pursuant to California labor Code section 1742.

ARTICLE 25- FAIR WAGE/FAIR WORK
If the Agreement is for Services that will be performed at one or more UC Locations, does not solely Involve furnishing Goods, and are not subject to extramural awards containing sponsor-mandated terms and conditions, Supplier warrants that it Is In compliance with applicable federal, state and local working conditions requirements, including but not limited to those set forth in Articles 11, 12 and 14 herein, and that Supplier pays Its employees performing the Services no less than the UC Fair Wage. Supptler :igrees UC may conduct such UC Fair Wage/Fair Work interim compliance audits as UC reasonably requests, as determined in UC's sole discretion. Supplier agrees to post UC

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CALIFORNIA
Terms and Conditions of Purchase
Fair Wage/Fair Work notices, In t he form supplied by UC, In public areas (such as break room s and lunch roo ms) frequ ented by Supplier employees who perform Services.

For Services rendered (actual spend) not subject to prevaili ng wage requirements in excess of $100,000 In a year !under t he Agreement or any combinati on of agreem ents for the same service), Supplier will (i) at Supplier's expense, provide an annual independen t verification ( ht tps://w ww .ucop .ed u /procu rement-sP.rvices/fo r-suppliers/f wfw- re sou rces-suppliers.htm I) perform ed by a licensed public account in8 fi rm (independent accountant) or the Supplier's Indepe ndent i nternal audit department (http :/Jna.th eila.orgLstandards fill!ga nce/topicsJPaRe$/lndepe_ndence-and-Objectlvity .aspx) in comp liance with UC's requlr (ld verifi cation stand ards and proced ures (https ://www.ucop.edu/p rocurement- services/for-suppl!ers/fwfw -resources-suppllers.ht ml), concerning Supplier's compliance w ith this provision, and (Ii) ensure that In the case of a UC Inte rim audit, its independent accountant/indep endent intern al auditor makes avail able to UC Its UC Fair Wage/Fair Work work papers for the most recent verif ication period. Supplier agrees to provide UC wit h a UC Fair Wage/Fair Work verification annually, in a form acceptable to UC, no later than ninety days after the end or the 12-mon th period in which $100,000 In spend is reached.

The Fair W age Fair Work annual Independent verification requirement does not extend to contracts for professfonal services or consultfng for whic h pre-cert ification has been provided to UC (http s:/Aw,w. ucop.edu / procure ment -services/fo r-sµpplier s/fwfw-r esources suppllers.htm!) . Please see the UC ProcurementiSu pply Chain Mana geme nt Polley BUS-43 (https://www. uccp.edu/procureme nt• servlces/po llcies-for msLbuslness-and-flnance/index.h tmll for the defin itio n of profe ssional services and consultin g.

ARTICLE 26 - MEOICAL DEVICES
This Article applies w hen the Goods and/o r Services Involve UC purchasing or !easing one or more medical devices from Supplier, or when Supplier uses one or more medical devices in providing Goods and/or Services to UC.

M11dica l Device a~ us.ed herein will have the meaning provide d by the U.S. Food and Drug Admini stration ("FDA") and means an inst rument , apparatus, lmpiement, machine, contrivance, Implant, in vitro reagent, or other similar or related article, including a component part, or accessory whic h i s: (i) recogni zed In the official National Forrnuiary, or the United States Pharmacopoeia, or any supplemen t t o them ; (ii) inten ded for use in the diagnosis of disease or othe r cond itions, or in the cure, mltlc atio n, treatment, or prevention of disease, fn humans or other animals, or (Ill) intended to affec t t he structure or any function of the body of humans or other anima ls, and which does not achieve any of Its primary Intended purpos es through chemica[ action within or on the body of humans or other animals and which Is not depP.ndent upon being metabolf2ed for the achievement of any of Its primary Intend ed purposes.

Supr>lier warrants that prior to UC's purchase or lease of any M edical Device or Supplier's use of any Medica l Device in providing Goods and/or Services hereunde r, Supplier will: (I) perform security testi ng and valid ation for each such Goods and/o r Services or Medica l Device, as applicable; (ii) perform security scans to detect malware on any software emb edded within any Goods and/or Services or Medical Device, as applicabl e, in order to verify that the software do es not contain any known ma lware; (Iii) condu ct a vulnerability scan encom passing all port s and fuzz testing; and (Iv) provide UC with reports for (i) - (Ill). Suppfie,· warrants that any Good or Medical Device is comp liant with FDA's most curren t guidance or regulation for the quality system related to the cybersecurity and the Management of Cybersecurity in Medical Devices, and that Supplier will maintain compliance with any updates to such guidance or regulations.

Throughou t Supplier's performa nce of this Agreeme nt, Supplier will provide UC with reasonably up-to-date patches, firmware and security updat es fo r any Medical Device provided to UC, and any other M edical Device used In the course of provid ing Services, as appll cable. All such patches and other security upd ates wlll be made available to UC within thirty (30) days of its commercia l release or as otherw ise recommen ded by Suppller or Supplier's sub-supplier, whichever is earller.

Supplier warrants that all software and Installatio n media not specifically requir ed for any M edical Device used by Suppli er or Goods and/or Services delive red to UC under this Agreement as well as files, scripts, messaging services and data will be removed from all such Goods and/or Services or Medical Device following installation, and tha t all hard ware port s and drivers not required fo r use or operati on of such Goods and/or Services or Medlcal Device wil[ be disabled at time of installat!on . In addition, M edical Devices must be configu red so that only Suppli er-approve d applications wi!I run on such Medlcal Devices.

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CALIFORNIA
Terms and Conditions of Purchase
Supplier agrees that UC may take any and all actio ns that It, In its sore discretion, deems necessary to address, mitigate and/or rectify any real or potential security threat, and that tio such action, to the exten t such action does not compromise device certifica tion, wUI impac t, limit, reduce or negate Supplier's warranties or any of Supplier's other obligations hereunder.

Supplier warrants that any Medical Device provided to UC, and any other Medical Device used in the course of providing such Goods and/or Services, meet and comply with all cyber-security guidance and slmilar standards promulga ted by the FDA and any other applicable regulatory body.

If the Goods and/o r Services entail provision or use of a Medica[ Device, Supplie r will provide UC with a completed Manufacturer Disclosure Statement for Medical Device Security (MDS2) form for each such M edical Device before UC is obUgated to purchase or lease such Medical Device or prior to Supplier's use of such device in its performance of Services. if Supplier provides an MDS2 form to UC concurre ntly with its provision of Goods and/or Services, UC wilt have a reasonable period of tfme to review such MOS2 form, and if the MDS2 form is unacceptable to UC, then UC in its sole discretion may return the Goods or terminate the Agreement with no fur ther obligation to Supplier.

ARTICLE 27 - FORCE MAJEURE
Neither Party will be liable for delays due to causes beyond the Party's control (includlng, but nol restricted to, war, civil disturbances, earthquakes, fires, floods, epidemics, quarantine restrict ions, freight embargoes, and unusually severe weather).

ARTICLE 28- ASSIGNMENT AND SUBCONTRACTING
Except as to any payment due hereunder, Supplier may not assign or subcontract the Agreement without UC's written consent; provided, however, that Supplier may assign the Agreement to an affiliate upon prior written notice to and approval from UC. In case such consent is given, the assignee or subcontractor will be subject to all of the terms of the Agreement.

ARTICLE 29 - NO THIRD-PARTY RIGHTS
Nothing in the Agreement, express or implied, is intended to make any person or entity that is not a signer to the Agreement a third-party beneficiary of any right created by this Agreement or by operatlon of law.

ARTICLE 30 - OTHER APPLICABLE LAWS
Any provision required to be included in a contrac t of this type by any applicable and valid federal, state or local law, ordinance, rule or regulations wlll be deemed to be incorporated herein.

ARTICLE 31- NOTICES
A Party must send any notice required to be given under the Agreement by overnight delivery or by certified mail wlth return receip t requested, to the other Party's representative at the address specified by such Party.

ARTICLE 32 -SEVERABILITV
If a provision of the Agreement becomes, or is determined to be, illegal, Invalid, or unenforceab le, that wlll not affect the legality, validity or enforceability of any other provision of the Agreement or of any portio n of the Invalidated provision that remains legal, valid, or enforceab le.

ARTICLE 33 -WAI VER
Waiver or non-enforcement by either Party of a provision of the Agreement will not constitute a waiver or non-enforcemen t of any other provi sion or of any subsequent breach of the same or similar provision.

ARTICLE 34 - AMENDMENTS
The Parties may make changes in the Goods and/or Services or otherwise amend the Agreement, but only by a writing signed by both Parties' authorized representatives. In the event there Is a Material Change to the Agreement, the parties agree to meet and confer In good faith In order to modify the terms of the Agreement. A Mater fal Change as used herein refers to :

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Terms and Conditions of Purchase
A. A c hange to the scope of Goods and/or Services to be provided by Supplier, as agreed to by UC; B. A change In the Institutional Information Supplier Is required to create, receive, maintain or transmit in performance of the Agreement, such that the Protection Level Classification of such lnstltutlona! Information changes; C. Changes In the status of the parties;
D. Changes In flow down terms from external parties; and E. Changes In law or regulation appllcable to this Agreement.

Ead, party shall notify the other party upon the occurrence of a Material Change.

ARTICLE 35 - GOVERNING LAW ANO VENUE
California law wlll control the Agreement and any document to which It is appended. The exclusive Jurisdiction and venue for any and all actions arising out of or brought under the Agreement is in a state court of competent jurisdiction, situated In the county in the State of California In which the UC Location Is located or, where the procurement covers more than one UC Location, the exclusive venue rs Alameda County, California.

ARTICLE 36- ASSISTANCE IN LITIGATION OR ADMINISTRATIVE PROCEEDINGS Supplier will make itself and its employees, subcontractors, or agents assisting Supplier in the performance of its obligations reasonably available to UC at no cost to UC to testify as witnesses, or otherwise, in the event of investigations, or proceedings against UC, its directors, officers, agents, or employees relating to the Goods or Services.

ARTICLE 37 - SUPPLIER TERMS
Any additional terms that Suppller Includes in an order form or similar document will be of M force and effect, unless UC expressly agrees in writing to such terms.

ARTICLE 38 -SURVIVAL CLAUSE
Upon expiration or termination of the Agreement, the following provisions will survive: WARRANTIES; 1NTELLECJ'UAL PROPERTY, COPYRIGHT, PATENTS, AND DATA RIGHTS; INDEMNITY AND LIABILITY; USE OF UC NAMES AND TRADEMARKS; LIABILITY FOR UC-FURNISHED PROPERTY; COOPERATION; TERMS APPLICABLE TO THE FURNISHJNG Of GOODS; AUDIT REQUIREMENTS; PnOHIBITlON ON UNAUTHORIZED USE OR DISCLOSURE OF INSTITUTIONAL INFORMATION; GOVERNING LAW AND VENUE, and, to the extent Incorporated into the Agreement, t he terms of the APPENDIX-DATA SECURITY, APPENDIX- BAA, and/or APPENDIX-GDPR.

ARTICLE 39- CONTRACTING FOR COVERED SERVICES
Covered Services, for the purpose of this Agreement, are defined as work customarily performed by bargaining unit employees at the University In the categories of services described In Regents Policy 5402, and American Federation of state, County, and Munlclpal Employees (AFSCME) Collective Bargaining Agreement Article S. Covered Services Include, but are not necessarily limited to, the following · services: cleanlng, custodial, Janitorial, or housekeeping services; food services; laundry services; grounds keeping; building maintenance (excluding skilled crafts); transportation and parking services; and security services.

Unless UC notifies Supplier that the Services are not Covered Services, Supplier warrants that It is in compliance wi th applicable federal, state and local working conditions requirements, including but not lhnlted to those set forth in in other Articles of the Agreement. In accordance with Regents Policy 540 2 and AFSCME Collective Bargaining Agreement Article 5, Supplier also warrants that It pays its employees performing the Covered Services at UC locations the equivalent value of the wages and benefits - as determined in the Wage and Benefit Parity Appendix - received by UC employees providing stmilar services at the same, or nearest UC location.

Supplier agrees UC may conduct such compliance audits as UC reasonably requests, and determined at UC's sole discretion. Supplier agrees to post UC Contracting for Covered Services notices, In the template supplied by UC, In a prominent and accessible place (such as break rooms and lunch rooms) where it may be easily SP.en by workers who perform Covered Services. The term "Supplier• includes Supplier and its Sub-Suppliers at any tier. Supplier also agrees to:

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CALIFORNIA
Terms and Conditions of Purchase
(a) upon UC's request, provide verification of an Independent audit performed by Supplier's independent auditor or Independent internal audit department (http ://na .theiia.org/standa cds-guidance/to plcs/Pages/lndependence-and-Objectivity.aspx) and at Supplier's expense; and
(b) ensure that, in the case of a UC interim audit, Supplier's auditor makes available to UC its Contracting for Covered Services work papers for the most recently audited time period. Supplier agrees to provid e UC requested verillcation, in a form acceptable to UC, no later than ninety days after receiving lJC's request.

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Appendix
Data Security
ARTICLE 1. PURPOSE AND INTRODUCTION
A. ln t he course of providing the Goods and/or Services contemplated by the Agreement, Supplier may gain access to the University of California's {UC) Institutiona l Information and/or IT Resources (both defined below). In such an event, UC and Supplier desire to appropriately protect Instituti onal Information and IT Resources. The purpose of this Appendix-Data Security is to specify Supplier's cybersecurity and risk management responsibilities when Supplier has access to Institutiona l Information and/or IT Resources.

B. Any capitalized terms used here have the meaning ascribed to such terms as set forth in the Agreement or Incorporated Documents.

C. Supplier must provide commercially acceptable cybersecurity and cyber risk management to protect Institut ional Information and/or IT Resources. This must Include, but Is not limited to the Supplier:

1. Developing and documenting a plan that protects Institutional Informat ion and lT Resources.
• Supplier must responsibly execute this plan.
• Supplier's approach must conform to a recognized cybersecurity framework designed for that purpose. 1
• Supplier's inform ation security plan must be supported by a third -party review or certification. Supplier may onty use an alternative to a third party review if approved by the responsible UC Informat ion Security Officer.

2. Conducting an accurate and thorough assessment of the potential risks to and vulnerabilities of the security of the Institut ional Information and/o r IT Resources. Supplier must mitigate ant icipated risks effectively. This includes implementing commercially acceptable security policies, procedures, and practices that protect Institutional Information and/or IT Resources.

3. Updating its plan to effectively address new cybersecurity risks.

4. Complying with pertinent contr actual and regulatory responsibilities.

5. Providing UC with evidence of compliance with Supplier's information security plan.

6. Keeping UC informed with timel y updates on risks, vulnerabflities, Securit y Incidents, and Breaches.

7. Keeping UC informed of any measures UC must perform to ensure the security of Institutional Information and IT Resources. 1 Examples include the latest versions of PCl DSS, NIST CSF, CIS Critical Security Controls, ISO 27002, N 1ST SP 800-53 and NIST SP 800-171.
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Data Security
D. If, in the course of providing the Goods and/or Services under the Agreemen t, Supplier engages in transact ions w ith UC affiliated individuals (incl uding but not limited to: stude nts, staff, faculty, custome rs, patients, guests, volunteers, visitors, research subjects, etc.), as a benefit and result of the Agreement, Supplie r must treat any data about UC affiliated individuals that Supplier creat es, receives, and/o r collects in the course of those transactions with the same level of privacy and security protections and standards as requ ired of Institut iona l Information by this Appendix.

E. Suppl ier agrees to be bound by the obligat ions set forth in t his Appendix. To the exten t applicab le, Supplier also agrees to impose, by written contract, the same term s and condit ions contained in this Appendix on any sub-suppl ier reta ined by Supplier that are specifically involved in data security and privacy, to provide or assist in provid ing the Goods and/or Services to UC.

F. To the extent that a requirement of this Append ix con flicts with those of any othe r UC Agreem ent or Incorporated Document, the most strin gent requ irement (including but not limited to: least risk to UC, shortest time, best practice, etc.) wi ll apply.

ARTICLE 2. DEFINED TERMS
A. "Breach" means: (1) Any disclosure of Institutiona l Informat ion to an unaut horized party or ln an unlaw ful manner; (2) Unauthorized or unlawfu l acquisition of informat ion that comprom ises the securit y, confidentia lity, or integrf ty of Inst itutio nal Infor mation and/or IT Resources; or {3) The acquisition, access, use, or disclosure of protected health informat ion (PHI) or medical info rmation in a manner not permi tted under the Health Insurance Portabili ty and Accountab ility Act (HIPAA) or California law.

B. "llli dt Code" means: (1) Any code UC would not reasonably expect to be present or operat ing; (2) Hidden softw are orfunctional ity w ith adverse or undesired actions or consequences; (3) Code that replicates or trans mits Institutional Info rma tion or activates operating systems or other simi lar services w ithout the express knowledge and approva l of UC; (4) Code that alters, dama ges, or erases any Institutional Information or softwa re without the express knowledge and approval of UC; or (5) Code or apparatus t hat fu nctions in any way as a: key lock , node lock, time -out, "back door," "trap door," "booby trap," "dead drop device,'1 "data scram bllng device," or other function , regardless of how it is imp lemented , which is intended to alter or restrict the use of or access to any Institutional Information and/or IT Resources.

C. " Institutional Information" means: Any informa tion or data created, rece ived, and/or collected by UC or on its behalf, including but not limited to: application logs, meta data, and data derived from such data.

D. "IT Resource" means: IT infrastructure, clou d services, software, and/or hardwa re w ith comp uting and/or network ing capability that is Supplier owned/managed or UC owned, or a persona lly owned device tha t sto res Institut iona l Infor mati on, is connected to UC systems, is connected to UC networks, or is used for UC business. IT Resources include, but are not limite d to: personal and mobfle computing systems and devices, 8/12/2019 Page 2 of 12
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mobile phones, printers, network devices, industr ial control systems (including but not limit ed to : SCADA, PLCs, DPC, Operat ional Technolog y, etc.), access control systems, digital video mon itoring systems, data storage systems, data processing systems, backup systems, electro nic and physical media, biometri c and access tokens, Internet of Things (loT), or any other device that conne cts to any UC network.

E. "Major Change" mea ns: The impl ementation of a change that could have an effect on t he securit y of an IT Resource or Insti tutional lnf9rmat ion. The scope includes changes to architectu res, proce sses, tools, metrics, and documentation, as well as changes to IT services and other config uration items . These include changes related to:

1. Technology upgrades or migrations.

2. Responses t o Security Incidents.

3. M odi fications of scope (data elements, feat ures, location of Instituti onal Infor ma tion, etc.).

4. Regulatory guidanc e.

5. Law and legal regu lations.

6. Response s to risk assessments.

7. Addressing vulnerabili ties.

8. M aterial updates or shifts in tech nologies used by Supplier.

F. "Security Incident" means: (1) A material compromis e of t ile confident iality, integ rity, or availabili ty of Institut ional Information; (2) A single event or a series of unwanted or unex pected events that has a signific ant prob abili ty of compromisi ng UC business operations or threaten ing Insti tutional Inform ation and/o r IT Resourc es; (3) Any event invo lving a cyber intru sion; or (4) A materi al fail ure of Supplier's admin istrative , tech nical, or physical controls th at resulted or could have resulted in an adverse impac t to the confidentialtty, integ rity, or availability of Insti tutional Inform ation or IT Resources.

ARTICLE 3. ACCESS TO INSTITUTIONAL INFORMAT10N AND IT RESOURCES A. Supplier must l imi t its access to, use of, and disclosure of Institutional lnformat ion and IT Resources to the least invasive degree necessary requi red to provide t he Goods and/or Services.

1. Suppli er may not access or use Institu tional Info rmati on and IT Resources fo r any purpose except to provide the Goods and/o r Services.

2. For the avoidance of doubt, Supplier may not access, use, or disc!ose Institutiona l Information and IT Resources outside the scope of the Agreement fo r purposes of, inclu ding but not limi ted to : marketing , advertising, research, sale, or licensing unless expr essly approv ed in w ritin g by UC.

B. In t he event that Goods and/or Servic es inclu de the review of a specific Security Incident or a threat to or anomaly in Insti tutio nal Info rmation or IT Resources, Supplier must limit inspection to t he least invasive degree necessary required to per form the investigation.
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Data Security
ARTICLE 4. SUPPLI ER'S INFORMATION SECURITY PLAN AND RESPONSIBILITIES A. Suppli er acknowl edges t hat UC must comply with informa t ion security standards as required by law, regulation , and regulato ry guidance, as well as by UC's internal securi t y progr am that protects Institutional Informat ion and IT Resources.

B. Supplier must estab lish, mainta in, comp ly w ith, and respons ibly execut e its informa tion security plan.

C. Supplier's initial infor mati on security plan is attached as Exhibit 2 and incorporat ed by reference.

D. Updat es to Exhibit 2 will occur as follows:

1. On an annua l basis, Supplie r will review its information secur ity plan, update it as need ed, and submit it upon written request by UC.

2. In the event of a Major Change, Suppl ier will review its informat ion security plan, update it as neede d, and submit it to UC as deta iled here in.

E. If Supplier makes any mater ial modif ications to its information security plan that will affect the securit y of Instit utional Informatio n and IT Resources, Supplier must notify UC within seventy -t wo {72) calendar hours and ident ify the changes.

F. Supplie r's Informat ion Security Plan must:
8/12/2019

1. Ensure the security (inclu ding but not limited to: confide ntiality, integrity, rlnd availability) of Institutio nal Informati on and IT Resou rces through t he use and maintenance of appropriate admi nistr ative, techni cal, and physical controls;

2. Protect against any reasonably antici pate d threats or hazards to Insti tutional Inform ation and IT Resources;

3. Address the risks associated with Supplier having access to Institutiona l Info rmation and IT Resources;

4. Comp ly w ith applic able regula tions and/ or external obligations listed in Exhibit 1;

5. Comply with all applicable legal and regulatory requ iremen ts for data protection, security, and priv acy;

6. Clearly document the cyber security resp onsibilit ies of each party;

7. Follow UC reco rds rE-~ tention require ments outline d in the Statem ent of Work (SOW) or in UC's Terms and Cond itions ;

8. Prevent the sharing of password s or aut hentication secrets tha t provide access to Institutional Information and/or IT Resources;

9. Prevent the use of passph rases (password s) o r other authenticati on secrets that are common across custo mers or multi ple unrelat ed UC site s or units;

10. Prevent unauthoriz ed access to Institutional Information and IT Resources;

11. Prevent unauthoriz ed changes to IT Resources;

12. Prevent t he reduct ion, remo val, or turnin g off of any secur ity contro l without express writte n approval from UC;

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Data Security

13. Prevent the creat ion of new Supplier accounts to access Institutional Inform ation and IT Resources without express writt en approval from UC;

14. Prevent the storing, harvesting, or passing through of UC credentials (username, password, aut hentic ation secret, or other factor); and

15. Prevent the use or copyin g of institutiona l Informat ion for any purpose not authorized under the Agreeme nt or any associated Statemen t of Work (SOW).

ARTICLE 5. REQUESTS FROM UC AND EVIDENCE OF COMPLIANCE
A. Supplier must prov ide UC with evide nce that demonst rat es to UC's reasonable satisfact ion Supplier's adhere nce to its informati on security plan (including but not limited to: th ird-party report, attest ation signed by an authorized individua l, attestation of compli ance by a qualified assessor, or a mutually agreed upon equivalent) upon execution of the Agreemen t, upon reasonable request (including but not limited to:
annually, after Major Changes, and/or as a result of -a Security Incid ent), or as required by any applicable regulatory or govern mental autho rity.

8. Supplier must respond to UC's reasonable questions related to cybersecurity controls, Security Incident s, or Major Changes, newly published vulnerabil ities, and/o r risk assessments within ten (10) business days.
c. UC may request and perform a security audit using a qualified third party or a mutually agreed upon alternativ e annually or as a resul t of a Breach.

ARTICLE 6. NOTIFICATION OF MAJOR CHANGES AND VULNERABILITY

DISCLOSURES
A. With in twenty (20) business days, Supplier must notify UC regarding changes in Supplier's security postur e or IT infrastru cture. Such noti ces must occur:

1. When Major Changes happen .

2. When Supplier become s aware of a vulnerabi lity that warrants a CVE2 rating of NHigh" or "Critical," based on t he latest CVE version, for which a patch is not yet available or for which Supplter will delay application of an available patch .

B. Suppli er must use comme rcially acceptable efforts to remediate, within twen ty (20) business days, any vulnerability rated as CVE High or Crit ical.

C. In response to Maj or Changes, Supplier must update its infom1ation security plan no later than fifteen (15) days into the next calendar quarter and must provide upda ted evid ence of compli ance with the informat ion security plan. 2 Common Vulnerabilities and Exposures (CVE) ls a dictionary-type list of standard lied names for vulnerabilities and other Information related to security exposures maintained by The MITRE Corporation. CVE aims to standardize the names for all publlcly known vulnerabilities and security exposures. The goal of CVE is to make it easier to share data across separate vulnerability databases and security tools. The CVE list can be found at:
cve.mitre.org
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Data Security
ARTICLE 7. RETURN AND DISPOSAL OF INSTITUTIONAL INFORMATION A. Within thirty (30) calendar days of the terminat ion, cancellation , expiration, or ot her conclusion of the Agreem ent, Suppli er must return all Institutional Informati on to UC and then dispose of the Institutional Info rmation in possession of Supplie r as detail ed herein. This provision also applies to all Institutional Info rmation that is in th e possession of sub-supplier s or agents of Supplie r.

B. Such disposal will be accomplished using the methods described in UC's Institutional Inform ation Disposal Standard
( h ttps ://security . ucop.edu/policles/insti tutional-in for rnation-d isposal. html) or an alternative approved by UC.

C. Upon request, Supplie r w ill certify in writing to UC that such return and/o r disposal has been comp leted.

D. If Supplier believes that return and/ or disposal of Institutional Info rmation is technica lly impo ssible or impractical , Supplier m ust provide UC with a written statement explaining the reason fo r this conclu sion . If UC determines that return and/ or disposal is technically impossible o r impractical, Supplier will conti nue to prote ct the Institutional Informatio n in accordance with th e terms of this App endix for as long as the Insti tutional Information is in Supplier's possession.

ARTICLE 8. NOTIFICATION OF CORRESPONDENCE CONCERNING INSTITUTIONAL

INFORMATION
A. Supplier agrees to notify UC prom ptly, both orally and in writin g, but in no event more than seventy-two (72) calendar hours after Supplier receives correspondence or a comp laint that relates to a regul ation, contractu al obli gation 1 Breach, or mat erial risk concerning Inst itutiona l Informatio n. For purposes of this Article 8.A, a correspondence or compla int may include1 but is not limit ed to, any commun icati on that originates from law enforcement, regulat ory or governme ntal agencies, government investigators, corporations, or an individuat but excludes normal custom er service corre sponden ce or inq uiries.

ARTICLE 9. COORDlNATING, REPORTING, AND RESPONDING TO BREACHES AND

SECURITY INCIDENTS
A. Report ing of Breach or Security Incident: If Supplier reasonably suspects or con fir ms a Breach and/o r a Security Incident impa ct ing Institutional Informa tion and/or IT Resources, Supplier must promptly noti fy UC both orally and in writin g using th e con tacts in the Agreement. Supplier must provide such notificatio ns no later t han seventy two (72) calendar hours after the init lal suspicion of a Security Incide nt and/or B reach and (2) seventy-two (72) calend ar hou rs afte r the init ial confirma tion of a Security Incident and/or Breach, if Supplier is able to make such a confirma tion. Supplier's notificati on must identify:

1. Cont acts fo r both technical and manageme nt coordin ation; 8/12 / 2019

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2. Escalation and identifying information, such as ticket numbe rs, system identifiers, etc.;

3. The nature of the Breach and/or Security Incident;

4. The Institut ional Information and/or 1T Resources affected; S. What Supplier has done or wilt do to mitigate any deleter ious effect ; and 6, What corrective action Supplier has taken or will take to prevent fu ture Security Incidents.

B. Supplie r will provide other non-proprietary information as reasonably requested by UC.

C. In the event of a suspected Breach and/o r Security Incident, Supplier will keep UC inform ed regularly of the progress of its investigat ion until the incident is resolved.

D. Coordinatio n of Breach Response or Security Incident Activities: Supplier will fully cooperate with UC's investigation of any Breach and/or Security Incident involving Supplier and/or Goods and/or Services. Supplier's full cooperation wtll include1 but not be limited to, Supplier:

1. Promptly preserving any potential forensic evidence relating to the Breach and/or Security Incident;

2. Remedying the Breach and/or Security Incident as quickly as circumstances permit;

3. Prompt ly, but no more thnn seventy two (72} calendar hours after the discovery of Breach and/or Security Incident, designating a contact person to whom UC will di rect inqu iries and who will communicate Supplier responses to UC inquir ies;

4. As rapidly as circumstances permi t, assigning/using appropriate resources to remedy, investigate, and document the Breach and/or Security Incident, to restore UC service(s) as directed by UC, and undertake appropriate response activit ies;

5. Providing status reports to UC regarding Breach and Security Incident response activities, either on a daily basis or a frequency approved by UC;

6. Coordinating all media, !aw enforcemen t, or other Breach and/or Security Incident notifications with UC in advance of such notification(s), unless expressly proh ibited by law;

7. Ensuring that knowledgeable Supplier employees are available with reasonable notice, if needed, to partic ipate in UC and Supplier initiated meetings and/or conference calls regarding the Breach and/or Security Incident; and

8. Ensuring that know ledgeable Supplier employees and agents part icipate in after-action analysis, includ ing root cause analysis and prevent ive action planning.

E. Breaches and Security Incidents-Corrective And Preventive Action: As a result of a Breach and/or Security Incident impacting Institutional Informa tion and/or IT Resources, and upon UC's request, Supplier must prepare a report detailing corrective and preventive actions. The report must include:
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Data Security

1. A mutually agreed upon t imeline for the corrective and preventive actions based on the nature of the Breach and/or Security Incident;

2. Identification and description of the root causes; and

3. Precise steps Supplier will take to address the failures in the underlying administrative, technical, and/o r physical controls to mitigate damages and future cyber risk.

F. Costs: Supplier must reimburse UC for reasonable costs related to responding to Breaches impacting Institut ional Information and IT Resources caused by Supplier. This includes all costs associated with notice and/or remediation of the Breach.

G. Grounds for Termination: Any Breach may be grounds for termination of the Agreement by UC. Agreement obligations to secure, dispose, and report continue through the resolution of the Breach and/or Security Incident. · ARTICLE 10. ILLIClT CODE WARRANTY
A. Supplier represents and warrants that the Goods and/or Serv[ces do not contain Illicit Code.

B. To the extent that any Goods and/or Services have Illicit Code written into them, Supplier will be in breach of this Agreement, and no cure period wil l apply.

C. Supplier agrees, in order to protect UC from damages that may be intentionally or unintentionaHy caused by the introduction of Illicit Code, to promptly isolate or otherwise secure and then return Institutiona l Information and/or IT Resources.

D. Suppl[er acknowledges that it does not have any right to electronically hold instit utional Information or assert any claim against UC by withholding the Goods and/or Services using Illicit Code .

E. Should Supplier learn of the presence of Illicit Code, Supplier will prompt ly provide UC with written not ice explaining the scope and associated risk.

F. Supplier represents and warrants that it will take commercially reasonable steps to prompt ly remove lllidt Code.

G. Supplier represents and warrants that even if Illicit Code is unintentionally installed via any method, Supplier will never utilize the Illicit Code.

H. This provision does not relate to malware or viruses that attack the running IT Resource. These are covered under ARTICLE 9 - COORDINATING, REPORTING, AND RESPONDING TO BREACHES AND SECURITY INCIDENTS.

ARTICLE 11. BACKGROUND CHECl<S
A. Before Supplier's employee, sub-supplier, or agent may access Inst itution al Informa tion and/or IT Resources dassified at Protectron level 3 or Protection Level 43, Supplier must conduct a thorough and pertinent background check. Supplier must evaluate the results prior to granting access in order to assure that there is no indication 3 See Exhibit 1.
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Data Security
that t he employee, sub-supplier, or agent presents a risk to Institutional Information and IT Resou rces.

B. Supplier must retain each employee's, sub-supplier's, or agent's background check documentation for a period of thre e (3) years followi ng the termina tion of t he Agreement.
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Data Security
Exhibit 1- Institutional Information

1. Protect ion Level Classification 4:
Prote ct ion Leve l 1
X Prot ection Level 2
D Protection Level 3
D Protection Level 4
Explanation:

The Protect ion Level determines the applicab le cyber security insurance requirement in the Terms and Conditions .

2. 1nstitut ional Informat ion data element descriptors :

Select all data types that apply:

A. Animal Research Data.

B. Controlled Technical Inform atio n (CT!).

C. Controlled Unclassified Information (CUI) - 800 -171/NARA.

D. Defense Department: Covered Defense Information (COi).

E. Federal Acquisition Regulations (FARS/DFAR) othe r than CUI.

F. 181 GDPR personal data.

G. GDPR special data.

H. Health data -other identifiable medical data not covered by HIPAA. (Including but not limit ed to: occupationa l health, special accommoda tion, or services qualification, etc .)
I. D Health Records subject to HIPAA Privacy or Security Rule (PHI).

J. Human Subject Research Data.

1. Identified .

2. Anonym ized.

K. D Intellectual property (IP), such as patents, copyright, or trade secrets.

L. IT AR/EAR-cont rolled data.

M. ~ Payment card data (PCI, PCI DSS).

N. Personally identifiable informat ion - Pll.
o. Student data, whether or not subject to FERPA.

P. Other: _ _ _ _ _ ___ _____ _______ _ _ _ _
Q. Other : _ _ ___ _ ___ ______ _ ___ ___ _
4 For ref ere nee see: h tt ps://s ecurity .ucop.edu/po ! i cles/inst ituti on al-informatlon -and- it-resource -classificati on. htm I 8/12/2019 Page 10 of 12
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Data Security
R. other: _ _________ ____ _ _ ___ ____ _
S. Other: _ ___ ___ ____________ ___ _ _

3. Inst itutional Information Regulation or Contract Requirements:

Select all regulations or external obligations that apply to inform UC and the Supplier of obligations related to this Appendix:

Privacy (* Indicates data security requirements are also present) A. California Confidentiality of Medical Information Act {CMIA) *.

B. 181 California Consumer Privacy Act (CCPA).

C. California Informat ion Practices Act (IPA).

D. ~ European Union General Data Protection Regulation {GDPR)*.

E. Family Educational Rights and Privacy Act (FERPA} *.

F. Federal Policy for the Protection of Human Subjects ("Common Rule").

G. Genetic Information Nondiscrimination Act (GINA).

H. Gramm-Leach-B!iley Act (GLBA) (Student Financial Aid)*.

I. Health Insurance Portability and Accountability Act/Health Information Technology for Economic and Clinical Health Act (HIPAA/HITECH) *.

J. Substance Abuse and Mental Health Services Administration SAMHSA (CFR 42 Part 2).

K. The Fair and Accurate Credit Transaction Act (FACT A).

L. The Fair Credit Reporting Act (FCRA).

Data Security
M. Chemical Facility Anti-Terrorism Standards (CFATS).

N. 0 Defense Federal Acquisition Regul?tions (DFARS).

0. Export Administration Regulations (EAR).

P. Federal Acquisition Regulations (FARS).

Q. Federal Information Security Modernization Act (FISMA).

R. International Traffic in Arms Regulations (ff AR).

S. IE! Payment card data (PCI, PC! DSS).

T. D Toxic Substances Control Act (TSCA).

U. Other: _ ___ ___________ ___ _ _ _ _ _
V. Other: _____ ______ _ _ _ _________ _
W. Other: __________ _______ _ _ _ ___ _
X. Other: _ _ _ _ _ ______________ ____ _
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DocuSign Envelope ID: 8ACC6917-867C-4478-8477-D5002789A916 University of California
Exhibit 2
Appendix
Data Security
Supplier's Initial Information Security Pian
8/12/ 2019

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UNIVERSITY
OF

CALIFORNIA
Appendix- Electronic Commerce
This Electronic Commerce Appendix specifies the electronic commerce requirements applicable to Supplier fn providing the Goods and/or Services.

SECTION 1 - GENERAL TERMS
Each UC Location offers an electronic web-based purchasing and catalog system to facilitate the purchase of Goods and/o r Services from UC suppliers. UC Locations' eProcurement systems currently are provided by multiple service providers. Eight of the ten UC campuses utili ze the same platform but may require separate Implementat ions, as will the remalnlng campuses and/or Medical Centers. This Appendix sets forth the term s and conditions that will govern Supplier's sale of Goods and/or Services thr ough UC's eProcurement systems.

SECTION 2 - DEFINITIONS
Catalog( s} refers to the list of detai led product informat ion, agreement pricing, manufactu rer part numbe rs and/or service descriptions relating to the Goods and/o r Services to be offered either as a Punch-out Catalog, a Hosted Catalog or in a combination . This may include the creation of multiple Hosted Catalogs. eProcutement and eCommerce are used inte rchangeably to mean UC's electronic web-based purchasing and catalog systems. Each UC location has a branded eProcurement site.

Go Live Date means the date on which a Catalog will be active.

Hosted Catalog means a Catalog that Is a propP.rly format tP.cl c.omputP.r fif P. sur pliP.n to ::.If l IC l.ocati ons through the Locations' respective eProcurement systems.

Order means a purchase order for Goods and/or Servlces placed by a User through an eProcurement system.

Order Data means ali data and information relating to Orders, includin g, without limitat ion, the specifics of a given transaction.

Punch-out Cat alog means a Catalog hosted by Supplier on Supplier's Site.' Users may access thi s Punch-out Catalog via an Internet link provided by Supplier to UC that redirects a User from the Location's eProcurement system to Supplier Site.

Supplier Mark means Supplier's name, trade name and/or tradema rks, service mark, or any derivation ther eof.

Supplier Site means an internet site operated and maintained by Supplier that has been made subject to this Appendix .

UC Mark means UC's name, trade name and/or trademarks, service marks, or any derivation thereof .

User means an individu al auth orized by a UC location to use an eProcurernent system.

SECTION 3 - RIGHT TO USE
UC grants t o Supplier the right to sell Goods and/o r Services to UC through the eProcurement systems, subject to the terms of thls agreemen t. Supplier will be responsible for any cost of operation or dispute with regard to its interface with UC's eProcure ment systems.

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DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-D50D2789A916 SECTION 4 - e-PROCUREMENT SYSTEM RESPONSIBILITIES: MAINTENANCE OF CATALOG(SI; LICENSE (a) e-Procurement System Responsibillties.

Except as otherwise set forth herein, each party will be responsib le, at its own expense, for: (t) developing, operating and maintaining its relevant system(s); (ii) acquiring and maintaining its server hardwa re and software (or obta ining third-party hosting services) for its relevant system(s); and (iii) main taining internet connect ivity .

The supplier wfll enable its catalog with any UC locat ion that requests one, as long as it is not out of the scope of the terms of the agreement or this appendix. The parties agree to electronica lly link the funct ionality of their respective systems, using commercially reasonab!e efforts .

Purchase Order and Invoice/Credit Memo Data will be transmit ted between the systems according to the appropriate method for each University location, cXML, xCBL or EDI standards being preferred. Other methods of PO or Invoice/Credit Memo transmission will only be allowed at the discretion of each University location .

A supplier's Punch-out site (if applicable) will perm it: (a) Users to access the Supplier Site when a User selects the Punch-out Catalog; (b) Supplier site to send back user selected items to Location's eProcurement system; (c) User to create an Order through the Location's eProcurement system; and (d) UC eProcurement systems to forward an Order to Supplier for confirmation and Order processing along with Order status inqu iry.

Supplfer must be able to accommodate orders and invoices for multiple UC locations sharing a single eProcurement platform. Supplier must be able to identify the Punch-out session and transmitted PO as being from the individua l locations. If providing a Punch-out catalog, Supplier must be able to accommodate multiple UC locations on a single platform using a single Punch-out site, unless requested otherwise by UC. (b) Maintenance of Hosted and Punch-out Catalogs.

Supplier will provide its Catalog(s) to UC in a file format that will interface seamlessly with UC's eProcurement systems. These Catalog files will be 1n compliance with each UC Location's eProcurement system.

UC makes no guarantee of a Go Live Schedule for establishment of a new catalog Systemwide, as each Location is a separate enablement and subject to resource availability. Timelines will be estima ted and adjusted by UC as needed for concurrent implementations.

For Hosted Catalogs, Supplier must provide UC with updated versions of the Catalog file with, at a minimum, full descriptions and images that Supplier currently utilizes for items offered In its proprietary websites and Punch-out Catalogs. The parties will update each other regarding eCommerce specifications as needed from time to time .

Supplier must notify UC's Contract Administrator at least three (3) weeks in advance of the proposed Go Live Date if it will be requesting additions, deletfons, or modifications to the Catalogs. After such advance notifica tion, Supplier must prov ide UC with Catalog files containing the requested addit ions, deletions, or modifications with no less than the lead time specified in Section 10 of this appendix . In addition, for price file updates with a mutuaHv agreed upon activation of January 1, Supplier must submit proposed files at least five (5) weeks prior to the first working day in January. Upon UC's approval of the new Catalog file, UC and Supplier will confirm the Go live Date; the updated version of the Catalog file will be made effective on that Go Live date. If UC rejects a Catalog more than once because it does not meet UC's acceptance criter ia, the Contract Administrator will suspend Supplier's price/content change until the date of Supplier's next acceptable contracted change.

If there is a conflict between a price in a Hosted Catalog and a Punch-out Catalog, UC will be invoiced at the lower price. Supplier must notify UC in advance when substituting items, changing SKU numbers or changing the number of items in a package in any Catalog.

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DocuSign Envelope ID: 8ACC6917-867C-4478-8477 -D5002789A916 Content in Supplier catalog is limited to the categories specifiecl in this agreement, with addition al categori es allowed at UC's discretion. Supplier agrees tha t UC may block Catalog item s at the category and/or SKU level.

The University will require Suppli er to clearly identify products as Hazardous Material s, Radioactive, and Contr oll ed Substances in the Suppller's catalog, wheth er Hosted or Punch-out. For Punch-out the iden ti fier will be returned to the cart of the Location's eProcurement system, In a manner/field acceptable to the Location.

The University wili requ ire Supplie r to dearly identify products with UC-recognized sustainability/green certifica tions in both hosted and Punch-out catalogs. UC's Contract Admini strator will work with Supplier to ensure that contract items that meet the UC crite ria for Green/Sustainabl e products will be priorit ized In all product searches. Products that do not meet UC's minimum criter ia requirements may be blocked In all hosted catalogs and Punch-out catalogs at UC's discretion.

Supplier is respo nsible for providing UC with Catalogs that contai n accurate pricing and data in accordance w ith the Agreement. lf UC determi nes there are errors in the pricing or data attribute s of a Catalog, UC will notify Supplie r o f those error s in writing and reject the Catalog, Supplier w ill have no more th an ten {10) business days to review and correct the errors.
(c) License.

Supplier hereby grants to UC, at no additional cost, a limit ed, non-exclusive, royalty-fr ee right to link to and access the Supplier Site fro m th e eProcure ment sites, subject to the terms and c;ondlt lons herein and solely for the purpose of permitting Users to access the Services. All Supplier Marks will remain the sole property of Supplier. (d} Accessibility Requirem ents.

Supplier agrees that Supplier will make ovailable Goods/SPrvices accesslble to people with disabilit ies and conform to the techni cal requireme nts of the relevant Revised Standards of Section 508 of the federal Rehabllitation Act. In addit ion, Supplier warrants that:
i. Any catalog content provide d to UC will comply with the accesslbillty requirements of WCAG 2.0AA. ii. Supplier will promptly respond to and resolve any complaint regarding accessibility of any catalog content provided to UC.

SECTION 5 - USER SUPPORT
(a) UC Duties. Each UC Location will provi de its Users with Initial contact and system support assistance on all functional ity and use issues for eProcurement (includin g links to the Supplier Site), When known , UC will promptly ne>tify Supplier of any such issues relati ng to the Catalog, the Supplier Site, and/or oth er Supplier mate rials/systems. (b) ~plier Duties. Supplier will provide all customer suppo rt relating to the Catalog, Supplier Goods and/or Services, Invoicing/P ayment/Credits, and Supplier Sites In a manner consistent with the custom er support that Supplier provides to other custome rs, and at least as good as the custome r support that Supplier provides to customers wh o are purchasing through any other means.

SECTION 6 - PROPRIETARY RIGHTS
UC's Terms and Conditions of Purchase contains provisions regarding the parties' rights and responsibilities with respect to Intellectual property relating to th e Goods and Services. Withou t alter ing those provisions, the part ies additi onally agree as follows: UC may require Supplier to "brand" Supplier's Punch-out Catalog w ith one or more UC Marks. If UC requires Supplier to utilize one or more UC Marks on Supplier's Punch-out Catalog, UC will provi de th e appropri ate artwork and such artwork will be deeme d to have been provided with a limited, non-exclusive, non-sub- Revised 7 /18/20 l 9

Page 3 of 6 ends

Item 1D - Page 46
DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-D50D2789A916 licensable r[ght for Supplier to use it solely for the purpose of a UC-branded Punch-out Catalog hosted by Supplier and subject to the follow ing terms:
(i) Supp lier may not make any additional use of th e UC Marks without UC's prior writ t en approval.

Supplier's use of the UC Marks in the Punch-out Catalog must acknowledge LIC's ownership of the UC M arks. Supplier wll l include all notices and legends with respect to UC trade marks, trade names, or copyrights as may be required by applicable trademark and copyright laws or which may be reasonably requested by UC. Supplier agrees not to claim any title to UC Marks or any right to use UC Marks except as permitted by this Appendix. Upon termination of this Appendix or the Agreement, all rights to UC Marks conveyed by UC to Supplier will cease and Supplier will destroy or return to UC all media with UC Marks. UC specifically reserves any and all rights to UC Marks not specifically eranted to Suppli er.

Supplier grants to UC the right to use Supplier's trademar ks, logos, trade names, and service marks for the purpose of promoting UC eProcurernent sites to the UC community. UC acknowled ges Supplier's right, title, and Interest in and to Supplier's Marks and Supplier's exclusive right to use and license the use of Supplier Marks and agrees not to claim any title to Supplier Marks or any right to use Supplier Marks except as permitted by this Appendix. UC will include all notices and legends with respect to Supplier trademarks, trade names, or copyrights as may be required by applicable trademark and copyrlght laws or whi ch may be reasonably requested by Supplie r. Upon termina tion of this Appendix, all rights to Supplier Marks conveyed by Supplier to UC will cease and UC will destroy or return to Supplier all media with Supplier Marks. Supplier specifically reserves any and all righ ~ to Supplier Marks not specifically granted to UC.
(ii) The licenses granted in the previous paragraphs regarding UC Marks and Supplier Marks are subject to the ongoing approval of the party own ing the respective trademarks, logos, trade names, or copyrights.

Such ongoing approval includes the ability to termi nate - at any time, for any rP.ason, and in the sole discretion of the owner of the respective trad emarks, logos, trade names, or copyrights - the trademar k licenses provided in t he preceding paragraphs for any particul ar trademark , logo, trad e name, or copyrighted work without necessarily terminating this Appendix. Each party agrees not to take any action that will adversely reflect upon or damage the goodw ill, reputation , or the brand value of the other party. Each party further agrees not to take any actio n that is Inconsistent with the other party's ownership of the respective tradem arks, trade names, or copyrights . At all tim es (including follo wing termina tion of the Agreement), Supplier agrees to comp ly with Section 92000 of Californi a's Education Code.
{a) Grant of License. Supplier hereby grants UC a non-exclusive, royalty-fre e: (I) license to use, copy, transmit, and display the Catalog, any informati on contained therein and the Supplier Marks for the purposes of permitting customers to access informat ion about and order Supplier Goods and/or Services from a Catalog and {II) if Supplier is using a Punch-out Catalog, right t o link to and access the Punch-out Cata log on the Supplier Site, for the purposes of permitting Customers to access th e Supplier Website and permitting Customers to order Supplier Goods and/or Services.
(b) Modifications. UC will not modify or remove any of the proprie tary rights markings in the Catalog. UC will not modify the content of the Catalog, except as Indicated by Supplier, but may require Supplier to make and submit modification s If required as part of this agreement. However, for hosted catalogs, UC reserves the right to attach flags to catalog items as an aid to shoppers in selecting preferre d items, such as green or recycled. UC will not make any representations or warranties, or provide any Informat ion, to any third party regarding any Supplier Goods and/or Services (including, but not limited to, any representations or warranties of any information regarding availablllty, delivery, pricing, characteristics, qualifi cations or specifications thereof) . If UC belleves in good faith that any Supplier infor mat ion does not conform to the requiremen ts of the associated UC Agreemen t or this Appendix, UC will be entitled to withdraw the Catalog from UC eProcurement sites. In such a case, UC will promptly notify the Suppli er of the actions It has taken and will work with the Supplier promptly to resolve UC's concerns. When UC's Revised 7/18/2019 Page4 of6
Item 1D - Page 47
DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-O50O2789A916 concerns are satisfactorily resolved UC will promptly restore the Catalog, if appropriate. UC will have no liabili ty to the Supplier or anyone else for exercising these rights. (c) Acknowledgment. Each party acknowledges that the technology embodied in the other party 's Site may be based on patented or patentable Inventions , trade secrets, copyrights or other intellectua l property or proprietary rights ("Intellectual Property Rights") owned by the other party and its applicable licensors. (d} UC Rights. As between the parties, UC will be the sole owner of - or, wfth respect to any items licensed by UC, will retain all rights to all Intellectual Property Rights associated with UC eProcurement sites, including any modifi cations, updates, enhancement s or upgrades to any of th e foregoing, as well as any Order Data generated or collected on such site (collectlve ly, the "UC Material s"). Except as provided herein, Supplier may not copy or use In any way, In whole or in part, any UC Materials withou t UC's prior written approval. Any permitted copies of such property, in whole or In part, alone or as par t of a derivative work, will remain UC's sole property. Supplier agrees to reproduce and include UC's copyright , trademark and other proprietary rights notices on any permit ted copies of UC Mate rials including, without limitation, part ial copies and copied materials in derivative work s. Supplier will not copy or reproduce any thi rd-party copyrig hted o r trademarked materials, which appear on or are otherwise associated with any UC eProcurement site without UC's prior writ ten consent.

SECTION 7 - MULTIPLE SUPPLIERS
Supplier acknowledges that ail UC eProcur ement sites are intended to facilitate Users' ablllty to obtain Goods and/or Services from more than one supplier. Nothing in this Appendix will be constru ed to prevent UC from entering into simil ar agreements with any third parties indud ing, without limitation, suppliers that may be In competition with Suppller.

SECTION 8 - WARRANTY DISCLAIMER
UC does not warrant that access to UC eProcurement sites will be uninterrupted or that the results obtained by use of UC eProcurement sites will be error-free.

SECTION 9 - DISPUTES ANO CHANGES IN THE SERVICES
(a) UC and Supplier agree to negotiat e in good faith to resolve problems, questions and disputes. (b) Where improvements and clarification s can be made in th e business processes related to eProcurement, both partie s agree to incorporate such changes as long as they are mutua lly agreed upon.

SECTION 10 - ADDITIONAL CONTRACTUAL TERMS
In addition to the provisions of Section 4, Section 10 provisions will govern the Catalogs. If the pro visions of Sections 4 and 10 conflict, Section 10 will govern.

Type(s) of Catalog(s): At UC's campus discretion, Supplier is allowed to implement both a hosted and/or Punch-out catalog in the UC eProcur ement systems. Supplier will be required to comply with UC Location e-commerce requirement s on a locatio n by location basis, which includes the decision to move forward with Punch-out or Hosted.

Any deviation from the type(s) specified herefn must first be agreed upon by UC's Contract Adminfstrator.

Annual Numb er of Catalogs; Supplier is allowed to submit no mo.-e than one (1) catalog per calendar year, with changes as follows:
• Content Additions, Delet ions and Other Non-pricing Edits: Custom Core list may be updated from time ta time (to address additions, deletions, substitutions and alternate products) upon notification by Supptier to UC (including via e-mall) . The goal is to limit this to bi-annual changes, but not more than quarterly.

Revised 7/18/2019 Page S of6
Item 1D - Page 48
DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-O50O2789A916 • Price Changes: once per year
o Supplier agrees to accumulate price increases into one communica tion that will be effective March 1 each year. All increases will be summ arized in a table (Example below) and Manufacturer Proof Source Lette rs will be included under a separate cover. o Supplier will make a "Best Effort" attempt that no annual price increase will exceed the Consumer Price Index for all Urban consumers (CPI-U) or 3% of sales, whichever is lower, how ever Suppler reserves the right to present UC proof source data justify ing all increases in excess of 3% that include but are not limited to tari ffs, natur al disasters and pandemics and include but are not llmited to increases on goods and services that are in limi ted supp ly or not currently available, including but not limit ed to PPE, disinfectant cleaners, skincare products and other pandemic related products. lead time: SuppHer must load the Catalog price fil e Into thee-Procurement system twenty (20) working days prior to the planned go-live date. (Exception - for January 1 updates to enabled catalogs, Supplier must submit the price file no later than 5 weeks prior, as specified in section 4.) • Number of catalog/price file versions to be support ed for this agreement: one (1) • Categories allowed within Catalog: Janitorial Supplies & Equipment • Categories blocked within Catalog: All others
Revised 7/18/2019

Page 6 ends

Item 1D - Page 49
DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-05002789A916 :I.. Purpose of the Rf P
RFP-UC Janitorial Supplies & Equipment -Apr242019
001183
University of California
The purpose of this Request for Proposal ("RF P") is to invite qualified suppliers to prepare and submit proposals to furni sh Janitorial Supplies and Equipm ent to the University of California ("UC" or "University") and other public agencies, In accordance with th e requirements set forth in this RFP, Supplier agrees to make available the services to any UC location and other publ ic agencies upon the terms , conditions and pricing set forth in an agreement awarded in response to Suppller's proposal. OMNIA Partners will be suppor ting our effo rts to market the outcome of the sollcltat lon nat ionally.

The UC system represents about $20MM annually ln spend and the resulting contra ct represents another $280MM opportun ity nation-wide.

2. Backgrourid
Univers ity of Callfornla consists of 10 campuses and the Office of the President . Throughout the system we have thou sands of buildin gs maintained by a dedicated staff utiliz ing Janitorial Supplies and Equipment every day and night. Each campus has unique needs that influence their volum e of purchases and delivery requ irements but the goal is consistent, well maintained facili ties.

The University of California, as the Prlnclpal Procurement Agency, defined in Exhibit A, has partnered with OMNIA Partners to make the resultant contract (also known as the "Master Agreement" in materials distr ibuted by OMNIA Par tners) from this sollclta tlon available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher educatfon entities, non-profit entities, and agencies for the public benefit ("PubllcAgencles " ), t hrough OMNIA Partners' coopera tive purchasing program. The UC is acti ng as the contracting agency for any other Public Agency that elects to utilize the resulting Master Agreement. Use of the Master Agreement by any Public Agency Is preceded by their registration with OMNIA Partners (a "Participating Public Agency"). Exhibits A thro ugh H contafn additiona l information about OMNIA Partn ers and the cooperative purchasing agreement.

OMNIA Partners Is the largest and most experienced purch asing organization for public and priva te sector procurement. Through the economies of scale created by OMN !A Partners public sector subsidiaries, National IPA and U.S. Communit ies, our participants now have access to more competitively sollclted and publicly awarded cooperative agreements. The lead agency contracting process continues to be the foundation on which we are founded . OMNIA Partners is proud to offer more value and resources to state and local govemment, higher education, K-12 education and non-profits .

OMNIA Partners provides shared services and supply chain optimization to government, education and the private sector. As a channel partner with Vizlent (formally, Novat lon), OMNIA Partners leverages over $100 billion in annual supply spend to command the best prices for prod ucts and services. With corporate, pricing and sales commitments from t he Supplier, OMNIA Partners provides marketing and admin istrative support for the Supplier that directly promo tes the Supplier's products and services to Participat ing Public Agencies thou gh multip le channels, each designed to promote specific products and services to Public Agencies on a nationa l basis. Public Agencies benefit from pricing based on aggregate spend and the convenience of a contract that has already been Item 1D - Page 50
DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-D50D2789A916 RFP-UC Janitorial Supplies & Equipment -Apr242019
001183
University of California
advert ised and publicly compe ted. The Supplier benefits from a contr act that allows Participati ng Public Agencies to directly purchase goods and services without the Supplier's need to respond to addi tional competitive solfcltatfons . As such, the Supplie r must be able to accommodate a nationwide demand for servic es and to fulfill obligations as a natfonw ide Supplier and respond to the OMNIA Partn ers docum ents Exhibit A, B, F, and G.

3. Minimum Reqllirements
o Supplier must be able to demonstrate the capability of provi ding the required products/serv ices by possessing adequate available resources, including personnel, facilities, systems, organization structu re, operation contro ls, quallty contro l and other rela ted factors . ., Supplier must supply their Oun & Bradstreet numbe r. Finalist will be researched to ensure they meet UC's requirem ent for financial solvency.
" Supplier must possess all trade, pro fessional, or business licenses as may be req uired to comp lete the w ork and meet the requ irements specified by this RFP. 0 Supplier must demons trate successful exper ience in providing the products and services specifie d In this RFP as a primary supplier . Supplier s are expected to provide customer contact tnfor matlo n for thelr three largest higher education clients.
$ Resulting awardee( s) will be required to partic ipate in a Corporate Social Responsibility assessment throu gh the EcoVadis monito ring platform. The supplier's acceptance and participation in this assessment includes approval that their company scoreca rd will be shared with the University of Catlforn ia.

New Equipment Require ments
,. Warranty service shall be performed by Supplier's field service technician or Manufactu rer's trai ned and authorized service representative .

4. m-:p Timeli ne, Contract Tern \ ancl Point of Contact Schedule of Events
Anticipated Action Anticipated Action Date
Release of Electronic RFP Wednesday July 3rd, 2019
Pre-proposal - How to use Ca!USource Monday July 15th, 2019 8AM (Pacific Time) h ttes:fl..ucsd.zoom. us/Jl.858534985 7
Phone 669-900-6833
Meeting ID: 858 534 9857
Intent To Attend Job Walk RSVP Wednes day July 1l1h, 2019 12PM {Pacific Time) If you do not subm it an intent t o Join the
Job Walk by 7 /8/19 we cannot guarantee
your accommoda tion due to space
limit ations and logistics.

Pre-proposal Confer ence & Job Walk Date: Wednesday July 17th, 2019 Time : 9:00AM - 12:00AM (Pacific Time}
Item 1D - Page 51
DocuSign Envelope ID: 8ACC6917-867C-4478-8477-D50D2789A916 Deadlin e for Suppl ier Q&A via Discussion
Forum
Deadlin e fo r RFP Response
RFP-UC Janitorial Supplies & Equipment -Apr242019
001183
University of Californi a
Addr ess: 131 Innovation Dr., Suite 250
/Nin e, CA 92617
A llnk to the building locatio n can be found here:
!illP.,s:LLgoQ.glbna12sLt rW7 Tb7KgrWm 57EM7
Monday July 2911', 2019, 8:01AM (Pacific Time)
Friday August 16th, 2019, 4PM (Pacific Time)
The Univ ersity reserves the right to modify the above schedul e of events and make changes to other pro visions in this RFP. It is the Supplier' s responsibility t o read the entire document and any addendums , and to comp ly with all requirements listed herein.

Contrac t Term
The anticipa t ed term of any agreement i ssued as a result of t hls RFP will be for an Init ial period of 7 (seven) years.

The Univers ity may, at its option, exerci se 3 (three) addltlona ! one-year extensio ns for a tota l of 10 (ten) years on the same term s and condit ions.

Exhibits
In addition to this documen t, the follow ing exhib its posted under Guidelines and Attachm en ts in CalUSource contain the requirem ents, t erms and conditi ons for thi s RFP:
• UC Require d Supplier Informa tion
• UC Term and Conditions
• Supplier Bidd ing Guide for CalUSour ce
• UC Invoice Trans tnlsslo n and Paym ent Settlement Terms • UC Sustainability Policy
• Appendix Federal Government Contracts Speci91 Terms and Conditions • Campu s Delivery Model Matrix
• Schedule I UC Participat ing Location s
• Cost Bid Workshe et
• Scoring Criteria
• OMN IA Partne rs Exhibits A-H
Any con tract awarded pursuant to t his RFP will be in writing and inco rporat e the RFP requ irement s and specifica tions , as well the content s of the Supplier' s Proposa l as accepted by the University.

Single Poin t of Cont act
The University RFP Admini stra tor is the sole point of contact regarding all procure ment a nd contractual matter s relating to the requirement s described In thi s RFP; and is the only office authoriz ed to change, modify, clarify, etc., the specifi cation s, terms and cond ition s of this RFP and a ny agreemen t (s} awa rded as a resul t of th is RFP. All questions and requests for clarift c:alion concern in g t:hls RFP shou ld be entered into the CalUSource Discussion Forum by the questions deadlin e indicated in the Schedul e of Events.

Greg Mull er
Item 1D - Page 52
DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-D50D2789A916 Senior Manager, Strategic Sourcing
University of California
858-534-9857
[email protected]
s. Scope of Work
RFP-UC Janitorial Supplies & Equipment -Apr242019
001183
University of California
There Is a total of ten (10) campuses, five (5} medical centers, and various other affi liate d locations in the UC network. See SCHEDULE I for UC participa ting locatlons. The UC seeks to part ner with a Supplier to provide the goods listed in and associated with the categorie s reflec ted in the Cost Bid Worksheet in accordance wi th this Statement of Work and any othe r documents referenced in the Incorporated Documents section here in and also included dilutio n control, green products, industria l paper and dispensers, private label products, carpet care, restroom care, waste receptacles, comp actors, liners, machines and accessories, insti tutional and ind ustrial laundry and kitchen, indust rial tool s and supplies and all other categories in your full line of products and services.

Unless otherwi se provided in the Agreement, UC will not be obligated to purchase a minimum amount of Goods and/or Services from Supplier.

Supplier shall provide Janitori al Products and Equipment (Goods) Includin g, but not limit ed to thos e Items and categories listed in the basket of goods in the Cost Bid Worksheet.

Order Packaging and Lapeling - Supplier agrees that each UC order will be Individua lly wrapped and labeled with the follow ing Information:
• Purchase order numb er
• Product descript ion, quantity and catalog number of the Product ord ered and an open 30-character field for internal iden tification e.g., UC Storehouse catalog numbers and/or internal customer ord er numbers; and
• Other Inform ation, as may be requested by ordering llC Departmen t.

Packaging slips will be at tached to the outside of the package such that it can be inspect ed by UC at the requesting department and/or receivi ng dock.

Environm entally Responsible Packaging - Supplier shall use good faith effort s to utilize environmen ta lly responsible packaging and recycling practices to minimize the adverse effec ts of packaging on the environment.

The University has disallowed the use of expanded plastic foam materials (such as Expanded Polystyre ne (EPS), Expanded Polyethylene (EPE), Expanded Polyurethane and expanded plastic foam hybrid s) by 2020.

The University requires that all packaging be complia nt with t he Toxics in Packaging Prevention Act (AB 455) as to be free of any inten tio nally introduced lead, cadmiu m, mercury or hexavalent chrom ium, and containing no Incidental concentra tion s of these regulated metals greater than 100 parts per million (ppm) by weight. In addi tion, the University requires that all packaging meet at least one of the criteria list ed below:
a. Uses bulk packaging;
Item 1D - Page 53
DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-D50D2789A916 RFP-UC Janitorial Supplies & Equipment -Apr242019
001183
University of California
b. Uses reusab le packaging (e.g. totes reused by deliv ery service for next delivery); c. Uses innovat ive packaging tha t reduces the weight of packaging, reduces packaging waste, or uti lizes packaging that is a comp onent of the product;
d. Maximizes recycled content and/or meets or exceeds the minim um post-consumer content level for packaging in the U.S. Environmenta l Protection &iency Comprehensive Procurement GulclE:lines; e. Uses locally recyclable or certifi ed compos table material.

Receiving Locations - Supplier shall provide Inside and dock delivery to all UC curre nt and future authorized personnel del ivery point s, as requested by UC or part icipating agencies.

Last Mil e Central Receivi ng: Supplier will prov ide a financia l Incentive to locations that can consolidate deliver ies at a centra l location and distribute to end users throughout camplls.

Standard Delivery Requirements - Supplier shall deliver all UC ord ers received by 5:00PM local time the next business day. Supplier shall meet each part icipating agencies' specific deliv ery requi rements .

All deliveries will be FOB Destination. Delivery charges and risk of loss will be born e by the supplier.

Rush Delivery Requiremen ts - Supplier shall delive r UC emerge ncy orders within four (4) hours after receipt of order at no addi tional charge to UC. Rush emergency delivery orders for same day delivery must be requeste d by UC prior to 1:00PM Pacific Time. Supplier cannot guaran tee, but agrees to use good faith effo rts to provide same day delivery for rush order s UC places after 1:00PM Pacific Time.

Returns - Supplier shall accept goods returned by UC or parti cipati ng agencies if in resalable conditi on and if made within thirty (30) days of origina l shipment. Returns for special order (non -stock) Items may result in a 15% restocking fee. Supplier must pick up returns from the ordering department location within three (3) business days.

Credit - Requests for credit can be transmitte d by the order ing UC personn el via the established order management system (telephone, fax, paper return form, and web -based). Chargebacks and credit memos will be Issued to UC ordering departments In the current month ' s billing period. Return items will be credited at cost. If service were purchased via UC purchasing card, credit must be Issued to th e same purchasing card.

Invoici ng - All invoices must clearly indicate t he followi ng informat ion:
• Sales tax as a separate line Item;
• Freight costs, if applicab le, as a separate line item; • UC Purchase Order or Release Number;
• Descript ion, quantity, catalog number and manufact urer numbe r of the item ordered; • Net cost of each item;
• Any applicabl e discount;
• Reference to original orde r number for all credit invoic es issued; • Purchasing card information, if applicable
Item 1D - Page 54
DocuSign Envelope ID: 8ACC6917-867C-4478-8477-D50D2789A916 RFP-UC Janitorial Supplies & Equipment -Apr2420 19
001183
Uni versity of California
Catalog - Supplier will provide Supplier's Catalog electronica lly at no cost to UC. The Catalog shall integrate into the UC e-comm erce platform for each location. Supplier wll[ pro vide for UC, if requested by UC, real-time secured access to Supplier's autom ated system Including web-based orde r management, customized electronic Catalog with UC pricing and contrac t terms, as defined In the RFP and Supplier's respons e. Supplier wi ll provide UC with the necessary network, data lines, and/or computer softw are at no additional cost to UC.

Trilll1!.!lg- S upplier wl/l provide reasonable sufficient traini ng to UC's or participating agencies auth orized personnel for any equipm ent or dispensing systems provid ed to UC.

Program Management - Supplier will provide the necessary staff and resource to suppor t UC's program manageme nt funct ion as outlined in th is Statement of Work and the Supplier's response to RFP, including but not limited to:
• Marketing Program to increase sales activit y;
• Coordinating Program implementa ti on;
• Providing superior customer service;
• Promoting alternate Goods to reduce cost and meet UC sustainability objectives; • Demonst rating new Goods;
• Managing the conti nuous impro vem ent process;
• Providing on-going contract monlcorlng c1nd maintenance; • Offering Services cost reduction and process improvement o pport unities to UC; • Conducting monthly account review meetings.

Service Standards - Supplier will provide the following mini mum service standard s:

Norm al delivery - next business day, or on the delive ry date requested, whichever is later Rush emergency delivery - within 4 hours
Pick up returns - within 3 business days
Request for reports - new repor ts within S business days, or as scheduled Order fill rate (stock items) - maintain a minimum order fill rate of 95%, where all stock Item order s will be fulfllled either (1) the next business day or (2) on th e delivery date request ed, whic hever is later. Fill rate Is calculated as: (II of orders Delivered as requested/ # orders requested).

Delivery accuracy - maintain a minimum delivery accuracy of 95%, based on the percent of the entire order being fulfilled correctly .

Invoice Billing Accuracy- rnaintain an Invoice billing accuracy of 99%. Invoice billing accuracy Is calculate d as: (1· (to tal number or credit memo line item s/tot al numbe r of invoice line items)) and (1-{total credit dollars issued/tota l dollars Invoiced)).
24-Hour Quot e Turnaround - at! quotat ion requests will be acknowledged within .24 hours of request, and provided within 3 business days.

Item 1D - Page 55
DocuSign Envelope ID: 8ACC69 17-B67C-447B-8477-O50 O2789A916 RFP-UC Janitori al Supplies & Equipment -Apr242019
001183
University of California
Reporting - Supplier shall provide quarterly repor ts on all spend for all locations including specifics related to sustainability (breakdown by month, by category, by campus total spend, total system spend, tota l sustainable spend, % Sustainable spend, Actual vs Goal).

6. Pricing
Suppliers are to provide specific unit pricing, a discount from a verifiable price index, and a suggested market basket for participa ting membe rs on the Price Workbook . Prices/discoun ts shall remain firm and will include all charges that may be incurred in fulfilling requlremen t(s) for the twe lve-month period following contract award.

7. Evaluation Criteria
Evaluation and Award: Best Value Methodology
Responsive Proposals will be evaluated using a Best Value method. Best Value means the most advantageous balance of price/cost, quality, service performance and other elements, as defined by the University. University evaluators w ill determine the Proposal's value by scoring the Proposals based on a uniform set of weig hted evaluation crite ria. Each Proposal's Best Value score will be the average of all evaluators' total scores awarded for the Proposal. The University will then determine each Proposal's Price Score by the follow ing method . The University wlll have determ ined the Maximum Possible Price Score prior to the Proposal due date. The Proposal with the Maximum Possible ?rice Score will be considered the iowest responsive Proposal.

All other responsive Proposals wlll receive a proportion of the Maximum Possible Price Score equal to the quotient of the lowest Proposal's cost divid ed by that Proposal's cost. Each Proposal's Price Score will be added to that Proposal's Quality Point Score to get that Proposal's Tota l Score. The Proposal with the highest Total Score will be considered the "Best Value". The Proposal with the next highest Total Score w ill be considered the second Best Value, and so on. The University will then determine if the Supplier submitting the Best Value Proposal is responsible . TI1e apparent RFP w inner will be the responsible Supplier submitting the Best Value Proposal.

Example:

Sample Price/Cost Normalizatio n Total Price/Cost Points Availab le - Supplier #1: Low supplier at $50,000 receives maximum points Supplier #2: Next lowest supplier at $55,000 receives 90.9% of max points Supplier #3: Highest supplier at $60,000 receives 83.3% of max points 500
500
455
417
Above points are added to the other criteria point totals to come up with the tota l points. Supplier with the highest overall total points is considered t he lowest responsible suppl ier with best value in te rms of price/cost, quality, service and performance that meet the University's requirements.

Right to Cancel/Modify
Item 1D - Page 56
DocuSign Envelope ID: 8ACC6917-B67C-447B-8477-O50O2789A916 RFP-UC Janitorial Supplies & Equipment -Apr242019
001183
University of California
The University reserves the right to change any aspect of, terminate, or delay th is RFP, the RFP process and/or the prog ram outline d w ithin this RFP at any time. Notice shall be prov ided in a trmely manner thereafter. The University may award the contrac t w ithout further discussion or may en ter into negotiat ions with the apparent RFP winner . Should the appare nt RFP winner fail to accept the award, the University may dete rmine that that Supplier has abandoned lts Proposal. The University may then ente r into negotiations with th e responsible Supplier submitting the second Best Value Proposal. If that Suppli er fails to accept the award, the University may determine that that Supplier has abandoned its Proposal and enter into negotiat ions w ith the responsible Supplier submitting the th ird Best Value Proposal and so on to each successive responsible Best Value Supplier until an award is made and accepted . The University also reserves the right to request Best and Final Offer s (BAFO's) if an awardab le proposa l is dete rm ined.

Right to Make No Award
The University reserves the right to rej ect all Proposals and to make no award. Unless stated otherwise In th is RFP, the University reserves the right to make mult iple awards or to award Items separate ly or In the aggregate as the Interests of Universi ty may appear.

Contract Fonn
Any contract awarded pursuant to this RFP will be ln writin g and incor porate the RFP requirements and specificatio ns, as well the contents of the Supplier's Proposal as accepted by the Universit y. 8, Additional Term s
Insurance
If selected for award, the awardee shall deliver the PDF version of the Certificate of Insurance to UC's Buyer or participat ing agency, by email with the following text In the Subject field : CERTIFICATE OF INSURANCE - [Supplier name).

Item 1D - Page 57
Be
low
464
make
up
the
initial
Core
List
of
prices
for
this
agreement.

From
time
to
time
at
University
of
California's
di
sc
retion
this
list
may
be
updated
to
add/delete
ind
ividual
parts
or
categories.

Supplier
agrees
to
accumulate
price
increases
into
one
communication
that
will
be
effe
ctive
March
1 each
year.

All
incre
ases
will
be
summariz
ed
in
a table
and
Manufacturer
Proof
Source
Le
tters
will
be
in
clud
ed
under
a separate
cover
. Supplier
will
make
a "Best
Effort"
attempt
that
no
annua
l price
increase
will
exceed
the
Consumer
Pric
e Index
for
all
Urban Consumers
(CPI-U)
or
3%
of
sales,
wh
iche
ver
is
lower,
howev
er
Suppler
reserve
s the
right
to
presen
t UC
proof
source
dat
a justifying
all
increases
in
excess
of
3%
that
include
but
are
not
limited
to
tar
iffs,
natural
disasters
and
pandemics
and
include
but
are
not
lim
ited
to
increases
on
goods
and
services
that
are
in
limited
sup
ply
or
not
currently
available,
including
but
not
limited
to
PPE
, disinfectant
cleaners,
skincare
products
and
other
pandemic
related
products.

If
Bidder's
catalog
or
list
price
of
Products
is
reduced,
University
shall
benefit
from
a corresponding
price
reduction.

Therefore,
it
is
ess
enti
al
that
manufacturer
price
decreases
be
pa
ssed
on
to
University
immediately
and
the
supplier
agrees
to
do
so.

Furth
er,
supplier
will
provide
notice
to
University
of
a!! such
price
cha
nge
s in
a timely
manner.

Item 1D - Page 58
DocuSign Envelope ID: 8ACC6917-B67C-447B-84TT-05002789A916

CATEGORY
Paper
Chem icals
Liners
Equipm ent & Dispenser s
Hand Soaps & Sanitlzers
Suppli es
Gloves
Other
DISCOUNT%
10 15
15 10
15 15
15 10
Item 1D - Page 59
DocuSign Envelope ID: FB1DA198-70C2-4B14-AF79-834012F5O257

UNIVERSITY
OF
CALIFORNIA Amendment to Agreement
This Amendment #1 to Agreement #2020002299 ("Agreement") is entered into between The Regents of the University of California (UC) and Supplier.

AMENDMENT TO AGREEMENT
The Agreement is hereby amended as follows:

Section 10 -Additional Contractual Terms: Replacement of Pricing Table The pricing table will be replaced with the following table:

Manufacturer
Amendment No. 0 I
Agreement No. 2020002299
Revised 2/28/21
Vendor Price Increase Charts
Effective March 1, 2021
Open Market OMNIA Open Market
Announced Weighted Effective Date
Average
January 1, 2020
March 1, 2021
April 1, 2020
May 1, 2019
March 1, 2020
Various
March 1, 2021
January 1, 2021
Various
January 1, 2021
January 1, 2021
January 1, 2021
OMNIA Effective
Date
March 1, 2021
March 1, 2021
March 1, 2021
March 1, 2021
March 1, 2021
March 1, 2021
March 1, 2021
March 1, 2021
March 1, 2021
March 1, 2021
March 1, 2021
March 1, 2021

Page 1 ends

Item 1D - Page 60
DocuSign Envelope ID: FB1DA198-70C2-4B14-AF79-834012F5O257 All other terms, conditions and provisions of the Agreement shall remain in full force and effect.

This Amendment is signed by the parties' duly authorized representatives, and shall be effective as of March 1, 2021.

By:

Name: Ran Garver
Title: Director of Compliance
Date: March 3 2021
Amendment No. 01
Agreement No. 2020002299
Revised 2/28/21
Justin Sullivan
Director, Strategic sourcing
3/9/2021
Page2 of2

4.13.2023

ATTACHMENT B

QUOTE / PRICING

Item 1D - Page 61
Item # Record ID Item Description Vendor Name UC UOM YOUR MPC (IF DIFFERENT) THD PRO DESCRIPTION THD PRO PRICE 5117062 CH1 APEX POWER 6/6.75# ECOLAB INSTITUTIONAL DIVISION CS SPA7659-04 SURESTEP59 FLR CLNR/DGRSR GL $63.46 328121 CH2 RTD ALPHA HP MULTI-SURFACE CLEANER 2X1.5L DIVERSEY INC CS SPA4820 CLEAN ON THE GO CLEAN BY PER $67.79 870370 CH3 COMET CLEANER WITH BLEACH 8/32-OZ. PGC 02287 NP&PC / ESSENDANT CO. CS SPA3080-04 CHLORINATE FOOD DEGRSR GL $44.01 931013 CH4 VECTRA FLOOR FINISH 5 GAL DIVERSEY INC BX SPA4055-05 ISHINE FLOOR FINISH 5GL/PL $82.02 546100081 CH5 FACILIPRO CONCENTRATED NEUTRAL FLOOR CLEANER 1.3L - 2/CS ECOLAB INSTITUTIONAL DIVISION CS SPA4830 COG TRIBASE M/P CLNR 2LT $47.80 5110362 CH6 APEX MANUAL DETERGENT 2/3# ECOLAB INSTITUTIONAL DIVISION CS SPA3111-05 BLUE-GLO POT/PAN DETERGENT C $55.44 546100300 CH7 FACILIPRO 93 CONCENTRATED ACID BATHROOM CLEANER GS 2/1.3L ECOLAB INSTITUTIONAL DIVISION CS SPA3530-12 BIORENEWABLE RESTRM CLNR QT $35.22 546100082 CH8 EID HI PERF UC NEUT FLR CLEANER 2/1.3L ECOLAB INSTITUTIONAL DIVISION CS SPA4830 COG TRIBASE M/P CLNR 2LT $47.80 1030400 CH9 WAXIE-GREEN SOLSTA 300 NON-ACID BATHROOM CLEANER GENLABS CS SPA4716 CLEAN ON THE GO NABC BATH CL $86.57 546100176 CH10 ECOLAB APEX SOLID QUAT BROAD RANGE SANITIZER 2/2 LBS ECOLAB INSTITUTIONAL DIVISION CS SPA1210-04 SANI-T-10 DISINFECTANT/SANIT $57.71 328077 CH11 DL ALPHA HP MULTI-SURFACE DISINFECT CLNR 1.5 L (CS OF 2) DIVERSEY INC CS SPA4820 CLEAN ON THE GO CLEAN BY PER $67.79 170401 CH12 WAXIE SOLSTA 710 MULTI-PURPOSE DISINFECTANT CLEANER 3L 4/CS GENLABS CS SPA3516 GREEN SOLUTIONS HIGH DILUTIO $95.26 5413094 CH13 LEMON-EZE CREME CLEANSER QT 12/CS ECOLAB INSTITUTIONAL DIVISION CS SPA7320-12 SPARCREME LIQUID CLEANSER QT $34.11 516100185 CH14 EID SOLID POWER XL MACHINE WAREWASH DETERGENT 4/9LBS ECOLAB INSTITUTIONAL DIVISION CS SPA7650-04-C ALL TEMP DETERGENT GL 4CS $66.01 170018 CH15 WAXIE GERMICIDAL ULTRA BLEACH GL 3/CS KIK INTERNATIONAL INC CS CLO30966 CLOROX GERM BLEACH 121OZ $13.62 160115 CH16 WAXIE-GREEN SOLSTA 330 FRESH MIST LIQUID MICROBES 3 L 4/CS WHOLE EARTH LABORATORIES INC CS SPA4534 MICROMUSCLE SURFCT CONC 2LTR $46.33 326415 CH17 CREW BATHROOM CLEANER AND SCALE REMOVER 2X1.5 GL CC GS CERT DIVERSEY INC CS SPA3530-05 BIORENEWABLES RR CLNR PL $50.51 170094 CH18 LAG CLOROX BLEACH LIQUID COMM SOLUT GERMICIDAL CONC 3/121 OZ NP&PC / ESSENDANT CO. CS CLO30966 CLOROX GERM BLEACH 121OZ $13.62 321422 CH19 DL 5GL PRO STRIP ULTRA HEAVY DUTY FLOOR STRIPPER BIB DIVERSEY INC BX SPA0084-05 SHINELINE EMULSIFIER PLUS FL $59.53 160384 CH20 BREAKDOWN ENZYME ODOR ELIMINATOR 4X1 DIVERSEY INC CS SPA3097-04 CONSUME ENZYME DIGESTANT GL $43.41 326414 CH21 DL CC PER DIEM GENERAL PURPOSE CLEANER 2X1.5GL DIVERSEY INC CS SPA4820 CLEAN ON THE GO CLEAN BY PER $67.79 934506 CH22 MONOSTAR PHAZER FINISH 2/2 GAL BAGS ECOLAB INSTITUTIONAL DIVISION CS SPA4055-04 ISHINE FLOOR FINISH GL $66.50 931062 CH23 5GL AMPLIFY HIGH SOLIDS FLOOR FINISH DIVERSEY INC BX SPA4055-04 ISHINE FLOOR FINISH GL $66.50 320101 CH24 WAXIE-GREEN SOLSTA 255 ALL- PURPOSE CLEANER 3L 4/CS GENLABS CS SPA4820 CLEAN ON THE GO CLEAN BY PER $67.79 546100795 CH25 FACILIPRO 57 PEROXIDE MULTI SURFACE CLEANER & DISINF 2/1.3L ECOLAB INSTITUTIONAL DIVISION CS SPA4805 PEROXY 4D DISINFEC 2LT $53.45 5464895701 CH26 EID POLARIS PHAZER MULTI 25 FLOOR FINISH 2/2GL ECOLAB INSTITUTIONAL DIVISION CS SPA4046-05 FIXX FLR FINISH 5GAL $86.16 5417708 CH27 2.5/GL OASIS 146 MULTI-QUAT SANITIZER ECOLAB INSTITUTIONAL DIVISION EA SPA1210-04 SANI-T-10 DISINFECTANT/SANIT $14.65 329130 CH28 CREW BATHROOM CLEANER AND SCALE REMOVER 2X2.5L J-FILL DIVERSEY INC CS SPA3530-12 BIORENEWABLE RESTRM CLNR QT $35.22 546100280 CH29 EID UC NEUTRAL BATHROOM CLEANER 2-1.3L ECOLAB INSTITUTIONAL DIVISION CS SPA3511 CLEAN ON THE GO GREEN SOLUTI $48.30 546100295 CH30 EID ULTRA CONCENTRATED ACID BATHROOM CLEANER 2-1.3L ECOLAB INSTITUTIONAL DIVISION CS SPA4724 CLEAN ON THE GO ACID BATH-SH $118.25 328111 CH31 CREW BATHROOM CLEANER & SCALE REMOVER 2X1.5L RTD DIVERSEY INC CS SPA3530-12 BIORENEWABLE RESTRM CLNR QT $35.22 170261 CH32 WIPES PLUS DISINFECTING WIPES 800 COUNT - 3200 PER CASE PROGRESSIVE PRODUCTS LLC CS REN15747003 RENOWN C-PULL WIPES 8X10 $34.86 1030350 CH33 KAIBLOOEY SHOWER AND RESTROOM CLEANER 4/GL KAIVAC INC CS SPA4724 CLEAN ON THE GO ACID BATH-SH $118.25 5117063 CH34 APEX POWER 4/6.75# ECOLAB INSTITUTIONAL DIVISION CS SPA7659-04 SURESTEP59 FLR CLNR/DGRSR GL $63.46 410016 CH35 WAXIE BRK-AWAY FS CLEANER/ DEGREASER GL 4/CS GENLABS CS SPA3045-04-C FOAM DEGREASER GL 4CS $35.87 5414541 CH36 QC NEUTRAL DISINFECTANT CLEANER 2X1.3-LITER ECOLAB INSTITUTIONAL DIVISION CS SPA3516 GREEN SOLUTIONS HIGH DILUTIO $95.26 321528 CH37 DL PRO STRIP RTD SC HIGH EFFICIENCY FLOOR STRIPPER 1/5L DIVERSEY INC EA SPA0084-05 SHINELINE EMULSIFIER PLUS FL $59.53 5112971 CH38 5GL LIQUID PANTASTIC MANUAL WAREWASH DETERGENT ECOLAB INSTITUTIONAL DIVISION DM SPA3111-05 BLUE-GLO POT/PAN DETERGENT C $55.44 1090131 CH39 WAXIE BRITE-N-WHITE COMMERCIAL LAUNDRY BLEACH 25 LB BOX CUSTOM CHEMICAL FORMULATORS BX SPA7004-04 CLOTHESLINE FRESH CHLORINE B $34.57 163500 CH40 FALCON CARTRIDGE SINGLE BOBRICK WASHROOM EQUIP EA BOBFWFC-20 RPLCMNT CRTG WATERLESS URNIA $760.42 410056 CH41 WAXIE-GREEN SOLSTA 143 CLEANER DEGREASER 3L 4/CS GENLABS CS SPA3506-04 GREEN SOLUTION INDUSTRIAL CL $39.60 1030451 CH42 PUMIE SCOURING STICK PUMICE BAR UNITED STATES PUMICE CO BX 559004 PUMICE SCOURING STICK $23.88 546101039 CH43 EID QC 73 DISINFECTING ACID BATHROOM CLEANER 2/1.3L ECOLAB INSTITUTIONAL DIVISION CS SPA4724 CLEAN ON THE GO ACID BATH-SH $118.25 88LAGPGC84998 CH44 TIDE ULTRA LAUNDRY DETÿPOWDER W/BLCH ORIG 144 OZ BX 2/CS NP&PC / ESSENDANT CO. CS SPA7021-04 CLOTHESLINE FRESH OXY DETERG $69.26 1404704 CH45 SPARTAN FLOORFRONT GS-40 4/GL SPARTAN CHEMICAL CO INC CS SPA4047-04 FLOORFRONT FLOOR FINISH GL $69.11 5410126 CH46 GREASE EXPRESS FAST FOAM DEGREASER - 6/QT ECOLAB INSTITUTIONAL DIVISION CS SPA3194-12-C RTU OVEN&GRILL CLNR QT 12CS $35.90 546100391 CH47 FACILIPRO 53 CONCENTRATED MULTI PURPOSE DEGREASER 2/1.3L ECOLAB INSTITUTIONAL DIVISION CS SPA2130-04-C SUPER DGRSR NON-BUTYL GL 4CS $28.02 161364 CH48 WAXIE WAVE 3D URINAL DEODORANT SCREEN COTTON BLOSS 10/BX 6BXCS FRESH PRODUCTS LLC CS REN03123 RENOWN WAVE3D URNAL SCRN CTN $117.00 325785 CH49 3M PEROXIDE CLEANER CONCENTRATE 34A 4/.5 GAL PER CS 3M COMPANY CS SPA4820 CLEAN ON THE GO CLEAN BY PER $67.79 1034009 CH50 SPARTAN RJ8 TILE-GROUT REJUVENATOR QRTS 12/CS SPARTAN CHEMICAL CO INC CS SPA7110-12 RJ8 TILE/GROUT RESTROOM CLEA $35.89 162070 CH51 WAXIE-GREEN SPRING MINT PLUS LIQUID MICROBES CLNR QT 12/CS WHOLE EARTH LABORATORIES INC CS SPA3197-12 CONSUME DIGESTANT RTU QT $36.39 530584SA CH52 DAWN DISH SOAP 8/38-OZ NP&PC / ESSENDANT CO. CS SPA3111-12 BLUE-GLO POT/PAN DETERGENT C $36.84 1031510 CH53 WAXIE W-600 OVEN CLEANER QT 12/ CS GENLABS CS SPA3194-12-C RTU OVEN&GRILL CLNR QT 12CS $35.90 546100610 CH54 EID PEROXIDE 54 GLASS AND SURF. CLEANER 2/1.3L ECOLAB INSTITUTIONAL DIVISION CS SPA4820 CLEAN ON THE GO CLEAN BY PER $67.79 1033401 CH55 COMET CREME DEODORIZING CLEANER 32 OZ 10/CS NP&PC / ESSENDANT CO. CS SPA7320-12 SPARCREME LIQUID CLEANSER QT $34.11 530050 CH56 WAXIE SURE BRITE LAUNDRY DETERGENT 25 LB BOX CUSTOM CHEMICAL FORMULATORS BX SPA7004-04 CLOTHESLINE FRESH CHLORINE B $34.57 870114 CH57 WAXIE LIMELITE LIME & SCALE REMOVER GL 4/CS GENLABS CS 560393 SIMPLE GREEN 1 GAL LIME SCALE REMOVER $15.89 1030271 CH58 CREW TILE AND GROUT REJUVENATOR 12X1 QT DIVERSEY INC CS SPA7110-12 RJ8 TILE/GROUT RESTROOM CLEA $35.89 870021 CH59 WAXIE KNOCK OUT MILDEW STAIN RE MOVER QT 12/CS GENLABS CS SPA7110-12 RJ8 TILE/GROUT RESTROOM CLEA $35.89 323101 CH60 DL EMEREL PLUS CREME CLEANSER 12/QT DIVERSEY INC CS SPA7320-12 SPARCREME LIQUID CLEANSER QT $34.11 170700 CH61 WAXIE SOLSTA 764 LEMON QUAT DISINFECTANT CLEANER 3L 4/CS GENLABS CS SPA4702 CLEAN ON THE GO HDQ C2 DISIN $42.45 870530 CH62 SPEEDBALL 2000 12 QUARTS/CASE DIVERSEY INC CS SPA2040-12 TOUGH DUTY RTU CLEANER/DEGRE $32.23 328102 CH63 DL MORNING MIST NEUTRAL DISINFECT CLNR 2.5 L (CS OF 2) DIVERSEY INC CS SPA2040-12 TOUGH DUTY RTU CLEANER/DEGRE $31.27 546100710 CH64 EID FACILIPRO MILD FOAMING HAND SOAP 2/1250ML ECOLAB INSTITUTIONAL DIVISION CS GOJ1911-02 HAND WASH CLR MILD 1200ML $36.92 1008404 CH65 SPARTAN EMF SHINELINE- 4X1 GL SPARTAN CHEMICAL CO INC CS SPA0084-04 SHINELINE EMULSIFIER PLUS FL $50.88 170715 CH66 LYSOL SANITIZING WIPES CITRUS CITRUS SCENT -6X80 CT NP&PC / ESSENDANT CO. CS SPA1090-06 HARD SURF SANTZR WIPES 225CT $64.72 320007 CH67 WAXIE-GREEN SOLSTA 243 NEUTRAL CLEANER 3L 4/CS GENLABS CS SPA4803 XCELENTE CLNR M/P LAV 2-LT $35.50 546000064 CH68 EID TOTAL BODY SHAMPOO 6/750ML ECOLAB INSTITUTIONAL DIVISION CS SPA3308-04 LITE'N FOAMY WASH CITRUS FRE $54.54 1070324 CH69 WAXIE DEFOAMER FOAM DISSIPATOR GL 4/CS NILODOR INC NP&PC CS SPA3024-04 DEFOAMER RTU EMULSION GAL $81.40 870071 CH70 WAXIE KLEEN-BRITE RESTROOM CLEANER CHERRY QT 12/CS GENLABS CS SPA3202-04 FOAMY Q & A ACID DISINFECTAN $46.69 Item 1D - Page 62
320100 CH71 WAXIE SOLSTA 200 GENERAL PURPOSE CLEANER 3L 4/CS GENLABS CS SPA3515 COG GRN SOLUTION CLNR 2LT $49.13 410098 CH72 WAXIE SOLSTA 110 HEAVY DUTY DEGREASER 3L 4/CS GENLABS CS SPA2130-04-C SUPER DGRSR NON-BUTYL GL 4CS $28.02 546100608 CH73 FACILIPRO 54 PEROXIDE GLASS & SURFACE CLEANER 2/1.3L ECOLAB INSTITUTIONAL DIVISION CS SPA4820 CLEAN ON THE GO CLEAN BY PER $72.67 170752 CH74 CLOROX DISINFECTING WIPES FRESH SCENT 6/75 CT NP&PC / ESSENDANT CO. CS SPA1086-06 WIPES DISINFEC HARD SURFACE $51.02 161990 CH75 WAXIE-GREEN ORANGE PLUS LIQUID MICROBES CLEANER QT 12/CS WHOLE EARTH LABORATORIES INC CS SPA3197-12 CONSUME DIGESTANT RTU QT $36.39 170046 CH76 PURELL PROFESSIONAL SURFACE DISINFECTANT QT 6/CS GOJO INDUSTRIES INC CS SPA3195-12 SANI-TYZE FOOD CONTACT RTU Q $27.08 1032020 CH77 CBC PLUS BOWL CLEANER 61143699-QUARTS ECOLAB INSTITUTIONAL DIVISION CS SPA3530-12 BIORENEWABLE RESTRM CLNR QT $35.22 1031552 CH78 BREAK-UP OVEN CLEANER 19 OZ AEROSOL 6/CS NP&PC / ESSENDANT CO. CS SPA3194-12-C RTU OVEN&GRILL CLNR QT 12CS $35.90 170110 CH79 CLOROX DISINFECTANT WIPES LEMON SCENT 6/75 NP&PC / ESSENDANT CO. CS SPA1086-06 WIPES DISINFEC HARD SURFACE $51.02 546100724 CH80 FACILIPRO HAND SANITIZER GEL 2/1200ML ECOLAB INSTITUTIONAL DIVISION CS GOJ1903-02 PURELL GS HAND SANITIZER GEL $29.76 5289990011 CH81 EID OASIS PRO ROLL IT CLEAN LINT ROLLER REFILL 12/CS ECOLAB INSTITUTIONAL DIVISION CS SYR830200 TACKY ROLLER REFILL PACKS 3 PER PACK $43.08 1030200 CH82 CREW CLINGING DISINFECTANT TOILET BOWL CLEANER 12X1 QT DIVERSEY INC CS SPA7118-12-C ACID BOWL CLEANER QT 12CS $27.57 950131 CH83 WAXIE-GREEN GLASS/SURFACE CLEANER QT 8/CS W/2 SPRAYERS GENLABS CS SPA3260-12 FAST & EASY GLASS-SURFACE RT $26.25 1030310 CH84 WAXIE ENZYMATIC LUSTER CREME CLEANSER QT 12/CS GENLABS CS SPA7320-12 SPARCREME LIQUID CLEANSER QT $34.11 750321 CH85 WAXIE SELECT METAL BRITE STEEL STAINLESS MAINTAINER & POLISH AMREP INC CS SPA6290 SUPERIOR SS CLNR/POLISH 20OZ $58.82 1031531 CH86 WAXIE EASY OVEN CLEANER 19 OZ CAN 6/CS AMREP INC CS SPA3194-12-C RTU OVEN&GRILL CLNR QT 12CS $35.90 160115 CH87 WAXIE-GREEN SOLSTA 330 FRESH MIST LIQUID MICROBES 3 L 4/CS WHOLE EARTH LABORATORIES INC EA SPA4534 MICROMUSCLE SURFCT CONC 2LTR $12.30 750321 CH88 WAXIE SELECT METAL BRITE STEEL STAINLESS MAINTAINER & POLISH AMREP INC EA SPA6290 SUPERIOR SS CLNR/POLISH 20OZ $4.90 180391 CH89 WAXIE SELECT MAGNET DUST MOP TREATMENT AMREP INC CS SPA6099 DUST MOP TREATMENT AEROSOL $49.00 680007 CH90 HYGIEIA DUSTLESS BOARD CHALK 3-1/4 X 3/8 WHITE 12 EA/BX NP&PC / ESSENDANT CO. BX 10165773 CHALKDUSTLSS3X.38WH12/BX $0.73 161364 CH91 WAXIE WAVE 3D URINAL DEODORANT SCREEN COTTON BLOSS 10/BX 6BXCS FRESH PRODUCTS LLC BX REN03123 RENOWN WAVE3D URNAL SCRN CTN $117.00 180391 CH92 WAXIE SELECT MAGNET DUST MOP TREATMENT AMREP INC EA SPA6099 DUST MOP TREATMENT AEROSOL $4.11 1030451 CH93 PUMIE SCOURING STICK PUMICE BAR UNITED STATES PUMICE CO EA 559004 PUMICE SCOURING STICK $1.99 1030310 CH94 WAXIE ENZYMATIC LUSTER CREME CLEANSER QT 12/CS GENLABS QT SPA7320-12 SPARCREME LIQUID CLEANSER QT $2.84 325785 CH95 3M PEROXIDE CLEANER CONCENTRATE 34A 4/.5 GAL PER CS 3M COMPANY EA SPA4820 CLEAN ON THE GO CLEAN BY PER $18.17 160384 CH96 BREAKDOWN ENZYME ODOR ELIMINATOR 4X1 DIVERSEY INC GL SPA3097-04 CONSUME ENZYME DIGESTANT GL $10.85 161990 CH97 WAXIE-GREEN ORANGE PLUS LIQUID MICROBES CLEANER QT 12/CS WHOLE EARTH LABORATORIES INC QT SPA3197-12 CONSUME DIGESTANT RTU QT $3.03 1032020 CH98 CBC PLUS BOWL CLEANER 61143699-QUARTS ECOLAB INSTITUTIONAL DIVISION QT SPA3530-12 BIORENEWABLE RESTRM CLNR QT $2.94 546100610 CH99 EID PEROXIDE 54 GLASS AND SURF. CLEANER 2/1.3L ECOLAB INSTITUTIONAL DIVISION EA SPA4820 CLEAN ON THE GO CLEAN BY PER $18.17 1070324 CH100 WAXIE DEFOAMER FOAM DISSIPATOR GL 4/CS NILODOR INC NP&PC GL SPA3024-04 DEFOAMER RTU EMULSION GAL $20.35 870114 CH101 WAXIE LIMELITE LIME & SCALE REMOVER GL 4/CS GENLABS GL 560393 SIMPLE GREEN 1 GAL LIME SCALE REMOVER $15.89 320101 CH102 WAXIE-GREEN SOLSTA 255 ALL- PURPOSE CLEANER 3L 4/CS GENLABS EA SPA4820 CLEAN ON THE GO CLEAN BY PER $18.17 870370 CH103 COMET CLEANER WITH BLEACH 8/32-OZ. PGC 02287 NP&PC / ESSENDANT CO. QT SPA3080-04 CHLORINATE FOOD DEGRSR GL $11.00 170401 CH104 WAXIE SOLSTA 710 MULTI-PURPOSE DISINFECTANT CLEANER 3L 4/CS GENLABS EA SPA3516 GREEN SOLUTIONS HIGH DILUTIO $23.82 870530 CH105 SPEEDBALL 2000 12 QUARTS/CASE DIVERSEY INC QT SPA2040-12 TOUGH DUTY RTU CLEANER/DEGRE $2.69 320007 CH106 WAXIE-GREEN SOLSTA 243 NEUTRAL CLEANER 3L 4/CS GENLABS EA SPA4803 XCELENTE CLNR M/P LAV 2-LT $8.88 170046 CH107 PURELL PROFESSIONAL SURFACE DISINFECTANT QT 6/CS GOJO INDUSTRIES INC EA SPA3195-12 SANI-TYZE FOOD CONTACT RTU Q $2.26 1030400 CH108 WAXIE-GREEN SOLSTA 300 NON-ACID BATHROOM CLEANER GENLABS EA SPA4716 CLEAN ON THE GO NABC BATH CL $21.64 Item 1D - Page 63
Item #
Record
ID Item Description UC UOM YOUR BRAND (IF DIFFERENT)

YOUR MPC (IF

DIFFERENT) THD PRO DESCRIPTION THD PRO PRICE
856065 SP1 290088 TORK H1 NATURAL ROLL TOWEL 6/700 CS ESSITY SCA290088 TORK ELEV TOWEL HAND ROLL 6/ $34.35 856262 SP2 290087 TORK ADVANCED HAND ROLL TOWEL WHITE 6/700 CS ESSITY SCA290087 TORK ADV RL TWL WHT $34.58 856170 SP3 12024402 TORK ADVANCED MINI JUMBO 2-PLY BATH TISSUE 12/751 CS ESSITY SCA12024402 TORK TISSUE BATH ADV MINI JU $26.06 851659 SP4 SCA TORK ADVANCED JUMBO BATH TISSUE 2-PLY 6/1600 CS ESSITY SCA12021502 TORK TISSUE JUMBO BATH ADVAN $34.00 851672 SP5 TJ0924 TORK UNIVERSAL 2-PLY JUMBO ROLL BATH TISSUE 12/1000 CS ESSITY NORTH AMERICA INC 309116309 RENOWN 1000FT JRT $25.47 851530 SP6 WAXIE 041 TOILET SEAT COVERS 20/250 (5000/CS) CASE ONLY CS HOSPECO REN03800 RENOWN TOILET SEAT COVER HALF-FOLD $26.87 850594 SP7 290095 TORK ADVANCED MATIC ROLL TOWEL WHITE 6/900 CS ESSITY NORTH AMERICA INC SCA290095 TORK SOFT HAND RL TOWEL 7.7INX $44.45 851088 SP8 SA APC ECO GREEN RECYCLED SMALL CORE BATH TISSUE 2-PLY 24/1500 CS ALLIED WEST AWP80591 OPTIMA 591 PREM TIS SMALL CO $43.01 856164 SP9 RK1000 TORK UNIVERSAL HAND ROLL TOWEL NATURAL 6X1000 CS ESSITY SCARK1000 RK1000 TORK UNIVERSAL HAND ROLL TOWEL NATURAL 6X1000 $26.86 851675 SP10 472886 TORK CORELESS 2-PLY HIGH CAPACITY BATH TISSUE 36/900 CS ESSITY SCA472886 2PLY BATH TISSUE WHT $37.60 856093 SP11 TM6120S TORK ADVANCED 2-PLY STANDARD BATH TISSUE 96/500 CS ESSITY SCATM6120S TORK ADV BATH TISSUE 4.0X3.7 $40.14 851660 SP12 TM1616S TORK STANDARD BATH TISSUE 2-PLY 96/500 CS ESSITY SCATM1616S TORK UNIVERSAL BATH TISSUE R $37.13 851658 SP13 110291A TORK ADVANCED HIGH CAPACITY BATH TISSUE 1-PLY 36/2 CS ESSITY SCA110291A TORK TISSUE BATH HIGH-CAPACI $45.27 856091 SP14 TJ1222A TORK UNIVERSAL 12 IN JUMBO SR 2-PLY BATH TISSUE 6/20 CS ESSITY SCATJ1222A TORK TT UNIV JUMBO RL 2PLY 11.75 $29.19 851218 SP15 13217 SCOTT ECOLOGO 2-PLY STANDARD BATH TISSUE 80X506 CS KIMBERLY CLARK KCC13217 SCOTT BATH TT 2PY WHT $37.92 851730 SP16 HEALTH GARDS GREEN SEAT COVER 1/2 FOLD 20 PKS OF 250 PER CS CS HOSPECO REN03800 RENOWN TOILET SEAT COVER HALF-FOLD $26.87 851665 SP17 110292A TORK ADVANCED HIGH CAPACITY BATH TISSUE 2-PLY 36/1 CS ESSITY SCA110292A TORK TISSUE BATH HIGH CAPACITY RL $44.58 855991 SP18 MB540A TORK UNIVERSAL WHITE MULTIFOLD HAND TOWEL 16/250 CS ESSITY SCAMB540A TORK TOWEL HAND MULTIFOLD WH $19.87 855122 SP19 TORK UNIVERSAL HAND TOWEL ROLL BROWN 6X1000 CS ESSITY TORK UNIVERSAL HAND TOWEL ROLL BROWN 6X1000 $42.45 850232 SP20 WAXIE 2001 CLEAN & SOFT WHITE MULTIFOLD TOWEL EPA CPG 16X250 CS ALLIED WEST 309516852 WHT MLTFLD TOWL 16PKS 250SHT $18.78 850410 SP21 20887 PACIFIC BLUE ULTRA BIGFOLD TOWEL WHITE 10X220 CS GEORGIA PACIFIC GPT20887 BIGFOLD Z PREM C-FOLD PAPER $30.80 850864 SP22 01000 SCOTT HIGH CAPACITY ROLL TOWEL WHITE 12/1000 CS KIMBERLY CLARK KCC01000 SCOTT HARD ROLL TOWEL 1PLY W $77.34 850390 SP23 01804 SCOTT MULTIFOLD TOWELS WHITE 16X250 CS KIMBERLY CLARK KCC01804 SCOTT MULTI-FOLD TOWEL 1PLY $24.68 850024 SP24 23504 PACIFIC BLUE BASIC SINGLEFOLD TOWEL BROWN 16X250 CS GEORGIA PACIFIC GPT23504 ENVISION PAPER TOWEL SINGLEF $20.73 851157 SP25 WAXIE 1500 CLEAN & SOFT SUPER ROLL BATH TISSUE 8/1500 CS ESSITY REN06122-WB RENOWN TT CONTROLLED RL HI-CAPACITY $27.50 850035 SP26 01700 SCOTT SINGLEFOLD TOWELS 16X250 CS KIMBERLY CLARK KCC01700 SCOTT TOWELS SINGLE-FOLD 1PL $33.37 851235 SP27 GP 19510 (19500) SOFPULL 2-PLY CENTERPULL BATH TISS-6X1000 CS GEORGIA PACIFIC GPT19510 SOFPULL TT CTRPULL WHT $29.18 850539 SP28 89440 ENMOTION 8-IN BROWN EPA COMPLIANT ROLL TOWEL 6X700 CS GEORGIA PACIFIC GPT89440 ENMOTION HI-CAP TOUCHLESS RO $50.94 850237 SP29 20904 PACIFIC BLUE BASIC WHITE SINGLEFOLD TOWEL 16X250 CS GEORGIA PACIFIC GPT20904 PAPER TOWEL SNGL 9.25X10.25 $26.20 851191 SP30 04460 SCOTT 2-PLY STANDARD ROLL BATHROOM TISSUE - 80X550 CS KIMBERLY CLARK KCC04460 SCOTT TOILET TIS 2PLY EMBOSS $42.82 851247 SP31 WAXIE-GREEN 8036 SMALL CORE 2-PLY BATH TISSUE 36/1000 CS ESSITY REN06122-WB RENOWN TT CONTROLLED RL HI-CAPACITY $27.50 851166 SP32 WAXIE 1965 CLEAN & SOFT WHITE 2-PLY BATH TISSUE 96/500 CS ALLIED WEST 309515466 2PLY WHT TOILET PAPR 96RL/CS $34.88 851178 SP33 WAXIE 1855 CLEAN & SOFT WHITE 2-PLY BATH TISSUE 80/550 CS ALLIED WEST 309515728 2PLY WHT TOILET PAPR 80RL/C $30.15 851151 SP34 WAXIE-GREEN 8500 SUPER ROLL 2-PLY BATH TISSUE 8/1500 CS ESSITY REN06122-WB RENOWN TT CONTROLLED RL HI-CAPACITY $27.50 851255 SP35 WAXIE -GREEN 8600-01 WHITE 2-PLY BATH TISSUE 80/500 CS ALLIED WEST 309515728 2PLY WHT TOILET PAPR 80RL/CS $30.15 851177 SP36 WAXIE 1912 CLEAN & SOFT 2-PLY JUMBO ROLL BATH TISSUE 12/1000 CS ALLIED WEST 309516822 9" WHT TOILET TISSUE 12RL/CS $23.86 850865 SP37 01040 SCOTT UNIVERSAL ROLL TOWELS - 12 PER CS CS KIMBERLY CLARK KCC01040 SCOTT TOWEL HARD ROLL 8X800 $66.75 855992 SP38 SK1850A TORK UNIVERSAL NATURAL SINGLEFOLD HAND TOWEL 16/250 CS ESSITY SCASK1850A TORK UNIVERSAL HAND TOWEL SI $19.71 850636 SP39 WAXIE 6800 CLEAN & SOFT WHITE UNIVERSAL ROLL TOWEL 6/800 CS ALLIED WEST 309516845 WHT HRDWND PAPER TOWL 6RL/CS $24.79 851193 SP40 07805 SCOTT JRT JR JUMBO ROLL TISSUE 2-PLY - 12X1000 CS KIMBERLY CLARK KCC07805 SCOTT JRT ROLL TIS 1000' $32.00 850013SA SP41 23000 SIGNATURE (PREFERENCE) C-FOLD TWL 12-120 SHTS PER CASE CS GEORGIA PACIFIC GPT23000 SIGNATURE PAPER TOWLE 2-PLY $24.09 856066 SP42 290089 TORK ADVANCED MATIC ROLL TOWEL WHITE 6/700 CS ESSITY SCA290089 TORK MATIC STD ROLL TOWEL $45.30 850550 SP43 89480 ENMOTION BROWN ECO LOGO HIGH CAPACITY ROLL TOWEL 6X800 CS GEORGIA PACIFIC GPT89480 ENMOTION TOWEL ROL HIGH CAPA $53.52 850848 SP44 MB578 TORK PREMIUM SOFT WHITE MULTIFOLD HAND TOWEL 16/135 CS ESSITY SCAMB578 TWL SOFT MULTFOLD 3PANEL WHT $31.96 856084 SP45 SB1840A TORK UNIVERSAL WHITE SINGLEFOLD HAND TOWEL 16/250 CS ESSITY SCASB1840A TORK UNIVERSAL HAND TOWEL SI $26.48 850016 SP46 23304 PACIFIC BLUE BASIC MULTIFOLD TOWEL BROWN 16X250 CS GEORGIA PACIFIC GPT23304 ENVISION PAPER TOWEL MULTIFO $20.27 850455 SP47 01510 SCOTT C-FOLD TOWELS WHITE 12X200 CS KIMBERLY CLARK KCC01510 SCOTT C-FOLD TOWEL 1PLY WHIT $28.40 850955 SP48 19375 COMPACT CORELESS HI-CAP 2-PLY BATH TISSUE 36/1000 CS GEORGIA PACIFIC GPT19375 GEORGIA PACIFIC COMPACT CORE $48.83 851167 SP49 37541 SUPER SOFT WHITE 2-PLY BATH TISSUE 96X500 CS ALLIED WEST 309515466 2PLY WHT TOILET PAPR 96RL/CS $34.88 851342 SP50 16880 ANGEL SOFT PS WHITE 2-PLY PREMIUM BATH TISSUE 80X450 CS GEORGIA PACIFIC GPT16880 ANGEL SOFT PS BATH TISSUE 2P $49.36 850572 SP51 WAXIE 3600 CLEAN & SOFT WHITE UNIVERSAL ROLL TOWEL 12/600 CS ESSITY REN06184-WB RENOWN PREMIUM TWL 8"x600FT WHT $42.09 856076 SP52 P/O-M SCA MB550A CORONET TOWEL 16/250 WHITE CS ESSITY SCAMB540A TORK TOWEL HAND MULTIFOLD WH $21.76 850661 SP53 KC 12388 SCOTT SLIMROLL HARD ROLL TOWELS 6/580FT CS KIMBERLY CLARK KCC12388 SCOTT SLIMROLL HARD ROLL TOW $41.67 850008 SP54 24590 PACIFIC BLUE BASIC WHITE MULTIFOLD TOWEL 16X250 CS GEORGIA PACIFIC GPT24590 ENVISION MULTIFOLD PAPER TOW $23.35 850235 SP55 21000 PACIFIC BLUE SELECT MULTIFOLD TOWEL WHITE 16X125 CS GEORGIA PACIFIC GPT21000 SIGNATURE PAPER TOWEL MULTIF $19.90 851500 SP56 21400 WHITE KLEENEX FACIAL TISSUE - 36X100 CS KIMBERLY CLARK KCC21400 KLEENEX FACIAL TISSUE FLAT 2 $37.01 850002 SP57 20241 PACIFIC BLUE SELECT C-FOLD TOWEL WHITE 12X200 CS GEORGIA PACIFIC GPT20241 PREFERENCE PAPER TOWELS CENT $27.31 856086 SP58 TF6810 TORK ADVANCED FACIAL TISSUE FLAT BOX 30/100 CS ESSITY SCATF6810 TORK ADVANCED FACIAL TISSUE $25.25 850951 SP59 50606 KLEENEX HARD ROLL TOWELS WHITE 6/600' ROLLS 1.75" CORE CS KIMBERLY CLARK KCC50606 KLEENEX TOWEL ROLL 1PLY WH $42.30 856090 SP60 TJ0922A TORK UNIVERSAL 2-PLY JUMBO ROLL BATH TISSUE 12/1000 CS ESSITY SCATJ0922A TORK UNIVERSAL BATH TISSUE J $26.49 855001 SP61 101293 TORK SOFT XPRESS WHITE MULTIFOLD HAND TOWEL 16/189 CS ESSITY REN06149-WB REN PAPER TWL M-FLD 9"WHT $23.48 850332 SP62 KC 01807 SCOTT WHITE MULTIFOLD TOWELS 16/250 CS KIMBERLY CLARK KCC01807 SCOTT TOWELS MULTIFOLD 100% $23.97 850040 SP63 00350 PACIFIC BLUE SELECT WINDSHIELD TOWEL BLUE 9X250 CS GEORGIA PACIFIC GPT00350 WIPER 2PLY 1FLD 9.5X10.2 BLU $27.37 851410 SP64 48100 PREFERENCE WHITE FACIAL TISSUE - 30X100 CS GEORGIA PACIFIC GPT48100 PREFERENCE FACIAL TISSUE FLA $22.71 851443 SP65 WAXIE 5100 CLEAN & SOFT 2-PLY FACIAL TISSUE FLAT BOX 30/100 CS ESSITY APP12507-WB APPEAL FACIAL TISSUE 2 PLY W $18.45 850045 SP66 WAXIE 2010 KLEENLINE MULTIFOLD TOWEL WHITE 16/250 (4000/CS) CS ALLIED WEST 309516852 WHT MLTFLD TOWL 16PKS 250SHT $18.78 851467 SP67 21606 WHITE KLEENEX FACIAL TISSUE - 48X125 CS KIMBERLY CLARK KCC21606 KLEENEX*TISSUE FACIAL 2PLY W $53.78 Item 1D - Page 64
856000 SP68 27300 PACIFIC BLUE SELECT WHITE PERFORATED ROLL TOWEL 30/100 CS GEORGIA PACIFIC GPT27300 PREFERENCE TOWEL ROLL PERFOR $30.41 850630 SP69 WAXIE 3085 CLEAN & SOFT KITCHEN ROLL TOWEL 30/85 CS ESSITY REN06001-WB RENOWN ROLL TOWELS WHT 2PLY $22.72 851248 SP70 WAXIE-GREEN 8800 UNIVERSAL NATURAL WHITE ROLL TOWEL 6/800 CS ALLIED WEST 309516845 WHT HRDWND PAPER TOWL 6RL/CS $24.79 851197 SP71 02129 SCOTT (TRADITION) JRT JR JUMBO ROLL TISSUE 2-PLY 12X1000 CS KIMBERLY CLARK KCC02129 TT JRT JR JUMBO 3.55X1000 WH $35.11 850261 SP72 20204 PACIFIC BLUE BASIC MULTIFOLD TOWEL WHITE 16X250 CS GEORGIA PACIFIC GPT20204 ACCLAIM PAPER TOWELS MULTIFO $22.38 851127 SP73 18280/01 PREFERENCE WHITE 2-PLY EMBOSSED BATHROOM TISSUE 80X550 CS GEORGIA PACIFIC GPT18280/01 PREFERENCE 2PLY TOIL TIS $48.05 851455 SP74 21270 KLEENEX BOUTIQUE FACIAL TISSUE DECORATIVE BOX 36X95 CS KIMBERLY CLARK KCC21270 KLEENEX* BOUTIQUE*TISSUE FAC $43.64 855995 SP75 SCA RB8004 TORK UNIVERSAL HAND TOWEL ROLL WHITE 6/800 CS ESSITY REN06005-WB REN HARD RL TOWEL WHT 7.875X $24.84 851504 SP76 WAXIE SELECT PREMIUM FACIAL TISSUE 2-PLY FLAT BOX 30/100 CS ESSITY APP12507-WB APPEAL FACIAL TISSUE 2 PLY W $18.45 850450 SP77 01500 KLEENEX C-FOLD TOWELS 16X150 CS KIMBERLY CLARK KCC01500 KLEENEX TOWELS C-FOLD 1PLY 1 $37.22 851531 SP78 HSC RECYCLED HALF-FOLD TOILET SEAT COVERS 250CT (CS OF 20) CS HOSPECO REN03801 RENOWN TOILET SEAT COVERS 1/2 FOLD $30.26 850225 SP79 20389 PACIFIC BLUE SELECT MULTIFOLD TOWEL WHITE 16X250 CS GEORGIA PACIFIC GPT20389 PREFERENCE TWL M/F 9.2X9.4 $25.67 850088 SP80 WAXIE 2800 KLEENLINE WHITE UNIV ROLL TOWEL 6X800 - 2-IN CORE CS ESSITY REN06005-WB REN HARD RL TOWEL WHT 7.875X $24.84 856087 SP81 TF6910A TORK PREMIUM FACIAL TISSUE CUBE BOX 36/94 CS KIMBERLY CLARK KCC21270 KLEENEX* BOUTIQUE*TISSUE FAC $43.64 Item 1D - Page 65
Item # Record ID Item Description UC UOM YOUR BRAND (IF DIFFERENT) YOUR MPC (IF DIFFERENT) THD PRO PRICE THD PRO PRICE 708413 L1 HER 42X48 1.0 MIL BIOTUF COMPOSTABLE LINERS 100/CS CS NATUR-TEC NT1025-X-00030 NATURBG CMPST 42X48 .8ML 55GL $63.38 708433 L2 HER 33X39 BIOTUF 0.9 MIL COMPOSTABLE LINERS 200/CS. CS NATUR-TEC NT1025-X-00014 NATURBG CMPST 33X40 .8ML 33GL $84.42 703085 L3 WAXIE 40X46 2 MIL BLACK MAX LINER 100/CS CS BERRY PLASTICS REN64530-CA RENOWN CN LNR 40X46 45GL BK $31.18 708190 L4 HER 43X48 22 MIC BLACK CORELESS ROLL LINER 6X25 CS BERRY PLASTICS REN15610-CA RENOWN CN LNR 43X48 56GL BK $25.83 708414 L5 34X48 BIOTUF 1.0 MIL COMPOSTABLE LINERS 100/CS CS NATUR-TEC NT1025-X-00031 NATURBG CMPST 34X48 .9ML 35GL $58.71 700014 L6 40X46 1.5MIL LT GREEN TRASH BAG 100/CS CS BERRY PLASTICS TYCLBR4046XD 40X46 45GL 0.9ML DGRDBLE LO- $14.47 702500 L7 WAXIE 40X48 1.15 MIL CORELESS ROLL LINE CLEAR 10/15 (150/CS) CS BERRY PLASTICS TYCCLBR4048X3C CAN LINER CLEAR 40X48 1.4MIL $25.43 703530 L8 WAXIE 40X48 1.15 MIL BLUE SUPER STAR FLAT PACK LINER 150/CS CS BERRY PLASTICS TYC1548844 RECYCLING CAN LNR $22.03 703084 L9 WAXIE 40X46 1.5 MIL BLACK MAX LINER 100/CS CS BERRY PLASTICS REN64516-CA RENOWN CN LNR 40X46 45GL BK $22.02 702480 L10 WAXIE 30X37 .75 MIL SUPER CLEAR CORELESS ROLL LINER 10/25 CS REN22527-CA RENOWN CN LNR 30X36 25GL WH $14.40 704500 L11 WAXIE 40X48 16 MIC NAT CORELESS ROLL LINER 10/25 (250/CS) CS BERRY PLASTICS REN14540-CA RENOWN CN LNR 40X48 45GL NT $28.90 709426 L12 40X46 1.5 MIL BLUE LINER 125/CS CS BERRY PLASTICS TYC1548844 RECYCLING CAN LNR $22.03 704534 L13 WAXIE 33X40 16 MIC NAT CORELESS ROLL LINER 10/25 (250/CS) CS BERRY PLASTICS REN13315-CA RENOWN CN LNR 33X40 33GL NT $20.67 704544 L14 WAXIE 40X48 22 MIC BLK CORELESS ROLL LINER 6/25 (150/CS) CS BERRY PLASTICS REN14555-CA RENOWN CN LNR 40X48 45GL BK $24.08 704730 L15 WAXIE 33X40 13 MIC NAT CORELESS ROLL LINER 20/25 (500/CS) CS BERRY PLASTICS REN13306-CA RENOWN CN LNR 33X40 33GL NT $30.77 704515 L16 WAXIE 24X33 8 MIC NAT CORELESS ROLL LINER 20/50 (1000/CS) CS BERRY PLASTICS REN11510-CA RENOWN CN LNR 24X33 15GL NT $25.54 705111 L17 WAXIE-GREEN 24X31 .95 MIL BLACK ROLL LINER 20/25 500/CS CS WEBSTER INDUSTRIES AEPRNW1K150V LNR 24X31 13GL .8MIL WHT $14.03 700430 L18 WAXIE MAXIE 30X37 1.5 MIL WHITE 30 GL FLAT PACK LINER 275/CS CS REN22527-CA RENOWN CN LNR 30X36 25GL WH $14.40 700470 L19 WAXIE MAXIE 40X48 1.5 MIL WHITE 45 GL FLAT PACK LINER 150/CS CS TYCLSR4046X3W1 BERRY LINER CORELESS RL 45GL $22.08 708435 L20 HER 30X39 BIOTUF 0.88 MIL COMPOSTABLE LINER 6/25 CS NATUR-TEC NT1025-X-00018 LINER COMPOSTABLE 30X39 .8MIL 30GAL $74.10 708432 L21 HER 24X32 BIOTUF 1.0 MIL COMPOSTABLE LINERS 200/CASE CS NATUR-TEC NT1025-X-00010 NATURBAG CMPST 23.5X29 .8 13G $53.95 703570 L22 WAXIE 42X48 1.15 MIL BLUE SUPER STAR FLAT PACK LINER 100/CS CS BERRY PLASTICS ROLMX-2248MB LINER 40X48 40-45GL BLUE $23.95 708434 L23 HER 24X32 BIOTUF 0.88 MIL COMPOSTABLE LINER 8/25 CS NATUR-TEC NT1025-X-00010 NATURBAG CMPST 23.5X29 .8 13G $53.95 701102 L24 WAXIE-GREEN 24X33 16 MIC NAT CORELESS RL LINER 10/25(250/CS) CS REPUBLIC BAG REPN243312CR LINER24X33 NATL CORLS12-16GL $23.95 709438 L25 40X48 22 MIC CLEAR LINER 6/25/CS CS BERRY PLASTICS REN14556-CA RENOWN CN LNR 40X48 45GL NT $24.43 708437 L26 HER 42X48 BIOTUF 0.80 MIL COMPOSTABLE LINER 5/25 CS NATUR-TEC NT1025-X-00015 NATURBAG CMPST 42X48 1ML 55GL $79.22 703155SA L27 38X47 1.6 MIL UCSD RED AUTOCLAVE LINER 100/CS CS BERRY PLASTICS ROLSTH-1648RP LNR 40X48 40-45GL RED PRINT $62.64 703510 L28 WAXIE 32X42 1.15 MIL BLUE SUPER STAR FLAT PACK LINER 250/CS CS BERRY PLASTICS TYCHH304314BL LINER 30X43 23GL 14MC BLUE $19.36 702520 L29 WAXIE 42X48 1.15 MIL SUPER CLEAR CORELESS ROLL LINER 10/10 CS BERRY PLASTICS REN24543-CA RENOWN CN LNR 40X46 45GL NT $19.17 704525 L30 WAXIE 30X37 10 MIC NAT CORELESS ROLL LINER 20/25 (500/CS) CS BERRY PLASTICS REN12500-CA RENOWN CN LNR 30X37 25GL NT $22.04 702105 L31 WAXIE 43X48 22 MIC STEEL-GRAY FLAT PACK LINER 150/CS CS REN15605-CA RENOWN CN LNR 43X48 56GL SVR $23.40 700170 L32 WAXIE 24X32 .4 MIL BLACK TUFF N STRETCH LINER FLAT PK 1000/CS CS BERRY PLASTICS TYCLBR2423LB 24X23 10GL 0.4ML BLK LO-D LN $24.55 705113 L33 WAXIE-GREEN 33X39 1.25 MIL BLACK ROLL LINER 10/10 100/CS CS BERRY PLASTICS REN63310-CA RENOWN CN LNR 33X39 33GL BK $34.83 700026 L34 30X37 LT. GREEN 0.75 MIL LINER 250/CS CS BERRY PLASTICS REN22527-CA RENOWN CN LNR 30X36 25GL WH $14.40 709458 L35 40X46 1.5 MIL CLEAR LINER 125/CS CS BERRY PLASTICS REN24543-CA RENOWN CN LNR 40X46 45GL NT $19.17 705116 L36 WAXIE-GREEN 40X46 1.25 MIL BLACK ROLL LINER 10/10 100/CS CS BERRY PLASTICS REN64512-CA RENOWN CN LNR 40X46 45GL BK $19.83 703590 L37 HER 33X40 22 MIC CLEAR LINER 250/CS CS BERRY PLASTICS REN13315-CA RENOWN CN LNR 33X40 33GL NT $20.67 704510 L38 WAXIE 24X24 6 MIC NAT CORELESS ROLL LINER 20/50 (1000/CS) CS BERRY PLASTICS REN11000-CA RENOWN CN LNR 24X24 10GL NT $14.75 708411 L39 HER 30X39 1.2 MIL BIOTUF COMPOSTABLE LINERS 125/CS CS NATUR-TEC NTINT1025-X-00018 LINER COMPOSTABLE 30X39 .8ML $74.10 704048 L40 HER 40X46 1.2 MIL BLACK LINER ON ROLLS 100/CS CS BERRY PLASTICS REN24544-CA RENOWN CN LNR 40X46 45GL BK $20.90 703082 L41 WAXIE 43X47 1.5 MIL BLACK MAX LINER 100/CS CS BERRY PLASTICS REN65613-CA RENOWN CN LNR 43X47 56GL BK $23.94 704541 L42 40X48 18 MIC CORELESS ROLL LINER 200/CS CS BERRY PLASTICS REN14540-CA RENOWN CN LNR 40X48 45GL NT $28.90 702090 L43 WAXIE 40X48 22 MIC STEEL-GRAY FLAT PACK LINER 150/CS CS REN14558-CA RENOWN CN LNR 40X48 45GL SVR $21.79 700230 L44 WAXIE 40X46 .75 MIL BLACK TUFF N STRETCH FLAT PK LINER 250/CS CS BERRY PLASTICS TYCLSR4046XB CAN LINER 40X46 .74MIL BLACK $12.64 704543 L45 WAXIE 40X48 19 MIC BLK CORELESS ROLL LINER 8/25 (200/CS) CS BERRY PLASTICS TYCHR404819B LINER 40X48 45GL 19MC BLACK $28.22 704530 L46 WAXIE 33X40 11 MIC NAT CORELESS ROLL LINER 20/25 (500/CS) CS BERRY PLASTICS REN13311-CA RENOWN CN LNR 33X40 33GL NT $28.96 702490 L47 WAXIE 32X42 1.15 MIL SUPER CLEAR CORELESS ROLL LINER 10/25 CS REN23322-CA RENOWN LINER 33X39 33GL CLR $22.00 700032 L48 WAXIE 30.5X43 14 MIC WHITE LINER 250/CS CS REN13306-CA RENOWN CN LNR 33X40 33GL NT $30.77 709337 L49 SA HER 51 X 61 CLEAR 1.25 MIL LINER 100/CS CS TYCLBR5048X4B 50X48 65GL 1.70ML BLK LO-D L $36.83 705112 L50 WAXIE-GREEN 33X39 1.0 MIL BLACK ROLL LINER 10/25 250/CS CS WEBSTER INDUSTRIES 110594 EARTHSENSE LNR LOW-D 33X39 33GL BLK $22.88 700005 L51 33X44 1.3 MIL 32 GAL ACCUFIT LINER BLACK 5/20 CS BERRY PLASTICS REN63314-CA RENOWN CN LNR 33X39 33GL BK $14.61 700096 L52 24X23 .7 MIL CLEAR 8-10 GL LINER 1000 PER CASE CS TYCLBR2423HC 24X23 10GL 0.7ML CLR LO-D LN $20.45 709040 L53 WAXIE 24X33 6 MIC NAT CORELESS ROLL LINER 20/50 (1000/CS) CS BERRY PLASTICS REN11500-CA RENOWN CN LNR 24X33 15GL NT $20.02 703079 L54 WAXIE 36X58 1.5 MIL BLACK MAX LINER 100/CS CS MONTEBELLO PLASTICS MPS260358 LINER LOW-D 36X58 BLK $19.69 700560 L55 WAXIE 24X32 .6 MIL BUFF INSTITUTE FLAT PK LINER 500/CS CS BERRY PLASTICS REN21512-CA RENOWN CN LNR 24X32 15GL WH $20.51 702475 L56 24X32 .4 MIL SUPER CLEAR LINER CORELESS ROLL 10/50 500/CS CS BERRY PLASTICS REN20411-CA RNWN CN LR 24X32 12-16GL NT $30.86 700150 L57 WAXIE 24X23 .4 MIL BLACK TUFF N STRETCH LINER FLAT PK 1000/CS CS TYCLBR2423LC 24X23 10GL 0.4ML CLR LO-D LN $23.35 704513 L58 WAXIE 24X24 8 MIC NAT CORELESS ROLL LINER 20/50 (1000/CS) CS BERRY PLASTICS REN11005-CA RENOWN CN LNR 24X24 10GL NT $19.77 709082 L59 24X32 .4 MIL CLEAR LINER 1000/CASE CS BERRY PLASTICS REN20411-CA RNWN CN LR 24X32 12-16GL NT $30.86 709334 L60 WAXIE 51X48 1.5 MIL BLACK LINER 100/CS CS TYCLBR5048X4B 50X48 65GL 1.70ML BLK LO-D L $36.83 703074 L61 WAXIE 33X39 1.5 MIL BLACK MAX LINER 150/CS CS MONTEBELLO PLASTICS MPS265309 LINER LOW DENSITY BLACK 33X3 $44.11 702529 L62 33X39 1.5-MIL CLEAR LINER 250/CS CS MONTEBELLO PLASTICS MPS260296 LINER LOW DENSITY CLEAR 33X3 $48.55 704591 L63 WAXIE 43X48 16 MIC NAT CORELESS ROLL LINER 8/25 (200/CS) CS REN15602-CA RENOWN CN LNR 43X48 56GL NT $21.95 88HERH4831TXR01 L64 24X31 0.95MILCORELESS ROLL BLUE 20/25 500/CS CS 700190 L65 WAXIE 30X36 .5 MIL BLACK TUFF N STRETCH FLAT PK LINER 500/CS CS BERRY PLASTICS REN22505-CA RENOWN CN LNR 30X36 25GL BK $13.64 700215 L66 WAXIE 33X39 .8 MIL BLACK TUFF N STRETCH FLAT PK LINER 250/CS CS REN23322-CA RENOWN LINER 33X39 33GL CLR $22.00 703075 L67 WAXIE 33X39 2 MIL BLACK MAX LINER 150/CS CS WEBSTER INDUSTRIES 110594 EARTHSENSE LNR LOW-D 33X39 33GL BLK $22.88 704522 L68 WAXIE 30X37 8 MIC NAT CORELESS LINER 20/25 (500/CS) CS BERRY PLASTICS REN12511-CA RENOWN CN LNR 30X37 25GL NT $17.60 701100 L69 WAXIE-GREEN 40X48 16 MIC NAT CORELESS RL LINER 6/25 (150/CS) CS BERRY PLASTICS REN14540-CA RENOWN CN LNR 40X48 45GL NT $28.90 704536 L70 WAXIE 33X40 19 MIC BLK CORELESS ROLL LINER 10/25 CS BERRY PLASTICS REN13320-CA RENOWN CN LNR 33X40 33GL BK $28.64 700550 L71 WAXIE 24X23 .6 MIL BUFF INSTITUTE FLAT PK LINER 500/CS CS TYCLBR2423HB 24X23 10GL 0.7ML BLK LO-D LN $19.51 701405 L72 WAXIE 51X60 2 MIL LOW-DENSITY LINER 50/CS CS TYCLBR5048X4B 50X48 65GL 1.70ML BLK LO-D L $36.83 704508 L73 WAXIE 17X18 6 MIC NAT CORELESS ROLL LINER 40/50 (2000/CS) CS BERRY PLASTICS TYCHR171806N LINER 17X18 4GL 6MC NATURAL $15.83 702470 L74 WAXIE 24X24 .40 MIL SUPER CLEAR CORELESS ROLL LINER 10/50 CS BERRY PLASTICS TYCCLBR2424XC CAN LINER 24X24 1MIL CLEAR $29.57 Item 1D - Page 66
Item # Record ID Item Description UC UOM YOUR BRAND (IF DIFFERENT) YOUR MPC (IF DIFFERENT) THD PRO DESCRIPTION THD PRO PRICE 574140 ED1 30563B BULK ROUND BELT - SANITAIRE 16-1919 BELT EA SANITAIRE ELE69153A SANITAIRE ROUND BELT FOR VAC $10.92 574660 ED2 WIN 5300 PAPER FILTER BAGS OEM (FITS SENSOR & VSP VACS) 10/PK PK KARCHER FLOOR CARE WIN5300CS SENSOR/VERSAMATIC PLUS VAC B $18.86 440623 ED3 05120 WYPALL L10 WINDSHIELD WIPERS BLUE - 16X140 CS KIMBERLY-CLARK KCC05123 L10 WNDSHLD TWL 1PLY 1/2FOLD $39.17 820715 ED4 WAXED PAPER LINERS FOR WALL UNIT-250 PER CASE CS HOSPECO HOSKL-260 BAG SANI WASTE WAXED KRAFT 7 $15.32 820765 ED5 WAXED KRAFT LINERS FOR WALL UNIT 500 PER CASE CS HOSPECO HOSKL-260 BAG SANI WASTE WAXED KRAFT 7 $16.23 440631 ED6 20070-03 BRAWNY D400 TALL BOX DISPOSABLE WIPER WHITE 10/90 CS GEORGIA PACIFIC GPT20070-03 BRAWNY WIPER INDUSTRIAL GP D $71.38 820720 ED7 WHITE METAL FLOOR RECEPTACLE EA HOSPECO HOS02201 WASTE RECEPTACLE METAL DOUBL $44.36 440125 ED8 34256 KIMTECH SCIENCE KIMWIPES DELICATE TASK WIPERS - 15X140 CS KIMBERLY-CLARK KCC34256 KIMTECH SCIENCE*KIMWIPES* DE $68.78 822200 ED9 HSC NECESSITITES SANITARY NAPKN COURTESY DISPOSAL BAG 500CT CS HOSPECO SPECIAL ORDER 573130 ED10 PROTEAM ANTIBAC MICRO FILTER BAG FOR SUPER COACHVAC 10/PK PK RENOWN REN08051 RENOWN VAC BAG FITS PRO-TEAM $8.61 574657 ED11 WIN 2003 PAPER FILTER BAG OEM FITS VS14 & VS18 10/PK PK KARCHER FLOOR CARE WIN2003CS VACUUM BAGS VERSAMATIC 10/PK $15.40 573160 ED12 PRO INTERCEPT MICRO FILTERS FOR QUARTER TAIL & PROVAC PK RENOWN REN08055 REN VAC BAG FITS QUARTER VAC $7.26 440110 ED13 34155 KIMTECH SCIENCE KIMWIPES DELICATE TASK WIPERS 60X280 CS KIMBERLY-CLARK KCC34155 KIMTECH SCIENCE*KIMWIPES* DE $98.26 440740 ED14 WAXIE 2925 DUSTCARE 24X24 CLEANING CLOTHS 4/50 CS RENOWN REN03110 REN DUST CLOTH TREAT 24X24YL $9.65 820735 ED15 PAPER LINER FOR FLOOR RECEPTACLE - 500 PER CS CS HOSPECO HOSKL-260 BAG SANI WASTE WAXED KRAFT 7 $16.23 578753 ED16 WIN SENSOR MICRO FILTER 5301ER EA RENOWN REN08063 RENOWN MICROFILTER $5.72 573138 ED17 PRO SUPER COACH PRO 6 INTERCEPT MICRO FILTERS 10/PK PK PROTEAM,INC. PTE107314 INTERCEPT MICRO FILTERS FOR $10.56 574515 ED18 5290WI 15-IN SENSOR REPLCMENT BRUSH EA KARCHER FLOOR CARE WIN5290WI ROLLER BRUSH FOR XP15 $38.91 820750 ED19 WHITE METAL WALL MOUNT RECEPTACLE EA HOSPECO HOSND-1W HOSPECO SANITARY NAPKIN RECP $21.79 580522 ED20 BAT 12-VOLT 18AH AGM BATTERY EA BATTERY SYSTEMS SPECIAL ORDER 573902 ED21 PROTEAM PROGEN 12/15 INTERCEPT MICRO FILTER BAGS 10/PK PK PROTEAM,INC. PTE107377 MICRO FILTER FOR PROGEN VAC $10.82 58EUR65297 ED22 P/O-M SANITAIRE STYLE MM 5/PK EA BISSELL INTER TRADING CO B.V. SPECIAL ORDER Item 1D - Page 67
Item # Record ID Item Description UC UOM Vendor Name YOUR MPC (IF DIFFERENT) THD PRO DESCRIPTION THD PRO PRICE 386310 HSS1 WAXIE-GREEN CLEAN TOUCH CLEAR & MILD FOAM HNDWSH 1250 ML 3/CS CS GOJO INDUSTRIES INC REN02522 REN EFM HNDWASH CLR/MILD $34.42 385792 HSS2 GOJO LTX TOUCH FREE FOAM HANDWASH POMEBERRY 2/1200ML CS GOJO INDUSTRIES INC GOJ1916-02 HANDWASH FOAM POMBRY 1200ML $40.85 389223 HSS3 GOJO ADX-12 CLEAR & MILD FOAM HANDWASH NO FRAGR 3/1250ML CS GOJO INDUSTRIES INC GOJ8811-03 ADX-12HANDWASH CLR/MILD1250L $35.91 386411 HSS4 WAXIE-GREEN CLEAN TOUCH LX POMEBERRY HANDWASH 1200ML 2/CS CS GOJO INDUSTRIES INC REN02467 REN HANDWASH POMEBERRY1200ML $40.83 546100870 HSS5 EID FACILIPRO CONCENTRATED MILD FOAM HAND SOAP 2/1.3 L CS ECOLAB INSTITUTIONAL DIVISION APP17100-04 APPEAL HAND SOAP FOAM 1000ML $22.28 386311 HSS6 WAXIE-GREEN CLEANTOUCH CITRUS GINGER FOAM HAND/SHOWER WASH 1 CS GOJO INDUSTRIES INC GOJ8824-03 PROVON HND/BODY WASH CITRUS $41.94 386410 HSS7 WAXIE-GREEN CLEANTOUCH LX CLEAR & MILD FOAM HNDWSH 1200ML 2/CS CS GOJO INDUSTRIES INC REN02466 REN HANDWASH CLR/MILD 1200ML $40.83 387401 HSS8 5263-02 GOJO LUXURY FOAM HAIR & BODY WASH - GENERIC KEY CS GOJO INDUSTRIES INC GOJ5263-02 LUXURY FOAM HAIR/BODY WASH $48.00 88STO32084 HSS9 STOKO REFRESH DYE & FRAGRANCE FREE FOAM SOAP 6/800ML CS DEB USA LLC STO32084 FOAM HAND SOAP REFILL 800ML $49.20 380137 HSS10 WAXIE NICE TOUCH PINK JADE HAND SOAP 800 ML 12/CS CS GOJO INDUSTRIES INC REN02484 REN 800ML BG-IN-BX PINK SOAP $30.84 381817 HSS11 PURELL ADVANCED FOAM HAND SANITIZER GREEN CERT 2/1200 ML CS GOJO INDUSTRIES INC GOJ5791-04 GRN CERT HND SNTZR 535ML $62.75 546000144 HSS12 EQUISOFT HAND SOAP CS ECOLAB INSTITUTIONAL DIVISION GOJ5186-03 PROVON HANDWASH FOAM ANTIMIC $58.12 546101089 HSS13 ADV AB DIGI FOAM HAND 6X750 CS ECOLAB INSTITUTIONAL DIVISION APP17100-04 APPEAL HAND SOAP FOAM 1000ML $22.28 385672 HSS14 GOJO PREMIUM FOAM HANDWASH & SKIN CONDITIONER 2/1200 ML CS GOJO INDUSTRIES INC REN02543 REN SOAP ULTRA MILD 1200ML $53.30 380051 HSS15 GOJO INVIGORATING CONDITIONING SHAMPOO & BODY WASH 2/2000ML CS GOJO INDUSTRIES INC GOJ5292-02 SHAMPOO/BODY WASH 2000ML $58.74 381625 HSS16 PURELL INSTANT HAND SANITIZER FOAM - TFX 2 X 1200 ML CS GOJO INDUSTRIES INC GOJ5392-02 PURELL TFX FOAM SANTZR1200ML $57.94 385679 HSS17 WAXIE-GREEN FOAM HAND SOAP COUNTER MOUNT 1500ML - 2/CS CS GOJO INDUSTRIES INC GOJ8565-02 GRN CERTIFIED FOAM HAND CLNR 1500ML $37.55 385675 HSS18 WAXIE CRANBERRY FOAM HAND SOAP COUNTER MOUNT 1500 ML 2/CS CS GOJO INDUSTRIES INC REN02534 RENOWN FOAM SOAP REFILL $36.46 385880 HSS19 WAXIE SELECT MANUAL GREEN CERTIFIED FOAM HANDSOAP 1.25L 3 CS GOJO INDUSTRIES INC GOJ5165-03 GOJO FOAM HAND SOAP 1250ML $42.96 385860 HSS20 WAXIE ANTIBACTERIAL FOAM HAND SOAP 1250 ML 3/CS CS GOJO INDUSTRIES INC GOJ5162-03 FOAM ANTIBAC HANDWASH 1250ML $45.61 385630 HSS21 WAXIE-GREEN TOUCHFREE FOAM HAND SOAP 1200ML - 2/CS CS GOJO INDUSTRIES INC REN02548 RENOWN FOAM SOAP1200ML $42.03 385800 HSS22 WAXIE CRANBERRY PINK FOAM LOTION HAND SOAP 2000 ML 2/CS CS GOJO INDUSTRIES INC GOJ5261-02 LUXURY FOAM HANDWASH 2000ML $41.41 385820 HSS23 WAXIE FOAM HAND HAIR AND BODY WASH 2000 ML 2/CS CS GOJO INDUSTRIES INC REN02500 REN 2000 ML SHOWER CLEANSER $33.18 389191 HSS24 PROVON ULTRA MILD FOAM HANDWASH LTX 2/1200 ML CS GOJO INDUSTRIES INC GOJ1943-02 PROVON FOAM WASH LTX 1200ML $53.72 386312 HSS25 WAXIE-GREEN CLEAN TOUCH BOTANIC AL FOAM HANDWASH 1250 ML 3/CS CS GOJO INDUSTRIES INC REN02527 REN EFM HANDWASH BOTANICAL $34.45 380079 HSS26 WAXIE SELECT NRG NO-TOUCH CLEAR & MILD FOAM HANDWASH 1.2L 2/CS CS GOJO INDUSTRIES INC REN02566 RENOWN RB8 CLR & MILD WASH $43.68 381816 HSS27 PURELL ADVANCED GREEN CERT HAND SANITIZER GEL 2/1200 ML CS GOJO INDUSTRIES INC GOJ1903-02 PURELL GS HAND SANITIZER GEL $29.61 383082 HSS28 WAXIE FOAMING ENRICHED HAND SOAP W/W-FITMENT 1000 ML 4/CS CS KUTOL PRODUCTS CO INC KUT64131 EZ FOAM ENRICHED MOIST WASH 1000ML $39.51 88ESNCPC26012EA HSS29 P/O-W SOFTSOAP LIQ HAND SOAP W/ALOE 7.5-OZ BOTTLE EA NP&PC / ESSENDANT CO. BUN04968A 7.5OZ HND SOAP $1.96 Item 1D - Page 68
Item # Record ID Item Description UC UOM Vendor Name YOUR MPC (IF DIFFERENT) THD PRO DESCRIPTION THD PRO PRICE 2060430 S1 WAXIE 204W LITTLE DIPPER TOILET BOWL MOP WHITE 12 IN EA IMPACT PRODUCTS INC REN05136 TOILET BOWL MOP LARGE WHITE $0.68 890040 S2 WAXIE TRIGGER SPRAYER FOR 24 OZ & 32 OZ SPRAY BOTTLE EA IMPACT PRODUCTS INC APP18126 TRIGGER SPRAYER GEN PURP 9.8 $0.52 890050 S3 WAXIE SPRAY BOTTLE - 32OZ EA IMPACT PRODUCTS INC REN05121 REN PLSTC BTL W/GRAD 32OZ $0.60 730136 S4 2956-73 DESKSIDE RECYCLING CONTAINER 28 QT BLUE EA RUBBERMAID COMMERCIAL PRODUCTS RCP295673BL DESKSIDE RECYCLING CONTAINER $5.52 2060440 S5 3600 BIG DIPPER BOWL MOP EA IMPACT PRODUCTS INC REN05138-IB REN TOILET BOWL MOP DELUXE $1.90 730082 S6 RM 2950-73 WASTEBASKET RECYCLE SIDE BIN BLACK 13-5/8QT 12/CS CS RUBBERMAID COMMERCIAL PRODUCTS RCP295073BK WASTEBASKET RECYCLING SIDE B $83.29 730082 S7 RM 2950-73 WASTEBASKET RECYCLE SIDE BIN BLACK 13-5/8QT 12/CS EA RUBBERMAID COMMERCIAL PRODUCTS RCP295073BK WASTEBASKET RECYCLING SIDE B $6.94 2060671 S8 6310 RM TOILET BOWL BRUSH WHITE EA RUBBERMAID COMMERCIAL PRODUCTS REN03951 REN TOI BOWL BRUSH WHT 11" $1.68 2060670 S9 GROUT AND CREVICE BRUSH RM 9B56 EA RUBBERMAID COMMERCIAL PRODUCTS REN03967 RENOWN GROUT SCRUB BRUSH $1.09 290970 S10 3410 SAFETY SCRAPER EA IMPACT PRODUCTS INC 35-70808 SCRAPER 4 INCH W/O BLADE $5.53 2060560 S11 STAINLESS STEEL WIRE TOOTHBRUSH STYLE DETAIL BRUSH EA GORDON BRUSH WISCONSIN LLC REN03977 REN STYLE UTILITY BRUSH $0.95 655307 S12 3M 55655W EASY TRAP 5X6 SWEEP AND DUST SHEETS 125 FT 2RL/CS CS 3M COMPANY MMM55655-W EZTRAP DUSTER WHT 5X6 500CT $61.56 655305 S13 3M 553654W EASY TRAP 8X6 SWEEP AND DUST SHEETS 125 FT 1 RL/CS CS 3M COMPANY MMM55654-W EZTRAP DUST CLTH WHT 8X6X125 $47.67 2051291 S14 WAXIE 54 IN PLASTIC ANGLED UPRIGHT BROOM WITH WOOD HANDLE EA PREMIER MOP & BROOM REN03944 REN FLAGGED ANGLE BROOM 54" $8.32 890057 S15 24 - 32 OZ FLIP TOP CAP EA IMPACT PRODUCTS INC 35-70830 FLIP SPOUT TOP FIT BOTTLE $0.37 350632 S16 P/O-M MR. CLEAN MAGIC ERASER-6 4 EA/BX PGC 82027CT CS NP&PC / ESSENDANT CO. 308502857 MR CLEAN MAGIC ERASER $6.71 730118 S17 2956 - 28 QT PLASTIC WASTE BASKET - BLACK EA RUBBERMAID COMMERCIAL PRODUCTS RCP295600BK WASTEBASKET 28-1/8QT BLK $4.80 730110 S18 2956 - 28 QT PLASTIC WASTE BASKET - BEIGE EA RUBBERMAID COMMERCIAL PRODUCTS RCP295600BG RUBBERMAIND DESKSIDE WASTEBA $4.82 890045 S19 WAXIE SPRAY BOTTLE - 24OZ EA IMPACT PRODUCTS INC REN05120 RENOWN PLASTIC BOTTLE 24 OZ $0.65 350474 S20 WAXIE W74 MEDIUM DUTY SCRUBBING SPONGE 20/CS CS 3M COMPANY REN02118 RENOWN SPONGE SCRUBBING 74 $17.37 890900KIT S21 32-OZ SPRAY BOTTLE WITH 22-32- OZ TRIGGER SPRAYER KT IMPACT PRODUCTS INC IMP5024SS1 SPRAY BOTTLE W/TRIGGER, 24 O $2.39 350494 S22 WAXIE W96 MEDIUM DUTY SCOURING PAD 20/CS CS 3M COMPANY REN02114 RENOWN 96 SCOUR PAD GRN $5.27 2060550 S23 NYLON TOOTHBRUSH STYLE DETAIL BRUSH EA GORDON BRUSH WISCONSIN LLC REN03976 REN UTILITY BRUSH WHT 7" $0.88 730028 S24 3540-07 SLIM JIM VENTED RECYCLE BLUE 23 GL 4 PER CASE CS RUBBERMAID COMMERCIAL PRODUCTS RCP354007BL SLIM JIM CONTAINER RECYCLING $168.30 730028 S25 3540-07 SLIM JIM VENTED RECYCLE BLUE 23 GL 4 PER CASE EA RUBBERMAID COMMERCIAL PRODUCTS RCP354007BL SLIM JIM CONTAINER RECYCLING $42.12 190070 S26 2600 PLASTIC LOBBY DUSTPAN EA IMPACT PRODUCTS INC APP18109 APPEAL LOBBY DUSTPAN NO LID $6.32 180105 S27 WAXIE BLUE POLYPROPYLENE ROUND DUSTER BRUSH (HEAD ONLY) EA CARLISLE FOODSERVICE PRODUCTS CSM36340414 ROUND FLAGGED DUSTER BLUE $3.71 350484 S28 WAXIE W86 HEAVY DUTY SCOURING PAD 15/CS CS 3M COMPANY REN02116 RENOWN86 HVY-D GRN SCOUR PAD $6.44 290910 S29 3316 1-1/2IN STIFF PUTTY KNIFE EA IMPACT PRODUCTS INC 302468 STIFF 1-1/2" PUTTY KNIFE $3.09 730029 S30 3540-60 SLIM JIM VENTED GRAY 23 GL 4 PER CASE CS RUBBERMAID COMMERCIAL PRODUCTS RCP354060GY SLIM JIM CONTAINER W/VENTING $152.38 730029 S31 3540-60 SLIM JIM VENTED GRAY 23 GL 4 PER CASE EA RUBBERMAID COMMERCIAL PRODUCTS RCP354060GY SLIM JIM CONTAINER W/VENTING $38.09 350360 S32 3M 8541 DOODLEBUG BROWN PAD 5/BX 4BX/CS BX 3M COMPANY MMM08004 DOODLE BRN SCRUB PAD 4.6X10 $1.56 350360 S33 3M 8541 DOODLEBUG BROWN PAD 5/BX 4BX/CS CS 3M COMPANY MMM08004 DOODLE BRN SCRUB PAD 4.6X10 $31.80 630060 S34 3810 WAXIE HANDY BOX CUTTER EA IMPACT PRODUCTS INC 3554925 CUTTER;KNIFE;PKT $15.99 2050413 S35 6375 RM UPRIGHT FLAGGED ANGLE BROOM-VINYL COATED METAL HANDLE EA RUBBERMAID COMMERCIAL PRODUCTS RCP637500GY BROOM ANGLED PP FILL 1IN $11.27 350310 S36 3M 6472 DOODLEBUG PAD HOLDER 4 PER CASE CS 3M COMPANY MMM08542 DOODLEBUG HOLDER PAD KIT 647 $114.23 350310 S37 3M 6472 DOODLEBUG PAD HOLDER 4 PER CASE EA 3M COMPANY MMM08542 DOODLEBUG HOLDER PAD KIT 647 $28.56 180170 S38 WAXIE #360 LAMBSWOOL DUSTER 30-59 IN EA LAMBSKIN SPECIALTIES REN05258 RENOWN LAMBSWOOL DUSTER30-60 $8.50 292730 S39 2617 - DIVIDED PAIL - 17 QT - GRAY EA RUBBERMAID COMMERCIAL PRODUCTS RCP261700GY BRUTE DOUBLE PAIL 17QT GRAY $26.65 2060565 S40 GROUT LINE BRUSH EA CARLISLE FOODSERVICE PRODUCTS SYR930067 BRUSH GROUT GRABBER RED $10.60 652324 S41 Q412 18-IN MICROFIBER ROOM DUST MOP PAD - WHITE 12/CS CS RUBBERMAID COMMERCIAL PRODUCTS RCPQ41200WH MICROFIBER 18IN DUST MOP 18I $102.17 652324 S42 Q412 18-IN MICROFIBER ROOM DUST MOP PAD - WHITE 12/CS EA RUBBERMAID COMMERCIAL PRODUCTS RCPQ41200WH MICROFIBER 18IN DUST MOP 18I $8.51 660361 S43 6112-77 RM CAUTION WET FLOOR 25IN SIGN EA RUBBERMAID COMMERCIAL PRODUCTS RCP611277YL CAUTION WET FLOOR SIGN YEL $9.11 770401 S44 GREEN MICROFIBER TERRY CLOTH 16 X 16 IN 15 DZ PER CASE CS IMPACT PRODUCTS INC 309255862 ZWYPE PREM MICFBR CLTH GRN 12/CS $8.56 770401 S45 GREEN MICROFIBER TERRY CLOTH 16 X 16 IN 15 DZ PER CASE DZ IMPACT PRODUCTS INC 309255862 ZWYPE PREM MICFBR CLTH GRN $8.56 650921 S46 WAXIE #524 DISPOSABLE DUST MOP HEAD 12/CS CS PREMIER MOP & BROOM RCPL15300WH DUST MOP BLEND END 5X24 WHT $78.09 650921 S47 WAXIE #524 DISPOSABLE DUST MOP HEAD 12/CS EA PREMIER MOP & BROOM RCPL15300WH DUST MOP BLEND END 5X24 WHT $6.51 890870 S48 KIT - 32-OZ WAXIE SPRAY BOTTLE WITH 22-32-OZ TRIGGER SPRAYER KT IMPACT PRODUCTS INC IMP5024SS1 SPRAY BOTTLE W/TRIGGER, 24 O $2.39 350177 S49 3M SCOTCH-BRITE 74 MEDIUM DUTY SCRUBBING SPONGE - 20 PER CASE CS 3M COMPANY MMM20688 SPONGE SCRUB MEDIUM DUTY SCO $33.09 890047 S50 6149 JUMBO TRIGGER SPRAYER EA IMPACT PRODUCTS INC REN05119 TRIGGER SPRAYER, HIGH OUTPUT $1.69 770400 S51 BLUE MICROFIBER TERRY CLOTH 16 X 16 IN 15 DZ PER CASE CS IMPACT PRODUCTS INC 309255851 ZWYPE PREM MICFBR CLTH BLU 12/CS $8.56 770400 S52 BLUE MICROFIBER TERRY CLOTH 16 X 16 IN 15 DZ PER CASE DZ IMPACT PRODUCTS INC 309255851 ZWYPE PREM MICFBR CLTH BLU $8.56 730013 S53 RM 3540-60 SLIM JIM VENTED 23GL BLACK - 4 PER CASE CS RUBBERMAID COMMERCIAL PRODUCTS RCP354060BK SLIM JIM CONTAINER W/VENTING $168.30 730013 S54 RM 3540-60 SLIM JIM VENTED 23GL BLACK - 4 PER CASE EA RUBBERMAID COMMERCIAL PRODUCTS RCP354060BK SLIM JIM CONTAINER W/VENTING $42.08 730114 S55 2956-06 DESKSIDE RECYCLING CONTAINER 28 QT GREEN EA RUBBERMAID COMMERCIAL PRODUCTS RCP265606GR DESKSIDE CONTAINER 28 QT GREEN $6.55 260150 S56 3M 20-IN BLACK THICK STRIP PAD #7200 CS 3M COMPANY MMM08382 3M STRIPPER PAD 7200 20" BLA $26.17 2051301 S57 WAXIE 54 IN METAL HANDLE PLASTIC UPRIGHT BROOM EA PREMIER MOP & BROOM REN03944 REN FLAGGED ANGLE BROOM 54" $8.32 730280 S58 2543 - 28 QT UL WASTE BASKET - BEIGE EA RUBBERMAID COMMERCIAL PRODUCTS RCP254300BG RUBBERMAID FIRE RESISTANT WA $33.03 2030931 S59 9200 (C-20X) INDUSTRIAL PLUNGER EA IMPACT PRODUCTS INC 817170 TOILET PLUNGER PROFESSIONAL $3.74 630007 S60 7260 (D-61) RUBBER DOOR STOP EA IMPACT PRODUCTS INC 811557 WEDGE DR STP 5-1/4"LX2"WX1-1/4"H $0.67 2060673 S61 WAXIE IRON-STYLE MEDIUM-DUTY SCRUB BRUSH EA RUBBERMAID COMMERCIAL PRODUCTS REN03961 REN HAND SCRUB BRUSH 6" $2.16 650350 S62 WAXIE BLUE WONDER JANITOR MOP HEAD 12/CS CS PREMIER MOP & BROOM REN02154 REN STAND WET MOP LG 5"BLU $79.68 650350 S63 WAXIE BLUE WONDER JANITOR MOP HEAD 12/CS EA PREMIER MOP & BROOM REN02154 REN STAND WET MOP LG 5"BLU $6.63 350630 S64 STAINLESS STEEL SCOURING PAD 12 EA PER BX BX ACS INDUSTRIES REN02110 RENOWN 84 SS SCRUBBER 1.75OZ $1.74 730770 S65 2642 - BRUTE CADDY BAG - YELLOW EA RUBBERMAID COMMERCIAL PRODUCTS RCP264200YL BRUTE CADDY BAG FOR 2632 263 $31.40 180115 S66 WAXIE ALUMINUM EXTENSION HANDLE FOR ROUND DUSTER HEAD EA CARLISLE FOODSERVICE PRODUCTS 2050911 S67 WAXIE 60 IN WOOD THREAD BROOM HANDLE EA PREMIER MOP & BROOM REN03985 REN BRM HNDLE METAL TIP $3.43 2050971 S68 WAXIE 54 IN TAPERED BROOM HANDLE EA PREMIER MOP & BROOM CSM4026100 HNDL WOOD 54" TAPER 1-1/8DIA $4.40 650701 S69 H246 -GRIPPER CLAMP STYLE 60 IN MOP HANDLE - FIBERGLASS - GRAY EA RUBBERMAID COMMERCIAL PRODUCTS REN02605 REN CLENCHER FIBER MOP HNDL $8.85 680005 S70 CRAYOLA NONTOXIC ANTI-DUST CHALK-WHITE 12 STICKS/BX BX NP&PC / ESSENDANT CO. 10165773 CHALKDUSTLSS3X.38WH12/BX $0.73 730137 S71 2957 41 QT PLASTIC WASTE BASKET GRAY EA RUBBERMAID COMMERCIAL PRODUCTS RCP295700GY WASTEBASKET LARGE 41 1/4 QT $9.05 350225 S72 3M SCOTCH-BRITE 88 POT N PAN SCRUBBER - 10/BX - 4 BX PER CS BX 3M COMPANY MMM08292 HANDLER POT N PAN SCOTCH BRI $7.69 350225 S73 3M SCOTCH-BRITE 88 POT N PAN SCRUBBER - 10/BX - 4 BX PER CS CS 3M COMPANY MMM08292 HANDLER POT N PAN SCOTCH BRI $30.77 730149 S74 RM 2957 RECYCLE BLUE 41 QT WASTE BASKET 12/CS EA RUBBERMAID COMMERCIAL PRODUCTS RCP295573BL DESKSIDE RECYCLING CONTAINER $4.58 890040KIT S75 32-OZ BOTTLE & TRIGGER SPRAYER KIT KT IMPACT PRODUCTS INC IMP5024SS1 SPRAY BOTTLE W/TRIGGER, 24 O $2.39 652270 S76 WAXIE LARGE GREEN SUPER LOOP MOP HEAD W/ GREEN HEADBAND CS PREMIER MOP & BROOM REN02155 REN LOOP MOP BLEND LG GRN 5" $88.16 652270 S77 WAXIE LARGE GREEN SUPER LOOP MOP HEAD W/ GREEN HEADBAND EA PREMIER MOP & BROOM REN02155 REN LOOP MOP BLEND LG GRN 5" $7.34 Item 1D - 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350464 S78 WAXIE W63 LIGHT DUTY SCRUBBING SPONGE 20/CS CS 3M COMPANY REN02117 RENOWN 63 SCRUB SPONGE $17.37 233300 S79 WAXIE URINAL MAT ORCHARD ZING GRAY 6/CS CS IMPACT PRODUCTS INC REN05127 RENOWN DSPBL FLR MAT ORCH $38.15 791220 S80 DURACELL PROCELL AA-CELL ALKALINE BATTERIES 24/CTN CT NP&PC / ESSENDANT CO. 784497 BATTERY - DURACELL AA $8.04 190100 S81 LOBBY PRO UPRIGHT DUST PAN - BLACK EA RUBBERMAID COMMERCIAL PRODUCTS RCP253100BK LOBBY PRO DUST PAN UPRIGHT B $12.90 290915 S82 3-IN STIFF PUTTY KNIFE EA IMPACT PRODUCTS INC 786535 PROGRIPr 3" FLEX PUTTY KNIFE $6.00 290980 S83 3410B 100 BLADES FOR SAFETY SCRAPER BX IMPACT PRODUCTS INC 293177 RAZOR BLADES .009 IN. 100 $4.61 350195 S84 3M SCOTCH-BRITE 96 MEDIUM DUTY SCOURING PAD - 20/BX - 3 BX/CS BX 3M COMPANY MMM08293 PAD SCOURING SCOTCH BRITE $9.57 350195 S85 3M SCOTCH-BRITE 96 MEDIUM DUTY SCOURING PAD - 20/BX - 3 BX/CS CS 3M COMPANY MMM08293 PAD SCOURING SCOTCH BRITE $28.72 650931 S86 WAXIE #536 DISPOSABLE DUST MOP HEAD 12/CS CS PREMIER MOP & BROOM REN02321-IB RENOWN DUST MOP 36X5 WHITE $43.69 650931 S87 WAXIE #536 DISPOSABLE DUST MOP HEAD 12/CS EA PREMIER MOP & BROOM REN02321-IB RENOWN DUST MOP 36X5 WHITE $3.62 200004 S88 SWIFFER DUSTER REFILLS PGC21459CT 4BX/CS CS NP&PC / ESSENDANT CO. PGC21459 DUSTERS CLEANR REFILLS 10/BX $33.11 650340 S89 WAXIE BLUE WONDER MAID MOP HEAD 12/CS CS PREMIER MOP & BROOM REN02150 REN WET MOP MED 5" HB BLU $65.32 650340 S90 WAXIE BLUE WONDER MAID MOP HEAD 12/CS EA PREMIER MOP & BROOM REN02150 REN WET MOP MED 5" HB BLU $5.44 630003 S91 BIG FOOT DOOR STOP-BEIGE EA NP&PC / ESSENDANT CO. IMP7263-90 DOOR STOP REG GRAY RUBBER $4.92 791218 S92 DURACELL PROCELL D-CELL ALKALINE BATTERIES 12/CTN CT NP&PC / ESSENDANT CO. 784495 BATTERY - DURACELL D (72 CASE) $130.70 2060260 S93 8-IN HORSEHAIR BLEND COUNTER BRUSH EA CARLISLE FOODSERVICE PRODUCTS CSM3622503 BRUSH COUNTER 8IN BLACK W/HO $6.75 290120 S94 BRASS SQUEEGEE HANDLE EA ETTORE PRODUCTS CO UNGGS000 BRASS HNDL WINDOW SQUEEGEE $5.30 350215 S95 3M SCOTCH-BRITE 98 LIGHT DUTY SCOURING PAD - 20/BX - 3 BX/CS BX 3M COMPANY MMM07445 SCOTCH BRITE CLNING PAD WHT $21.43 350215 S96 3M SCOTCH-BRITE 98 LIGHT DUTY SCOURING PAD - 20/BX - 3 BX/CS CS 3M COMPANY MMM07445 SCOTCH BRITE CLNING PAD WHT $64.30 660253 S97 35 QT WAVEBRAKE 2.0 DOWN-PRESS COMBO YELLOW ST ST RUBBERMAID COMMERCIAL PRODUCTS RCP757788YL WAVEBREAK DOWN PRESS COMBO B $112.54 652131 S98 F137 RM SECO HOT PINK HOT MOP CS RUBBERMAID COMMERCIAL PRODUCTS RCP13700PINK RM SECO HOT PINK HOT MOP $85.68 652131 S99 F137 RM SECO HOT PINK HOT MOP EA RUBBERMAID COMMERCIAL PRODUCTS RCP13700PINK RM SECO HOT PINK HOT MOP $7.14 652316 S100 D252-06 RM SUPER STITCH BLEND- MEDIUM-GREEN CS RUBBERMAID COMMERCIAL PRODUCTS RCPA25206GR RM SUPER STITCH BLEND- MEDIUM-GREEN $82.50 652316 S101 D252-06 RM SUPER STITCH BLEND- MEDIUM-GREEN EA RUBBERMAID COMMERCIAL PRODUCTS RCPA25206GR RM SUPER STITCH BLEND- MEDIUM-GREEN $13.75 2050931 S102 WAXIE 60 IN METAL THREAD BROOM HANDLE EA PREMIER MOP & BROOM REN03985 REN BRM HNDLE METAL TIP $3.43 180550 S103 12IN FINNEY ERASER DZ FINNEY COMPANY, INC. FIN1200 BLACKBOARD ERASER 12X2X2 $25.10 180550 S104 12IN FINNEY ERASER EA FINNEY COMPANY, INC. FIN1200 BLACKBOARD ERASER 12X2X2 $25.10 2060115 S105 5310 SWIVEL SCRUB BRUSH EA CARLISLE FOODSERVICE PRODUCTS REN03965 RENOWN SWIVEL SCRUB BRUSH $26.15 650281 S106 WAXIE LARGE WHITE SUPER LOOP MOP HEAD 12/CS CS PREMIER MOP & BROOM REN02397 RENOWN MOP WET HD 5IN WHT LG $79.68 650281 S107 WAXIE LARGE WHITE SUPER LOOP MOP HEAD 12/CS EA PREMIER MOP & BROOM REN02397 RENOWN MOP WET HD 5IN WHT LG $6.64 290750 S108 HEAVY DUTY 4-IN SCRAPER WITH 48-IN INCH HANDLE EA ETTORE PRODUCTS CO REN03881-IB RENOWN FLR SCRAPER 48" $9.71 730005 S109 2673 - SLIM JIM SWING LID FOR 23 GL WASTE BASKET - GRAY EA RUBBERMAID COMMERCIAL PRODUCTS RCP267360GY SLIM JIM SWING TOP FOR SLIM $37.34 791221 S110 DURACELL PROCELL AAA-CELL ALKALINE BATTERIES 24/CTN CT NP&PC / ESSENDANT CO. 784499 BATTERY - DURACELL AAA $8.82 890055 S111 IMPACT 5032WG 32-OZ. PLAIN CLEAR BOTTLE WITH GRADUATIONS EA IMPACT PRODUCTS INC REN05121 REN PLSTC BTL W/GRAD 32OZ $0.60 180160 S112 WAXIE #312 LAMBSWOOL DUSTER 28 IN EA LAMBSKIN SPECIALTIES REN05257 RENOWN LAMBSWOOL DUSTER 28" $5.06 791219 S113 DURACELL PROCELL C-CELL ALKALINE BATTERIES 12/CTN CT NP&PC / ESSENDANT CO. 784496 BATTERY - DURACELL C $167.20 290430 S114 18-IN REFILL SQUEEGEE RUBBER EA ETTORE PRODUCTS CO UNGRT450 WINDOW SQUEEGEE BLADE 18IN $2.30 2050412 S115 6374 RM LOBBY DUST PAN BROOM BLACK EA RUBBERMAID COMMERCIAL PRODUCTS RCP637400BK RUBBERMAID LOBBY DUST PAN BR $7.33 652177 S116 MICROFIBER TUBE MOPS-21OZ-BLUE 1 DZ/CS DZ IMPACT PRODUCTS INC IMPLF0021-90 MICROFIBER WET MOP XLRG BLU $191.20 652177 S117 MICROFIBER TUBE MOPS-21OZ-BLUE 1 DZ/CS EA IMPACT PRODUCTS INC IMPLF0021-90 MICROFIBER WET MOP XLRG BLU $15.93 350180 S118 3M SCOTCH-BRITE 86 HEAVY DUTY SCOURING PADS - 12/BX - 3BX/CS BX 3M COMPANY MMM05509 SCOTCH-BRITE PAD 86 SCOURING $14.91 350180 S119 3M SCOTCH-BRITE 86 HEAVY DUTY SCOURING PADS - 12/BX - 3BX/CS CS 3M COMPANY MMM05509 SCOTCH-BRITE PAD 86 SCOURING $44.73 890190 S120 WAXIE 16 OZ MEASURING CUP EA IMPACT PRODUCTS INC IMP2416-90 TRANSLUCENT MEASURING CUP $2.75 297012 S121 2963 BRUTE BUCKET-ROUND-10 QT GRAY EA RUBBERMAID COMMERCIAL PRODUCTS REN05147-IB REN BUCKET 10 QT HVY GRY $5.31 652156 S122 MICROFIBER TUBE MOP-14OZ-BLUE 1 DZ/CS DZ IMPACT PRODUCTS INC IMPLF0002-90 MICFBR TUBE WET MOP MED BLUE $124.39 652156 S123 MICROFIBER TUBE MOP-14OZ-BLUE 1 DZ/CS EA IMPACT PRODUCTS INC IMPLF0002-90 MICFBR TUBE WET MOP MED BLUE $10.37 630005 S124 BIG FOOT DOOR STOP-GRAY EA NP&PC / ESSENDANT CO. IMP7263-90 DOOR STOP REG GRAY RUBBER $4.92 260220 S125 3M 20-IN BLACK HI-PRO PAD #7300 CS 3M COMPANY MMM08278 3M STRIPPING PAD 7300 HIGH-P $48.86 730021 S126 BLUE SLIM JIM SWING TOP EA RUBBERMAID COMMERCIAL PRODUCTS RCP267360BL SLIM JIM SWING LID BLU $38.93 290920 S127 1-1/2IN FLEX PUTTY KNIFE EA IMPACT PRODUCTS INC 786534 1-1/2" FLEX PUTTY KNIFE $3.19 652171 S128 F137 RM SECO LIME GREEN HOT MOP 24 OZ - 6/CS CS RUBBERMAID COMMERCIAL PRODUCTS RCPF13700GR CUT-END BLEND MOP GRN 24OZ $50.28 180099 S129 WAXIE 22 IN HIGH DUSTER WAND ONLY 48 EA/CS EA WIPER CENTRAL USA RCPQ85000BK QUICK CONNECT FLEXI DUST WAN $25.40 260850 S130 3M 20-IN RED PAD #5100 3M 20-IN RED PAD #5100 CS 3M COMPANY MMM08395 3M BUFFER PAD 5100 20" RED $25.43 730030 S131 3540-07 SLIM JIM VENTED RECYCLE GREEN 23 GL 4 PER CASE CS RUBBERMAID COMMERCIAL PRODUCTS RCP354007GR SLIM JIM CONTAINER RECYCLING $167.91 730030 S132 3540-07 SLIM JIM VENTED RECYCLE GREEN 23 GL 4 PER CASE EA RUBBERMAID COMMERCIAL PRODUCTS RCP354007GR SLIM JIM CONTAINER RECYCLING $41.98 180060 S133 WAXIE 4603 23 IN FEATHER DUSTER WITH WOODEN HANDLE EA IMPACT PRODUCTS INC IMP4603-90 FEATHER DUSTER OSTRICH $8.45 630010 S134 #5 KEY-BAK EA WEST COAST CORPORATION 815087 CLIP-ON KEY BAK $7.20 651171 S135 WAXIE 60 INCH WOOD SNAP-ON DUST HANDLE EA PREMIER MOP & BROOM REN02619 REN DUST MOP HNDL 1X60 WOOD $7.94 297010 S136 WIPE N DRY FLOOR SQUEEGEE BLACK MOSS DUAL RUBBER 22 IN EA ETTORE PRODUCTS CO UNGHM550 WATER WAND FLOOR SQUEEGEE 22 $15.39 652162 S137 MICROFIBER TUBE MOP-18OZ-BLUE 1 DZ/CS DZ IMPACT PRODUCTS INC IMPLF0003-90 MICROFIBER WET MOP BLUE LRG $162.43 652162 S138 MICROFIBER TUBE MOP-18OZ-BLUE 1 DZ/CS EA IMPACT PRODUCTS INC IMPLF0003-90 MICROFIBER WET MOP BLUE LRG $13.54 890420 S139 WATER NOZZLE 572TFR EA FISKARS BRANDS,INC 2466338 MELNOR INDUSTRIAL NOZZLE $10.75 5492023329 S140 EID 1250 ML BOTTLES WITH FOAM SPRAYERS 10/CS CS ECOLAB INSTITUTIONAL DIVISION 5492023329 S141 EID 1250 ML BOTTLES WITH FOAM SPRAYERS 10/CS EA ECOLAB INSTITUTIONAL DIVISION 290260 S142 14-IN STAINLESS STEEL WINDOW SQUEEGEE EA ETTORE PRODUCTS CO REN03864 REN SS SQUEEGEE COMPLETE 14" $13.00 180190 S143 3120 POLY WOOL EXTENDABLE DUSTER EA IMPACT PRODUCTS INC REN05260-IB RENOWN DUSTER EXTEND 52-84IN $8.43 2051271 S144 WAXIE 4 FT PLASTIC DUAL ANGLE UPRIGHT BROOM EA CARLISLE FOODSERVICE PRODUCTS REN03974 REN DUO ANGLE BROOM 48IN BLU $10.24 2051295 S145 6385 RM BROOM BRUTE FLAGGED POLYPROPYL. EA RUBBERMAID COMMERCIAL PRODUCTS REN03944 REN FLAGGED ANGLE BROOM 54" $8.32 263620 S146 3M 20-IN NATURAL BLEND TAN PADS #3500 CS 3M COMPANY MMM19008 3500 NATL BLEND PAD TAN 20" $25.43 730012 S147 2673 - SLIM JIM SWING LID FOR 23 GL WASTE BASKET - BLACK EA RUBBERMAID COMMERCIAL PRODUCTS RCP267360BK SLIM JIM SWING TOP FOR SLIM $31.32 2060220 S148 8-IN NYLON UTILITY BRUSH EA CARLISLE FOODSERVICE PRODUCTS REN03969 REN SHORT HNDL SCRUB BRUSH8" $4.43 770095 S149 WAXIE 16X19 NEW WHITE BAR TOWELS 25 LBS BX WIPER CENTRAL USA REN06322-HP RENOWN COUNTER BAR MOP CLOTH $63.74 660385 S150 WAXIE 9175W CLOSED FOR CLEANING SIGN 30"-44" (4-PIECE) EA IMPACT PRODUCTS INC RCP9S1500YL SITE SAFETY HANGING SIGN YEL $21.50 650271 S151 WAXIE MED WHITE SUPER LOOP MOP HEAD 12/CS CS PREMIER MOP & BROOM REN02392 REN BLEND WET MOP MED WHT 5" $64.68 650271 S152 WAXIE MED WHITE SUPER LOOP MOP HEAD 12/CS EA PREMIER MOP & BROOM REN02392 REN BLEND WET MOP MED WHT 5" $5.40 2060720 S153 DISH AND SINK BRUSH EA GORDON BRUSH WISCONSIN LLC Item 1D - Page 70
Item #
Record
ID Item Description UC UOM YOUR BRAND (IF DIFFERENT) YOUR MPC (IF DIFFERENT) THD PRO DESCRIPTION

THD PRO
PRICE
791273 G1 IMP 8649 NITRILE POWDER FREE EXAM GLOVES BLACK MED 10/100 BX AMBITEX 3584350 AMBITEX GLV NITRIL PF MD BLK $6.28 791273 G2 IMP 8649 NITRILE POWDER FREE EXAM GLOVES BLACK MED 10/100 CS AMBITEX 3584350 AMBITEX GLV NITRIL PF MD BLK $62.76 791274 G3 IMP 8649 NITRILE POWDER FREE EXAM GLOVES BLACK LARGE 10/100 BX AMBITEX 3584352 AMBITEX GLV NITRIL PF XL BLK $6.28 791274 G4 IMP 8649 NITRILE POWDER FREE EXAM GLOVES BLACK LARGE 10/100 CS AMBITEX 3584352 AMBITEX GLV NITRIL PF XL BLK $62.76 791255 G5 WAXIE SHIELD W8644M NITRILE PF GP GLOVES BLUE MEDIUM 10/100 BX AMBITEX TRANMD400 AMBITEX GLV NITRIL PF MD BL $5.43 791255 G6 WAXIE SHIELD W8644M NITRILE PF GP GLOVES BLUE MEDIUM 10/100 CS AMBITEX TRANMD400 AMBITEX GLV NITRIL PF MD BL $54.53 791260 G7 WAXIE SHIELD W8644L NITRILE PF GP GLOVES BLUE LARGE 10/100 BX AMBITEX TRANLG400 AMBITEX GLV NITRIL PF LG BL $5.43 791260 G8 WAXIE SHIELD W8644L NITRILE PF GP GLOVES BLUE LARGE 10/100 CS AMBITEX TRANLG400 AMBITEX GLV NITRIL PF LG BL $54.53 790071 G9 WAXIE SHIELD W8645M NITRILE PF EXAM GLOVES BLUE MED 10/100 BX AMBITEX TRANMD200BLU AMBITEX GLV NITRIL PF MD BL $6.98 790071 G10 WAXIE SHIELD W8645M NITRILE PF EXAM GLOVES BLUE MED 10/100 CS AMBITEX TRANMD200BLU AMBITEX GLV NITRIL PF MD BL $69.82 791265 G11 WAXIE SHIELD W8644XL NITRILE PF GP GLOVES BLUE EX-LG 10/100 BX AMBITEX TRANXL200BLU AMBITEX GLV NITRIL PF XLG BL $6.98 791265 G12 WAXIE SHIELD W8644XL NITRILE PF GP GLOVES BLUE EX-LG 10/100 CS AMBITEX TRANXL200BLU AMBITEX GLV NITRIL PF XLG BL $69.82 791275 G13 IMP 8649 NITRILE POWDER FREE EXAM GLOVES BLACK X-LG 10/100 BX AMBITEX 3584351 AMBITEX GLV NITRIL PF LG BLK $6.28 791275 G14 IMP 8649 NITRILE POWDER FREE EXAM GLOVES BLACK X-LG 10/100 CS AMBITEX 3584351 AMBITEX GLV NITRIL PF LG BLK $62.76 790069 G15 WAXIE SHIELD W8645L NITRILE PF EXAM GLOVES BLUE LG 10/100 BX AMBITEX TRANLG400 AMBITEX GLV NITRIL PF LG BL $5.43 790069 G16 WAXIE SHIELD W8645L NITRILE PF EXAM GLOVES BLUE LG 10/100 CS AMBITEX TRANLG400 AMBITEX GLV NITRIL PF LG BL $54.30 790209 G17 WAXIE W8217 FLOCKED LINED GREEN NITRILE GLOVES MEDIUM DZ IMPACT IMP8217M-90 GLOVE GRN MED 15MIL $22.46 790210 G18 WAXIE W8217 FLOCKED LINED GREEN NITRILE GLOVES LARGE DZ IMPACT IMP8217L-90 GLOVE GRN LRG 15MIL $22.46 790210 G19 WAXIE W8217 FLOCKED LINED GREEN NITRILE GLOVES LARGE PR IMPACT IMP8217L-90 GLOVE GRN LRG 15MIL $1.87 791250 G20 WAXIE SHIELD W8644S NITRILE PF GP GLOVES BLUE SMALL 10/100 CS AMBITEX TRANSM400 GLOVE NITRILE SM BLU PWD-FRE $54.30 790208 G21 WAXIE W8217 FLOCKED LINED GREEN NITRILE GLOVES SMALL DZ IMPACT IMP8217S-90 GLOVE NIT FLOCK GRN SM 15MIL $22.46 790073 G22 WAXIE SHIELD W8645XL NITRILE PF EXAM GLOVES BLUE XL 10/100 BX AMBITEX TRANXL200BLU AMBITEX GLV NITRIL PF XLG BL $6.98 790073 G23 WAXIE SHIELD W8645XL NITRILE PF EXAM GLOVES BLUE XL 10/100 CS AMBITEX TRANXL200BLU AMBITEX GLV NITRIL PF XLG BL $63.50 791272 G24 IMP 8649 NITRILE POWDER FREE EXAM GLOVES BLACK SMALL 10/100 BX SAS 3563108 GLOVE NITRILE DISP SM 100BX $13.47 791272 G25 IMP 8649 NITRILE POWDER FREE EXAM GLOVES BLACK SMALL 10/100 CS SAS 3563108 GLOVE NITRILE DISP SM 100BX $13.47 790072 G26 WAXIE SHIELD W8645S NITRILE PF EXAM GLOVES BLUE SMALL 10/100 BX AMBITEX TRANSM400 GLOVE NITRILE SM BLU PWD-FRE $5.43 790072 G27 WAXIE SHIELD W8645S NITRILE PF EXAM GLOVES BLUE SMALL 10/100 CS AMBITEX TRANSM400 GLOVE NITRILE SM BLU PWD-FRE $54.30 790381 G28 WAXIE SHIELD W8642M NITRILE PF GP GLOVES BLACK MEDIUM 10/100 BX AMBITEX 3584350 AMBITEX GLV NITRIL PF MD BLK $6.28 790381 G29 WAXIE SHIELD W8642M NITRILE PF GP GLOVES BLACK MEDIUM 10/100 CS AMBITEX 3584350 AMBITEX GLV NITRIL PF MD BLK $62.76 790235 G30 WAXIE W8118 NATURAL LATEX GLOVES MEDIUM BX AMBITEX TRALMD200 AMBITEX GLV LTX PF MED $5.99 790382 G31 WAXIE SHIELD W8642L NITRILE PF GP GLOVES BLACK LARGE 10/100 BX AMBITEX 3584352 AMBITEX GLV NITRIL PF XL BLK $6.28 790382 G32 WAXIE SHIELD W8642L NITRILE PF GP GLOVES BLACK LARGE 10/100 CS AMBITEX 3584352 AMBITEX GLV NITRIL PF XL BLK $62.76 790141 G33 SA IMP 8118 SMALL UNLINED LATEX GLOVES USDA APPROVED DZ IMPACT IMP8118S NATURAL UNLINED LATEX 18MIL 12IN $17.45 Item 1D - Page 71
CATEGORY DISCOUNT %
Paper 10
Chemicals 15
Liners 15
Equipment & Dispensers 10
Hand Soaps & Sanitizers 15
Supplies 15
Gloves 15
Other 10
Item 1D - Page 72

4.13.2023

ATTACHMENT C

INSURANCE REQUIREMENTS
Item 1D - Page 73

4.13.2023

INSURANCE

1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor’s performance under this Agreement.

Contractor shall procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently with its execution of this Agreement.

Contractor shall also carry workers’ compensation insurance in accordance with California workers’ compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extensions. Such insurance shall not be cancelable without thirty (30) days advance written notice to City of any proposed cancellati on. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the same shall not be construed as a limitation of Contractor’s obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers.

2. Minimum Scope of Insurance.

The minimum amount of insurance required under
this Agreement shall be as follows:

1. C omprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars ($2,000,000) general aggregate;

2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00) per occurrence;

3. Professional liability (errors and omissions) insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is:
_________ required
_________ is not required;

4. Workers’ Compensation insurance in the statutory amount as required by the State of California and Employer’s Liability Insurance with limits of at least one million dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.

3. P
rimary Insurance. For any claims related to this Agreement, Contractor’s insurance coverage shall be primary with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self -insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it. For Workers’ Compensation and Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and contribution it may have against City, its elected officials, officers, employees, agents, and volunteers.

X
Item 1D - Page 74

4.13.2023

4. Errors and Omissions Coverage . If Errors & Omissions Insurance is required, and if Contractor provides claims made professional liability insurance, Contractor shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agreement to cover claims made within three years of the completion of Contractor’s services under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier in the amount required by this Agreement for at least three years after completion of Contractor’s services under this Agreement. Contractor shall also be required to provide evidence to City of the purchase of the required tail insurance or continuation of the professional liability policy.

5. Sufficiency of Insurers.

Insurance required in this Agreement shall be provided
by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless otherwise acceptable to the City.

6. Verification of Coverage. Contractor shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies.

Verification of Insurance coverage may be provided by: (1) an approved General and/or A
uto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate:

A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).

B. " This insurance is primary and non- contributory over any insurance or self - insurance the City may have..." ("as respects City of Palm Springs Contract No.___" or " for any and all work performed with the City" may be included in this statement).

C. " Should any of the above-described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.

D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers.

In addition to the endorsements listed above, the City of Palm Springs shall be named t he certificate holder on the policies.

Item 1D - Page 75

4.13.2023
All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them.

7. D
eductibles and Self -Insured Retentions . Any deductibles or self -insured retentions must be declared to and approved by the City prior to commencing any work or services under this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self -insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self -insured retention under the policy. Contractor guarantees payment of all deductibles and self-insured retentions.

8. S
everability of Interests (Separation of Insureds) . This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer’s liability.

Item 1D - Page 76

4.13.2023

ATTACHMENT D
EXECUTIVE ORDER N-6-22 CERTIFICATION

Executive Order N -6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to ( a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.

Executive Order N-6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.

The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N -6-22 and b) the person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California.

Signature:

Printed Name:

Title:

Firm Name:

Date:

ATTACHMENT D

ATTACHMENT E
Item 1D - Page 77

4.13.2023

FEDERAL AVIATION ADMINISTRATION

FEDERAL PROVISIONS

Provision
Reference Provision Description
Page
No.

FAA - 01 Access to Records and Reports 2
FAA - 02 Affirmative Action Requirement * 3
FAA – 03 Breach of Contract Terms 5
FAA – 04 Buy American Preference * 6
FAA – 05 Civil Rights General 7
FAA – 06 Civil Rights – Title VI Assurances * 8
FAA – 07 Clean Air and Water Pollution Control 11
FAA – 08 Contract Work Hours and Safety Standards Act Requirements 12 FAA – 09 Copeland Anti-Kickback Act 14
FAA – 10 Davis Bacon Requirements 15
FAA – 11 Debarment and Suspension * 22
FAA – 12 Disadvantaged Business Enterprise * 23
FAA – 13 Distracted Driving 25
FAA – 14 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment
26 FAA – 15 Drug Free Workplace Requirements (not applicable to Contractors)
27 FAA – 16 Equal Employment Opportunity 28
FAA – 17 Federal Fair Labor Standards Act * 36
FAA – 18 Lobbying and Influencing Federal Employees 37
FAA – 19 Prohibition of Segregated Facilities 38
FAA – 20 Occupational Safety and Health Act of 1970 39
FAA – 21 Procurement of Recovered Materials * 40
FAA – 22 Right to Inventions 41
FAA – 23 Seismic Safety 42
FAA – 24 Tax Delinquency and Felony Convictions* 43
FAA – 25 Termination of Contract 44
FAA – 26 Trade Restriction Certification (Foreign) * 45 FAA – 27 Veteran’s Preference 47
FAA – 28 Domestic Preferences for Procurements * 48

*Solicitation Clause also
Updated 2.8.2023
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FAA - 01 Access to Records and Reports
APPLICABILITY – pertains to all contracts.

The Contractor must maintain an acceptable cost accounting system. The Contractor agrees to provide the City, the Federal Aviation Administration and the Comptroller General of the United States or any of their duly authorized representatives access to any books, documents, papers and records of the Contractor which are directly pertinent to the specific contract for the purpose of making audit, examination, excerpts and transcriptions. The Contractor agrees to maintain all books, records and reports required under this contract for a period of not less than three years after final payment is made and all pending matters are closed.

Reference: 2 CFR § 200.334, 2 CFR § 200.337, FAA Order 5100.38 Item 1D - Page 79

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FAA - 02 Affirmative Action Requirement
Not applicable.

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FAA – 03 Breach of Contract
APPLICABILITY – required for all contracts that exceed the simplified acquisition threshold as stated in 2 CFR Part 200, Appendix II (A). This threshold is occasionally adjusted for inflation and is $250,000.

REQUIREMENT -
See Section 4.5 of the Agreement.

Reference: 2 CFR § 200 Appendix II(A)
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FAA – 04 Buy American Preferences
APPLICABILITY – required for contracts defined as follows:
• Construction Projects involving the replacement, rehabilitation, reconstruction of airfield surfaces such as on runways, taxiways, taxilanes, aprons, roadways, parking lots, etc. – Insert the Certificate of compliance to FAA Buy American Preference based on Construction Projects.
• Equipment and Buildings Projects involving and including the acquisition of equipment such as snow removal equipment, navigational aids, wind cones, and the construction of buildings such as hangars, terminal development, lighting vaults, aircraft rescue & firefighting buildings, etc. - Insert the Certificate of Compliance with FAA Buy American Preference Based on Equipment/Building Projects.

REQUIREMENT -
The Contractor certifies that all constructions materials, defined to mean an article, material, or supply other than an item of primarily iron or steel; a manufactured product; cement and cementitious materials; aggregates such as stone, sand, or gravel; or aggregate binding agents or additives that are or consist primarily of: non- ferrous metals; plastic and polymer -based products (including polyvinylchloride, composite building materials, and polymers used in fiber optic cables); glass (including optic glass); lumber; or drywall used in the project are manufactured in the U.S.

Reference: Title 49 USC § 50101
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FAA – 05 Civil Rights General
APPLICABILITY – required for all contracts regardless of funding source.

REQUIREMENT -
In all its activities within the scope of its airport program, the Contractor agrees to comply with pertinent statutes, Executive Orders, and such rules as identified in Title VI List of Pertinent Nondiscrimination Acts and Authorities to ensure that no person shall, on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability be excluded from participating in any activity conducted with or benefiting from Federal assistance. The above provision binds the Contractor and subcontractors from the bid solicitation period through the completion of the contract.

This provision is in addition to that required by Title VI of the Civil Rights Act of 1964.

Reference: 49 USC § 47123
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FAA – 06 Civil Rights – Title VI Assurances
APPLICABILITY – required for all contracts.

REQUIREMENT -
Title VI List of Pertinent Nondiscrimination Acts and Authorities During the performance of this contract, the Contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”) agrees to comply with the following non- discrimination statutes and authorities; including but not limited to:
• Title VI of the Civil Rights Act of 1964 (42 USC § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color, national origin); • 49 CFR part 21 (Non -discrimination in Federally -Assisted programs of the Department of Transportation—Effectuation of Title VI of the Civil Rights Act of 1964); • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 USC § 4601) (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Section 504 of the Rehabilitation Act of 1973 (29 USC § 794 et seq.), as amended (prohibits discrimination on the basis of disability); and 49 CFR part 27 (Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance); • The Age Discrimination Act of 1975, as amended (42 USC § 6101 et seq.) (prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982 (49 USC § 47123), as amended (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987 (PL 100- 259) (broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, the Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act of 1990 (42 USC § 12101, et seq) (prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities) as implemented by U.S. Department of Transportation regulations at 49 CFR parts 37 and 38; • The Federal Aviation Administration’s Nondiscrimination statute (49 USC § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low- Income Populations (ensures nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations); • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs [70 Fed.

Reg. 74087 (2005)];
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• Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 USC § 1681, et seq).

Compliance with Nondiscrimination Requirements:

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

1. Compliance with Regulations: The Contractor (hereinafter includes consultants) will comply with the Title VI List of Pertinent Nondiscrimination Acts and Authorities, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract.

2. Nondiscrimination: The Contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The Contractor will not participate directly or indirectly in the discrimination prohibited by the Nondiscrimination Acts and Authorities, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR part 21.

3. Solicitations for Subcontracts, including Procurements of Materials and Equipment:

In all solicitations, either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the Contractor of the Contractor’s obligations under this contract and the Nondiscrimination Acts and Authorities on the grounds of race, color, or national origin.

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

5. Sanctions for Noncompliance: In the event of a Contractor’s noncompliance with the non- discrimination provisions of this contract, the City will impose such contract sanctions as it or the Federal Aviation Administration may determine to be appropriate, including, but not limited to:
a. Withholding payments to the Contractor under the contract until the Contractor complies; and/or
b. Cancelling, terminating, or suspending a contract, in whole or in part.

6. Incorporation of Provisions: The Contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations, and directives issued pursuant thereto. The Contractor will take action with respect to any subcontract or procurement as Item 1D - Page 85

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the City or the Federal Aviation Administration may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the Contractor may request the City to enter into any litigation to protect the interests of the City. In addition, the Contractor may request the United States to enter into the litigation to protect the interests of the United States.

Reference: 49 USC § 47123, FAA Order 1400.11
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FAA – 07 Clean Air/Water Pollution Control
APPLICABILITY – This provision is required for all contracts and lower tier contracts that exceed $150,000.

REQUIREMENT -
If the Agreement exceeds $150,000, Contractor agrees to comply with all applicable standards, orders, and regulations issued pursuant to the Clean Air Act (42 USC § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 USC § 1251-1387). The Contractor agrees to report any violation to the City immediately upon discovery. The City assumes responsibility for notifying the Environmental Protection Agency (EPA) and the Federal Aviation Administration.

Contractor must include this requirement in all subcontracts that exceeds $150,000.

Reference: 2 CFR § 200, Appendix II(G); 42 USC § 7401; 33 USC § 1251

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FAA – 08 Contract Work Hours and Safety Standards
APPLICABILITY – This provision is required for contracts as follows:

Contract Work Hours and Safety Standards Act Requirements (CWHSSA) (40 USC §§ 3702 & 3704) requires contractors and subcontractors on covered contracts to pay laborers and mechanics employed in the performance of the contracts not less than one and one- half times their basic rate of pay for all hours worked over 40 in a workweek. CWHSSA prohibits unsanitary, hazardous, or dangerous working conditions on federally-assisted projects. The Wage and Hour Division (WHD) within the U.S. Department of Labor (DOL) enforces the compensation requirements of this Act, while DOL’s Occupational Safety and Health Administration (OSHA) enforces the safety and health requirements.

Contract Types –
Construction – This provision applies to all contracts and lower tier contracts that exceed $100,000, and employ laborers, mechanics, watchmen, and guards.

Equipment – This provision applies to any equipment project exceeding $100,000 that involves installation of equipment onsite (e.g., electrical vault equipment). This provision does not apply to equipment acquisition projects where the manufacture of the equipment takes place offsite at the vendor plant (e.g., ARFF and SRE vehicles).

Professional Services – This provision applies to professional service agreements that exceed $100,000 and employs laborers, mechanics, watchmen, and guards. This includes members of survey crews and exploratory drilling operations.

Property – While most land transactions do not involve employment of laborers, mechanics, watchmen, and guards, under certain circumstances, a property acquisition project could require such employment. Examples include the installation of property fencing or testing for environmental contamination

CONTRACT WORKHOURS AND SAFETY STANDARDS ACT REQUIREMENTS

1. Overtime Requirements.

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

2. Violation; Liability for Unpaid Wages; Liquidated Damages.

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

3. Withholding for Unpaid Wages and Liquidated Damages.

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cause to be withheld, from any moneys payable on account of work performed by the Contractor or subcontractor under any such contract or any other Federal contract with the same prime Contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime Contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this clause.

4. Subcontractors.

The Contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs (1) through (4) and also a clause requiring the subcontractor to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (1) through (4) of this clause.

Reference: 2 CFR Part 200, Appendix II(E); 2 CFR § 5.5(b); 40 USC § 3702; 40 USC § 3704
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FAA – 09 Copeland Anti-Kickback

APPLICABILITY -
The Copeland (Anti-Kickback) Act (18 USC § 874 and 40 USC § 3145) makes it unlawful to induce by force, intimidation, threat of dismissal from employment, or by any other manner, any person employed in the construction or repair of public buildings or publ ic works, financed in whole or in part by the United States, to give up any part of the compensation to which that person is entitled under a contract of employment. The Copeland Act also requires each contractor and subcontractor to furnish weekly a statement of compliance with respect to the wages paid each employee during the preceding week.

Contract Types –
Construction – This provision applies to all construction contracts and subcontracts financed under the AIP that exceed $2,000.

Professional Services –The emergence of different project delivery methods has created situations where Professional Service Agreements (PSAs) include tasks that meet the definition of construction, alteration, or repair as defined in 29 CFR Part 5. If such tasks result in work that qualifies as construction, alteration, or repair and it exceeds $2,000, the PSA must incorporate the Copeland Anti-kickback provision.

Property –Ordinarily, land acquisition projects would not involve employment of laborers or mechanics and thus the Copeland Anti-Kickback provision would not apply. However, land projects that involve installation of boundary fencing and demolition of structures would involve laborers and mechanics. The City must include this provision if the land acquisition project involves employment of laborers or mechanics for a contract exceeding $2,000.

REQUIREMENT -
Contractor must comply with the requirements of the Copeland “Anti-Kickback” Act (18 USC 874 and 40 USC 3145), as supplemented by Department of Labor regulation 29 CFR part

3. Contractor and subcontractors are prohibited from inducing, by any means, any person employed on the project to give up any part of the compensation to which the employee is entitled. The Contractor and each Subcontractor must submit to the City, a weekly statement on the wages paid to each employee performing on covered work during the prior week. City must report any violations of the Act to the Federal Aviation Administration.

Reference: 2 CFR Part 200, Appendix II(D); 29 CFR Parts 3 and 5 Item 1D - Page 90

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FAA – 10 Davis Bacon Requirements

APPLICABILITY -
The Davis -Bacon Act (40 USC §§ 3141- 3144, 3146, and 3147) ensures that laborers and mechanics employed under the contract receive pay no less than the locally prevailing wages and fringe benefits as determined by the Department of Labor.

Contract Types –
Construction – all construction contracts and subcontracts that exceed $2,000 and include funding from the AIP.

Equipment – This provision applies to all equipment installation projects (e.g., electrical vault improvements) financed under the AIP that exc eed $ 2,000. This provision does not apply to equipment acquisitions where the equipment is manufactured at the vendor’s plant (e.g., SRE and ARFF vehicles)
Professional Services – The emergence of different project delivery methods has created situations where Professional Service Agreements (PSAs) includes tasks that meet the definition of construction, alteration, or repair as defined in 29 CFR Part 5. If such tasks result in work that qualifies as construction, alteration, or repair and it exceeds $2,000, the PSA must incorporate this clause.

Property – Ordinarily, land acquisition projects would not involve employment of laborers or mechanics and thus the provision would not apply. However, land projects that involve installation of boundary fencing and demolition of structures would involve laborers and mechanics. The City must include this provision if the land acquisition project involves employment of laborers or mechanics for a contract exceeding $2,000.

Fencing Projects – Fencing projects that exceed $2,000 must include this provision.

DAVIS-BACON REQUIREMENTS

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

Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (1)(iv) of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in 29 CFR § 5.5(a)(4). Laborers or mechanics performing work in more than one classification may be Item 1D - Page 91

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compensated at the rate specified for each classification for the time actually worked therein:

Provided, that the employer’s payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classification and wage rates conformed under (1)(ii) of this section) and the Davis-Bacon poster (WH-1321) shall be posted at all times by the Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can easily be seen by the workers. (ii)(A) The contracting officer shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. The contracting officer shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met:
(1) The work to be performed by the classification requested is not performed by a classification in the wage determination;
(2) The classification is utilized in the area by the construction industry; and (3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination. (B) If the Contractor and the laborers and mechanics to be employed in the classi fication (if known), or their representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the contracting officer to the Administrator of the Wage and Hour Division, U.S. Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary.
(C) In the event the Contractor, the laborers, or mechanics to be employed in the classification, or their representatives, and the contracting officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the contracting officer shall refer the questions, including the views of all interested parties and the recommendation of the contracting officer, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary.
(D) The wage rate (including fringe benefits where appropriate) determined pursuant to subparagraphs (1)(ii) (B) or (C) of this paragraph, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification.
(iii) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof.
(iv) If the Contractor does not make payments to a trustee or other third person, the Contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, that the Secretary of Labor has found, upon the written request of the Contractor, that the applicable Item 1D - Page 92

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standards of the Davis -Bacon Act have been met. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program.

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

3. Payrolls and Basic Records.
(i) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker; his or her correct classification; hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in 1(b)(2)(B) of the Davis-Bacon Act); daily and weekly number of hours worked; deductions made; and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the Contractor shall maintain records that show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual costs incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (ii)(A) The Contractor shall submit weekly for each week in which any contract work is performed a copy of all payrolls to the Federal Aviation Administration if the agency is a party to the contract, but if the agency is not such a party, the Contractor will submit the payrolls to the applicant, the City, or Owner, as the case may be, for transmission to the Federal Aviation Administration. The payrolls submitted shall set out accurately and completely all of the information require d to be maintained under 29 CFR § 5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrolls shall only need to include an individually identifying number for each employee (e.g., the last four digits of the employee’s social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH–347 is available for this purpose from the Wage and Hour Division Web site at http://www.dol.gov/esa/whd/forms/wh347instr.htm or its successor site. The prime contractor is responsible for the submission of copies of payrolls by all subcontractors.

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of each covered worker and shall provide them upon request to the Federal Aviation Administration if the agency is a party to the contract, but if the agency is not such a party, the Contractor will submit them to the applicant, the City, or Owner, as the case may be, for transmission to the Federal Aviation Administration, the Contractor, or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the sponsoring government agency (or the applicant, City, or Owner).
(B) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the Contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following:
(1) That the payroll for the payroll period contains the information required to be provided under 29 CFR § 5.5(a)(3)(ii), the appropriate information is being maintained under 29 CFR § 5.5 (a)(3)(i), and that such information is correct and complete; (2) That each laborer and mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in Regulations, 29 CFR Part 3;
(3) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract. (C) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH -347 shall satisfy the requirement for submission of the “Statement of Compliance” required by paragraph (3)(ii)(B) of this section. (D) The falsification of any of the above certifications may subject the Contractor or subcontractor to civil or criminal prosecution under Section 1001 of Title 18 and Section 231 of Title 31 of the United States Code.
(iii) The Contractor or subcontractor shall make the records required under paragraph (3)(i) of this section available for inspection, copying, or transcription by authorized representatives of the City, the Federal Aviation Administration, or the Department of Labor and shall permit such representatives to interview employees during working hours on the job. If the Contractor or subcontractor fails to submit the required records or to make them available, the Federal agency may, after written notice to the Contractor, the City, applicant, or Owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds.

Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR § 5.12.

4. Apprentices and Trainees.
(i) Apprentices. Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a State Apprenticeship Agency recognized by the Office, or if a person is employed in his or her Item 1D - Page 94

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first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman’s hourly rate) specified in the Contractor’s or subcontractor’s registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice’s level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination. Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the Contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved.
(ii) Trainees. Except as provided in 29 CFR § 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Every trainee must be paid at not less than the rate specified in the approved program for the trainee’s level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determinati on.

Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate on the wage determination that provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate that is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the Contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved.

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(iii) Equal Employment Opportunity. The utilization of apprentices, trainees, and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR Part 30.

5. Compliance with Copeland Act Requirements.

The Contractor shall comply with the requirements of 29 CFR Part 3, which are incorporated by reference in this contract.

6. Subcontracts.

The Contractor or subcontractor shall insert in any subcontracts the clauses contained in 29 CFR §§ 5.5(a)(1) through (10) and such other clauses as the Federal Aviation Administration may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses in 29 CFR § 5.5.

7. Contract Termination: Debarment.

A breach of the contract clauses in paragraph 1 through 10 of this section may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR § 5.12.

8. Compliance with Davis-Bacon and Related Act Requirements.

All rulings and interpretations of the Davis-Bacon and Related Acts contained in 29 CFR Parts 1, 3, and 5 are herein incorporated by reference in this contract.

9. Disputes Concerning Labor Standards.

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

10. Certification of Eligibility.
(i) By entering into this contract, the Contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the Contractor’s firm is a person or firm ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR §

5.12(a)(1).
(ii) No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR § 5.12(a)(1). (iii) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 USC § 1001.

Reference: 2 CFR Part 200, Appendix II(D); 29 CFR Part 5; 49 USC § 47112(b); 40 USC §§ 3141- 3144, 3146, and 3147
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FAA – 11 Debarment and Suspension
APPLICABILITY - This requirement applies to covered transactions, which are defined in 2 CFR part 180 (Subpart B). AIP funded contracts are non- procurement transactions, as defined by 2 CFR § 180.970. Covered transactions include any AIP-funded contract, regardless of tier, that is awarded by a contractor, subcontractor, supplier, consultant, or its agent or representative in any transaction, if the amount of the contract is expected to equal or exceed $25,000. This includes contracts associated with land acquisition projects.

REQUIREMENT -
A11.3.1 Bidder or Offeror Certification
By submitting a bid/proposal under the solicitation for this contract, the Contractor must have certified that neither it nor its principals are presently debarred or suspended by any Federal department or agency from participation in this transaction.

A11.3.2 Lower Tier Contract Certification

CERTIFICATION OF LOWER TIER CONTRACTORS REGARDING DEBARMENT The Contractor, by administering each lower tier subcontract that exceeds $25,000 as a “covered transaction”, must verify each lower tier participant of a “covered transaction” under the project is not presently debarred or otherwise disqualified from participation in this federally assisted project. The Contractor will accomplish this by:

1. Checking the System for Award Management at website: http://www.sam.gov.

2. Collecting a certification statement similar to the Certification of Offerer /Bidder Regarding Debarment, above.

3. Inserting a clause or condition in the covered transaction with the lower tier contract.

If the Federal Aviation Administration later determines that a lower tier participant failed to disclose to a higher tier participant that it was excluded or disqualified at the time it entered the covered transaction, the FAA may pursue any available remedies, including suspension and debarment of the non-compliant participant.

Reference: 2 CFR part 180 (Subpart B), 2 CFR part 200 Appendix II(H), 2 CFR Part 1200, DOT Order 4200.5; Executive Orders 12549 and 12689
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FAA – 12 Disadvantaged Business Enterprise
APPLICABILITY – all contracts with Airports that have a DBE program on file with the FAA.

Contract Assurance (§ 26.13) –
The Contractor or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The Contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administration of Department of Transportation- assisted contracts. Failure by the Contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the City deems appropriate, which may include, but is not limited to:
1) Withholding monthly progress payments;
2) Assessing sanctions;
3) Liquidated damages; and/or
4) Disqualifying the Contractor from future bidding as non-responsible.

Prompt Payment (§26.29) – The prime contractor agrees to pay each subcontractor under this prime contract for satisfactory performance of its contract no later than [10 days] days from the receipt of each payment the prime contractor receives from [the City]. The prime contractor agrees further to return retainage payments to each subcontractor within [30 days] days after the subcontractor’s work is satisfactorily completed. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the [City]. This clause applies to both DBE and non-DBE subcontractors.

Termination of DBE Subcontracts (49 CFR § 26.53(f)) –
The prime Contractor must not terminate a DBE subcontractor listed in response to the solicitation (or an approved substitute DBE firm) without prior written consent of the City. This includes, but is not limited to, instances in which the prime contractor seeks to perform work originally designated for a DBE subcontractor with its own forces or those of an affiliate, a non- DBE firm, or with another DBE firm.

The prime Contractor shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless the Contractor obtains written consent of the City. Unless City consent is provided, the prime Contractor shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE.

The City may provide such written consent only if the City agrees, for reasons stated in the concurrence document, that the prime Contractor has good cause to terminate the DBE firm. For purposes of this paragraph, good cause includes the circumstances listed in 49 CFR §26.53.

Before transmitting to the City its request to terminate and/or substitute a DBE subcontractor, the prime Contractor must give notice in writing to the DBE subcontractor, with a copy to the City, of its intent to request to terminate and/or substitute, and the reason for the request.

The prime contractor must give the DBE five days to respond to the prime contractor's notice and advise the City and the Contractor of the reasons, if any, why it objects to the proposed termination of its subcontract and why the City should not approve the prime Contractor's action. If required in a particular case as a matter of public necessity (e.g., safety), the City may provide a response period shorter than five days.

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In addition to post-award terminations, the provisions of this section apply to preaward deletions of or substitutions for DBE firms put forward by offerors in negotiated procurements.

Reference: 49 CFR part 26
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FAA – 13 Distracted Driving
APPLICABILITY - contracts that exceed the micro-purchase threshold of 2 CFR § 200.320 (currently set at $10,000).

REQUIREMENT -

TEXTING WHEN DRIVING
In accordance with Executive Order 13513, “Federal Leadership on Reducing Text Messaging While Driving”, (10/1/2009) and DOT Order 3902.10, “Text Messaging While Driving”, (12/30/2009), the Federal Aviation Administration encourages recipients of Federal grant funds to adopt and enforce safety policies that decrease crashes by distracted drivers, including policies to ban text messaging while driving when performing work related to a grant or subgrant.

In support of this initiative, the City encourages the Contractor to promote policies and initiatives for its employees and other work personnel that decrease crashes by distracted drivers, including policies that ban text messaging while driving motor vehicles while performing work activities associated with the project. The Contractor must include the substance of this clause in all sub- tier contracts exceeding $10,000 that involve driving a motor vehicle in performance of work activities associated with the project.

Reference: Executive Order 13513, DOT Order 3902.10
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FAA – 14 Prohibition on Certain Telecommunications and Video Surveillance Services and Equipment
APPLICABILITY - all AIP funded contracts and lower-tier contracts.

REQUIREMENT -
Contractor and Subcontractor agree to comply with mandatory standards and policies relating to use and procurement of certain telecommunications and video surveillance services or equipment in compliance with the National Defense Authorization Act [Public Law 115-232 § 889(f)(1)].

Reference: 2 CFR § 200, Appendix II(K); 2 CFR § 200.216 Item 1D - Page 101

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FAA – 15 Drug Free Workplace Requirements
APPLICABILITY - This provision applies to all AIP funded projects, but not to the contracts between the City and a contractor, subcontractors, suppliers, or subgrantees.

The Drug -Free Workplace Act of 1988 requires some Federal contractors and all Federal grantees to agree that they will provide drug-free workplaces as a condition of receiving a contract or grant from a Federal agency. The Act does not apply to contractors, subcontractors, or subgrantees, although the Federal grantees workplace may be where the contractors, subcontractors, or subgrantees are working.

Reference: 49 CFR part 32, Drug-Free Workplace Act of 1988 (41 U.S.C. 701 et seq., as amended)

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FAA – 16 Equal Employment Opportunity
APPLICABILITY – The purpose of this provision is to provide equal opportunity for all persons, without regard to race, color, religion, sex, or national origin who are employed or seeking employment with contractors performing under a federally-assisted construction contract. There are two provisions ― a construction clause and a specification clause.

The equal opportunity contract clause applies to any contract or subcontract when the amount exceeds $10,000. Once the equal opportunity clause is determined to be applicable, the contract or subcontract must include the clause for the remainder of the year, regardless of the amount or the contract.

Contract Types –
Construction – all construction contracts and subcontracts as required above.

Equipment – all equipment contracts as required above that involves installation of equipment onsite (e.g., electrical vault equipment). This provision does not apply to equipment acquisition projects where the manufacture of the equipment takes place offsite at the vendor plant (e.g., ARFF and SRE vehicles).

Professional Services – all professional service agreements as required above.

Property – all land acquisition projects that include work that qualifies as construction work as defined by 41 CFR part 60 as required above. An example is installation of boundary fencing.

REQUIREMENT -
A16.3.1 EEO Contract Clause
During the performance of this contract, the Contractor agrees as follows:
(1) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Contractor will ta ke affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identify, or national origin. 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. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.
(3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such Item 1D - Page 103

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disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employ er, or is consistent with the contractor's legal duty to furnish information. (4) The Contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers’ representative of the Contractor’s commitments under this section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
(5) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (6) The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(7) In the event of the Contractor’s noncompliance with the nondiscrimination clauses of this contract or with any such rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive O rder 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The Contractor will include the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions, including sanctions for noncompliance:

Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the Contractor may request the United States to enter into such litigation to protect the interests of the United States.

A16.3.2 EEO Specification

STANDARD FEDERAL EQUAL EMPLOYMENT OPPORTUNITY

CONSTRUCTION CONTRACT SPECIFICATIONS
a. “Covered area” means the geographical area described in the solicitation from which this contract resulted;
b. “Director” means Director, Office of Federal Contract Compliance Programs (OFCCP), U.S.

Department of Labor, or any person to whom the Director delegates authority; c. “Employer identification number” means the Federal social security number used on the Employer’s Quarterly Federal Tax Return, U.S. Treasury Department Form 941; d. “Minority” includes:

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(1) Black (all persons having origins in any of the Black African racial groups not of Hispanic origin);
(2) His panic (all persons of Mexican, Puerto Rican, Cuban, Central or South American, or other Spanish culture or origin, regardless of race);
(3) Asian and Pacific Islander (all persons having origins in any of the original peoples of the Far East, Southeast Asia, the Indian Subcontinent, or the Pacific Islands); and (4) American Indian or Alaskan native (all persons having origins in any of the original peoples of North America and maintaining identifiable tribal affiliations through membership and participation or community identification).

2. Whenever the Contractor, or any subcontractor at any tier, subcontracts a portion of the work involving any construction trade, it shall physically include in each subcontract in excess of $10,000 the provisions of these specifications and the Notice which contains the applicable goals for minority and female participation and which is set forth in the solicitations from which this contract resulted.

3. If the Contractor is participating (pursuant to 41 CFR part 60 -4.5) in a Hometown Plan approved by the U.S. Department of Labor in the covered area either individually or through an association, its affirmative action obligations on all work in the Plan area (including goals and timetables) shall be in accordance with that Plan for those trades which have unions participating in the Plan. Contractors must be able to demonstrate their participation in and compliance with the provisions of any such Hometown Plan. Each contractor or subcontractor participating in an approved plan is individually required to comply with its obligations under the EEO clause and to make a good faith effort to achieve each goal under the Plan in each trade in which it has employees. The overall good faith performance by other contractors or subcontractors toward a goal in an approved Plan does not excuse any covered contractor’s or subcontractor’s failure to take good faith efforts to achieve the Plan goals and timetables.

4. The Contractor shall implement the specific affirmative action standards provided in paragraphs 7a through 7p of these specifications. The goals set forth in the solicitation from which this contract resulted are expressed as percentages of the total hours of employment and training of minority and female utilization the Contractor should reasonably be able to achieve in each construction trade in which it has employees in the covered area. Covered construction contractors performing construction work in a geographical areas where they do not have a Federal or federally assisted construction contract shall apply the minority and female goals established for the geographical area where the work is being performed. Goals are published periodically in the Federal Register in notice form, and such notices may be obtained from any Office of Federal Contract Compliance Programs office or from Federal procurement contracting officers. The Contractor is expected to make substantially uniform progress in meeting its goals in each craft during the period specified.

5. Neither the provisions of any collective bargaining agreement, nor the failure by a union with whom the Contractor has a collective bargaining agreement, to refer either minorities or women shall excuse the Contractor’s obligations under these specifications, Executive Order 11246, or the regulations promulgated pursuant thereto.

6. In order for the nonworking training hours of apprentices and trainees to be counted in meeting the goals, such apprentices and trainees must be employed by the Contractor during the training period, and the Contractor must have made a commitment to employ the Item 1D - Page 105

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apprentices and trainees at the completion of their training, subject to the availability of employment opportunities. Trainees must be trained pursuant to training programs approved by the U.S. Department of Labor.

7. The Contractor shall take specific affirmative actions to ensure equal employment opportunity. The evaluation of the Contractor’s compliance with these specifications shall be based upon its effort to achieve maximum results from its actions. The Contractor shall document these efforts fully, and shall implement affirmative action steps at least as extensive as the following:
a. Ensure and maintain a working environment free of harassment, intimidation, and coercion at all sites, and in all facilities at which the Contractor’s employees are assigned to work. The Contractor, where possible, will assign two or more women to each construction project. The Contractor shall specifically ensure that all foremen, superintendents, and other onsite supervisory personnel are aware of and carry out the Contractor’s obligation to maintain such a working environment, with specific attention to minority or female individuals working at such sites or in such facilities. b. Establish and maintain a current list of minority and female recruitment sources, provide written notification to minority and female recruitment sources and to community organizations when the Contractor or its unions have employment opportunities available, and maintain a record of the organizations’ responses. c. Maintain a current file of the names, addresses, and telephone numbers of each minority and female off -the-street applicant and minority or female referral from a union, a recruitment source, or community organization and of what action was taken with respect to each such individual. If such individual was sent to the union hiring hall for referral and was not referred back to the Contractor by the union or, if referred, not employed by the Contractor, this shall be documented in the file with the reason therefor, along with whatever additional actions the Contractor may have taken. d. Provide immediate written notification to the Director when the union or unions with which the Contractor has a collective bargaining agreement has not referred to the Contractor a minority person or woman sent by the Contractor, or when the Contractor has other information that the union referral process has impeded the Contractor’s efforts to meet its obligations.
e. Develop on-the-job training opportunities and/or participate in training programs for the area which expressly include minorities and women, including upgrading programs and apprenticeship and trainee programs relevant to the Contractor’s employment needs, especially those programs funded or approved by the Department of Labor. The Contractor shall provide notice of these programs to the sources compiled under 7b above.
f. Disseminate the Contractor’s EEO policy by providing notice of the policy to unions and training programs and requesting their cooperation in assisting the Contractor in meeting its EEO obligations; by including it in any policy manual and collective bargaining agreement; by publicizing it in the company newspaper, annual report, etc.; by specific review of the policy with all management personnel and with all minority and female employees at least once a year; and by posting the company EEO policy on bulletin boards accessible to all employees at each location where construction work is performed.

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g. Review, at least annually, the company’s EEO policy and affirmative action obligations under these specifications with all employees having any responsi bility for hiring, assignment, layoff, termination, or other employment decisions including specific review of these items with onsite supervisory personnel such superintendents, general foremen, etc., prior to the initiation of construction work at any job site. A written record shall be made and maintained identifying the time and place of these meetings, persons attending, subject matter discussed, and disposition of the subject matter. h. Disseminate the Contractor’s EEO policy externally by including it in any advertising in the news media, specifically including minority and female news media, and providing written notification to and discussing the Contractor’s EEO policy with other contractors and subcontractors with whom the Contractor does or anticipates doing business. i. Direct its recruitment efforts, both oral and written, to minority, female, and community organizations, to schools with minority and female students and to minority and female recruitment and training organizations serving the Contractor’s recruitment area and employment needs. Not later than one month prior to the date for the acceptance of applications for apprenticeship or other training by any recruitment source, the Contractor shall send written notification to organizations such as the above, describing the openings, screening procedures, and tests to be used in the selection process. j. Encourage present minority and female employees to recruit other minority persons and women and, where reasonable, provide after school, summer, and vacation employment to minority and female youth both on the site and in other areas of a contractor’s work force.
k. Validate all tests and other selection requirements where there is an obligation to do so under 41 CFR part 60-3.
l. Conduct, at least annually, an inventory and evaluation at least of all minority and female personnel, for promotional opportunities and encourage these employees to seek or to prepare for, through appropriate training, etc., such opportunities. m. Ensure that seniority practices, job classifications, work assignments, and other personnel practices do not have a discriminatory effect by continually monitoring all personnel and employment related activities to ensure that the EEO policy and the Contractor’s obligations under these specifications are being carried out. n. Ensure that all facilities and company activities are nonsegregated except that separate or single-user toilet and necessary changing facilities shall be provided to assure privacy between the sexes.
o. Document and maintain a record of all solicitations of offers for subcontracts from minority and female construction contractors and suppliers, including circulation of solicitations to minority and female contractor associations and other business associations.
p. Conduct a review, at least annually, of all supervisor’s adherence to and performance under the Contractor’s EEO policies and affirmative action obligations.

8. Contractors are encouraged to participate in voluntary associations, which assist in fulfilling one or more of their affirmative action obligations (7a through 7p). The efforts of a contractor association, joint contractor-union, contractor-community, or other similar group of which the Item 1D - Page 107

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Contractor is a member and participant may be asserted as fulfilling any one or more of its obligations under 7a through 7p of these specifications provided that the Contractor actively participates in the group, makes every effort to assure that the group has a positive impact on the employment of minorities and women in the industry, ensures that the concrete benefits of the program are reflected in the Contractor’s minority and female workforce participation, makes a good faith effort to meet its individual goals and timetables, and can provide access to documentation which demonstrates the effectiveness of actions taken on behalf of the Contractor. The obligation to comply, however, is the Contractor’s and failure of such a group to fulfill an obligation shall not be a defense for the Contractor’s noncompliance.

9. A single goal for minorities and a separate single goal for women have been established. The Contractor, however, is required to provide equal employment opportunity and to take affirmative action for all minority groups, both male and female, and all women, both minority and non-minority. Consequently, the Contractor may be in violation of the Executive Order if a particular group is employed in a substantially disparate manner (for example, even though the Contractor has achieved its goals for women generally, the Contractor may be in violation of the Executive Order if a specific minority group of women is underutilized).

10. The Contractor shall not use the goals and timetables or affirmative action standards to discriminate a gainst any person because of race, color, religion, sex, sexual orientation, gender identity, or national origin.

11. The Contractor shall not enter into any subcontract with any person or firm debarred from Government contracts pursuant to Executive Order 11246.

12. The Contractor shall carry out such sanctions and penalties for violation of these specifications and of the Equal Opportunity Clause, including suspension, termination, and cancellation of existing subcontracts as may be imposed or ordered pursuant to Executive Order 11246, as amended, and its implementing regulations, by the Office of Federal Contract Compliance Programs. Any contractor who fails to carry out such sanctions and penalties shall be in violation of these specifications and Executive Order 11246, as amended.

13. The Contractor, in fulfilling its obligations under these specifications, shall implement specific affirmative action steps, at least as extensive as those standards prescribed in paragraph 7 of these specifications, so as to achieve maximum results from its efforts to ensure equal employment opportunity. If the Contractor fails to comply with the requirements of the Executive Order, the implementing regulations, or these specifications, the Director shall proceed in accordance with 41 CFR part 60-4.8.

14. The Contractor shall designate a responsible official to monitor all employment related activity to ensure that the company EEO policy is being carried out, to submit reports relating to the provisions hereof as may be required by the Government, and to keep records. Records shall at least include for each employee, the name, address, telephone numbers, construction trade, union affiliation if any, employee identification number when assigned, social security number, race, sex, status (e.g., mechanic, apprentice, trainee, helper, or laborer), dates of changes in status, hours worked per week in the indicated trade, rate of pay, and locations at which the work was performed. Records shall be maintained in an easily understandable and retrievable form; however, to the degree that existing records satisfy this requirement, contractors shall not be required to maintain separate records.

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15. Nothing herein provided shall be construed as a limitation upon the application of other laws which establish different standards of compliance or upon the application of requirements for the hiring of local or other area residents (e.g. those under the Public Works Employment Act of 1977 and the Community Development Block Grant Program).

Reference: 2 CFR 200, Appendix II(C), 41 CFR § 60-1.4, 41 CFR § 60-4.3, Executive Order 11246

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FAA – 17 Federal Fair Labor Standards Act
APPLICABILITY – Contract Types – Per the Department of Labor, all employees of certain enterprises having workers engaged in interstate commerce; producing goods for interstate commerce; or handling, selling, or otherwise working on goods or materials that have been moved in or produced for such commerce by any person are covered by the FLSA.

All consultants, sub-consultants, contractors, and subcontractors employed under this federally assisted project must comply with the FLSA.

Professional Services – 29 CFR § 213 exempts employees in a bona fide executive, administrative or professional capacity. Because professional firms employ individuals that are not covered by this exemption, the agreement with a professional services firm must include the FLSA provision.

REQUIREMENT -
The provisions of 29 CFR part 201, the Federal Fair Labor Standards Act (FLSA), are incorporated by reference with the same force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child labor standards for full and part-time workers.

The Contractor has full responsibility to monitor compliance to the referenced statute or regulation. The Contractor must address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor – Wage and Hour Division.

Reference: 29 USC § 201, et seq; 2 CFR § 200.430
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FAA – 18 Lobbying and Influencing Federal Employees
APPLICABILITY- all contracts exceeding $100,000.

REQUIREMENT -
Consultants and contractors that apply or bid for an award of $100,000 or more must have certified that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant, or another award covered by 31 USC §1352. Each tier must also disclose any lobbying with non -Federal funds that takes place in connection with obtaining any Federal award.

For an award over $100,00, the bidder or offeror certifies by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that:
• No Federal appropriated funds have been paid or will be paid, by or on behalf of the bidder or offeror, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. • If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form -LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions.
• The undersigned shall require that the language of this certification be included in the award documents for all sub- awards at all tiers (including subcontracts, sub -grants, and contracts under grants, loans, and cooperative agreements) and that all sub-recipients shall certify and disclose accordingly.

This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

Reference: 31 USC § 1352 – Byrd Anti-Lobbying Amendment, 2 CFR part 200, Appendix II(I), 49 CFR part 20, Appendix A
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FAA – 19 Prohibition of Segregated Facilities
APPLICABILITY - The Contractor must comply with the requirements of the EEO clause by ensuring that facilities they provide for employees are free of segregation on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin. This clause must be included in all contracts that include the equal opportunity clause, regardless of the amount of the contract.

Contract Types – any contract containing the Equal Employment Opportunity clause of 41 CFR § 60-1.4. This obligation flows down to subcontract and sub-tier purchase orders containing the Equal Employment Opportunity clause.

Construction – Construction work means construction, rehabilitation, alteration, conversion, extension, demolition or repair of buildings, highways, or other changes or improvements to real property, including facilities providing utility services. The term also includes the supervision, inspection, and other onsite functions incidental to the actual construction.

Equipment – On site installation of equipment such as airfield lighting control equipment meets the definition of construction and thus this provision would apply. This provision does not apply to equipment projects involving manufacture of the item at a vendor’s manufacturing plant. An example would be the manufacture of a SRE or ARFF vehicle.

Professional Services – Professional services that include tasks that qualify as construction work as defined by 41 CFR part 60 -1. Examples include the installation of noise monitoring equipment.

Property/Land – Land acquisition contracts that include tasks that qualify as construction work as defined by 41 CFR part 60- 1. Examples include demolition of structures or installation of boundary fencing.

REQUIREMENT -
(a) The Contractor agrees that it does not and will not maintain or provide for its employees any segregated facilities at any of its establishments, and that it does not and will not permit its employees to perform their services at any location under its control where segregated facilities are maintained. The Contractor agrees that a breach of this clause is a violation of the Equal Employment Opportunity clause in this contract. (b) “Segregated facilities,” as used in this clause, means any waiting rooms, work areas, rest rooms and wash rooms, restaurants and other eating areas, time clocks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees that are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin because of written or oral policies or employee custom. The term does not include separate or single-user rest rooms or necessary dressing or sleeping areas provided to assure privacy between the sexes. (c) The Contractor shall include this clause in every subcontract and purchase order that is subject to the Equal Employment Opportunity clause of this contract.

Reference: 2 CFR Part 200, Appendix II (C); 41 CFR Part 60-1 Item 1D - Page 112

4.13.2023
FAA – 20 Occupational Safety and Health Act
APPLICABILITY – Contract Types – All contracts and subcontrac ts must comply with the Occupational Safety and Health Act of 1970 (OSH). The U.S. Department of Labor Occupational Safety and Health Administration (OSHA) oversees the workplace health and safety standards wage provisions from OSH.

REQUIREMENT -
All cont racts and subcontracts that result from this solicitation incorporate by reference the requirements of 29 CFR Part 1910 with the same force and effect as if given in full text. The employer must provide a work environment that is free from recognized hazards that may cause death or serious physical harm to the employee. The employer retains full responsibility to monitor its compliance and their subcontractor’s compliance with the applicable requirements of the Occupational Safety and Health Act of 1970 (29 CFR Part 1910). The employer must address any claims or disputes that pertain to a referenced requirement directly with the U.S. Department of Labor – Occupational Safety and Health Administration.

Reference: 29 CFR part 1910
Item 1D - Page 113

4.13.2023
FAA – 21 Procurement of Recovered Materials
APPLICABILITY – Contract Types – This provision applies to any contracts that include procurement of products designated in subpart B of 40 CFR part 247 where the purchase price of the item exceeds $10,000 or the value of the quantity acquired by the preceding fiscal year exceeded $10,000.

Construction and Equipment – all construction and equipment projects.

Professional Services and Property – if the agreement includes procurement of a product that exceeds $10,000.

REQUIREMENT -
Contractor and subcontractor agree to comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, and the regulatory provisions of 40 CFR Part 247. In the performance of this contract and to the extent practicable, the Contractor and subcontractors are to use products containing the highest percentage of recovered materials for items designated by the Environmental Protection Agency (EPA) under 40 CFR Part 247 whenever:
1) The contract requires procurement of $10,000 or more of a designated item during the fiscal year; or
2) The contractor has procured $10,000 or more of a designated item using Federal funding during the previous fiscal year.

The list of EPA-designated items is available at www.epa.gov/smm/comprehensive-procurement- guidelines-construction-products.

Section 6002(c) establishes exceptions to the preference for recovery of EPA -designated products if the contractor can demonstrate the item is:
a) Not reasonably available within a timeframe providing for compliance with the contract performance schedule;
b) Fails to meet reasonable contract performance requirements; or c) Is only available at an unreasonable price.

Reference: 2 CFR § 200.323, 2 CFR Part 200, Appendix II (J); 40 CFR part 247, 42 USC § 6901, et seq (Resource Conservation and Recovery Act)
Item 1D - Page 114

4.13.2023
FAA – 22 Rights to Inventions
APPLICABILITY – Contract Types – This provision applies to all contracts and subcontracts with small business firms or nonprofit organizations that include performance of experimental, developmental, or research work. This clause is not applicable to construction, equipment, or professional service contracts unless the contract includes experimental, developmental, or research work.

REQUIREMENT -
Contracts or agreements that include the performance of experimental, developmental, or research work must provide for the rights of the Federal Government and the City in any resulting invention as established by 37 CFR part 401, Rights to Inventions Made by Non- profit Organizations and Small Business Firms under Government Grants, Contracts, and Cooperative Agreements. This contract incorporates by reference the patent and inventions rights as specified within 37 CFR §401.14. Contractor must include this requirement in all sub-tier contracts involving experimental, developmental, or research work.

Reference: 2 CFR § 200, Appendix II(F), 37 CFR 401

Item 1D - Page 115

4.13.2023
FAA - 23 Seismic Safety
APPLICABILITY – Contract Types – This provision applies to construction of new buildings and additions to existing buildings financed in whole or in part through the Airport Improvement Program.

Professional Services– any contract involved in the construction of new buildings or structural addition to existing buildings.

Construction – any contract involved in the construction of new buildings or structural addition to existing buildings.

Equipment – if the project involves construction or structural addition to a building such as an electrical vault project to accommodate or install equipment.

Land – This provision will not typically apply to a property/land project.

REQUIREMENT -
A23.3.1 Professional Service Agreements for Design

SEISMIC SAFETY
In the performance of design services, the Consultant agrees to furnish a building design and associated construction specification that conform to a building code standard that provides a level of seismic safety substantially equivalent to standards as established by the National Earthquake Hazards Reduction Program (NEHRP). Local building codes that model their building code after the current version of the International Building Code (IBC) meet the NEHRP equivalency level for seismic safety. At the conclusion of the design services, the Consultant agrees to furnish the Owner a “certification of compliance” that attests conformance of the building design and the construction specifications with the seismic standards of NEHRP or an equivalent building code.

A23.3.2 Construction Contracts

SEISMIC SAFETY
The Contractor agrees to ensure that all work performed under this contract, including work performed by subcontractors, conforms to a building code standard that provides a level of seismic safety substantially equivalent to standards established by the National Earthquake Hazards Reduction Program (NEHRP). Local building codes that model their code after the current version of the International Building Code (IBC) meet the NEHRP equivalency level for seismic safety.

Reference: 49 CFR Part 41
Item 1D - Page 116

4.13.2023
FAA – 24 Tax Delinquency and Felony Conviction
APPLICABILITY – This provision applies to all contracts funded in whole or part with AIP.

REQUIREMENT -
The Contractor must have certified under the procurement process that resulted in the award of this contract that:
• Contractor has not been convicted of a Federal felony within the last 24 months; or • Contractor does not have any outstanding tax liability for which all judicial and administrative remedies have lapsed or been exhausted.

Reference: Sections 8113 of the Consolidated Appropriations Act, 2022 (Public Law 117-103), and similar provisions in subsequent appropriations acts.

DOT Order 4200.6 – Appropriations Act Requirements for Procurement and Non-Procurement Regarding Tax Delinquency and Felony Convictions

Item 1D - Page 117

4.13.2023
FAA – 25 Termination of Contract
APPLICABILITY – All contracts and subcontracts in excess of $10,000.

REQUIREMENT -
See Section 4.5 of the Agreement.

Reference: 2 CFR § 200 Appendix II(B), FAA Advisory Circular 150/5370-10, Section 80-09 Item 1D - Page 118

4.13.2023
FAA – 26 Foreign Trade Restriction
APPLICABILITY – all AIP funded projects.

REQUIREMENT -

TRADE RESTRICTION CERTIFICATION
By accepting this contract the Contractor certifies the following statements are true – 1) is not owned or controlled by one or more citizens of a foreign country included in the list of countries that discriminate against U.S. firms as published by the Office of the United States Trade Representative (USTR);
2) has not knowingly entered into any contract or subcontract for this project with a person that is a citizen or national of a foreign country included on the list of countries that discriminate against U.S. firms as published by the USTR; and
3) has not entered into any subcontract for any product to be used on the Federal project that is produced in a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR.

This certification concerns a matter within the jurisdiction of an agency of the United States of America and the making of a false, fictitious, or fraudulent certification may render the maker subject to prosecution under Title 18 USC Section 1001.

The Contractor must provide immediate written notice to the City if the Contractor learns that its certification or that of a subcontractor was erroneous when submitted or has become erroneous by reason of changed circumstances. The Contractor must require subcontractors prov ide immediate written notice to the Contractor if at any time it learns that its certification was erroneous by reason of changed circumstances.

Unless the restrictions of this clause are waived by the Secretary of Transportation in accordance with 49 CFR 30.17, no contract shall be awarded to an Offeror or subcontractor:
1) who is owned or controlled by one or more citizens or nationals of a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR or 2) whose subcontractors are owned or controlled by one or more citizens or nationals of a foreign country on such USTR list or
3) who incorporates in the public works project any product of a foreign country on such USTR list.

Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good faith, the certification required by this provision. The knowledge and information of a contractor is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

The Contractor agrees it will incorporate this provision for certification without modification in all lower tier subcontracts. The Contractor may rely on the certification of a prospective subcontractor that it is not a firm from a foreign country included on the list of countries that discriminate against U.S. firms as published by USTR, unless the Contractor has knowledge that the certification is erroneous.

Item 1D - Page 119

4.13.2023
This certification is a material representation of fact upon which reliance was placed when making an award. If it is later determined that the Contractor or subcontractor knowingly rendered an erroneous certification, the Federal Aviation Administration (FAA) may direct through the City cancellation of the contract or subcontract for default at no cost to the City or the FAA.

Reference: 49 USC § 50104, 49 CFR part 30

Item 1D - Page 120

4.13.2023
FAA – 27 Veteran’s Preference
APPLICABILITY – This provision applies to all AIP funded projects that involve labor to carry out the project. This preference, which excludes executive, administrative, and supervisory positions, applies to covered veterans [as defined under § 47112(c)] only when they are readily available and qualified to accomplish the work required by the project.

REQUIREMENT -
In the employment of labor (excluding executive, administrative, and supervisory positions), the Contractor and all sub-tier contractors must give preference to covered veterans as defined within Title 49 United States Code Section 47112. Covered veterans include Vietnam -era veterans, Persian Gulf veterans, Afghanistan- Iraq war veterans, disabled veterans, and small business concerns (as defined by 15 USC 632) owned and controlled by disabled veterans. This preference only applies when there are covered veterans readily available and qualified to perform the work to which the employment relates.

Reference: 49 USC § 47112(c)
Item 1D - Page 121

4.13.2023
FAA – 28 Domestic Preferences for Procurements
APPLICABILITY – all contracts and Purchase orders for work or products under the grant.

REQUIREMENT -
The Contractor certifies by signing and submitting its bid or proposal that, to the greatest extent practicable, the Contractor has provided a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including, but not limited to, iron, aluminum, steel, cement, and other manufactured products) in compliance with 2 CFR § 200.322.

Reference: 2 CFR § 200.322; 2 CFR Part 200, Appendix II(L)

Item 1D - Page 122

ATTACHMENT B

PUBLIC INTEGRITY BUSINESS DISCLOSURE
Item 1D - Page 123
Item 1D - Page 124

1. Name of Entity
PUBLIC INTEGRITY DISCLOSUR~

APPLICANT DISCLOSURE FORM
HD Supply Facilities Maintenance, Ltd.

2. Address of Entity (Principle Place of Business)
3400 Cumberland Blvd. SE Atlanta, GA 30339

3. Local or California Address (if different than #2)
5635 Union Pacific Avenue Commerce, CA 90022

4. State where Entity is Registered with Secretary of State FLORIDA (NOTE: A Florida Limited Partnership registered in California under the name HD Supply Facilities Maintenance, LP)
If other than California, is the Entitv also reqistered in California? [71 Yes n No

5. Type of Entity
D Corporation D Limited Liability Company 1;:zJ Partnership D Trust D Other (please specify)

6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust or other entity Shane O'Kellt
Dan McDevitt
Craig Hodges
(Revised 09 13 18)
121 Officer D Director D Member D Manager
[name]
D General Partner D Limited Partner
Other Chief Executive Officer
D Officer D Director D Member D Manager
[name]
D General Partner D Limited Partner
121 Other General Counsel and
Corporate Secretary
D Officer D Director D Member D Manager
[name]
D General Partner D Limited Partner
~ other Vice President of
Institutional Sales

CITY OF PALM SPRINGS -PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

Page 1 of 2 ends

Palm Springs City CouncilJuly 10, 2023

Palm Springs City Council
July 10, 2023