Attachment B - Purchase Order — Palo Alto City Council, March 3, 2025

PALO City of Palo Alto
CITY Purchasing and Contract Administration
P.O.Box 10250
* Palo Alto CA 94303
Tel:(650)329-2271 Fax:(650)329-2468

ALIFORNI LIFORNAT
Purchase Order
Vendor Address P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING

PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER

Equipment Management Division City of Palo Alto Buyer/Phone Saira Cardoza / 650-329-2327 City of Palo Alto Account Payable Email [email protected] 3201 East Bayshore Roac P.O.Box 10250
alo Alto CA 94303 Palo Alto, CA 94303 DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER

ARRANGEMENTS ARE INDICATED HEREIN

Page 1 of 3 ends

Item Material/Description Quantity UM Net Price Net Amount **ATTN: Kevin Oberthier, ***
City of Palo Alto City Council Staff Report no. 2408-3343 This City of Palo Alto (City) Purchase Order agreement (PO) with Professional Sales and Service, LC, is made pursuant and subject to Sourcewell Contract No. 122123-RVG Professional Sales and Service, LC, for the procurement of the equipment detailed in this PO.

This PO is governed by California law without regard to conflict of law principles. The venue for any dispute under this PO is Santa Clara County, California.

This PO by reference incorporates the following contract documents into this PO by reference as though fully set forth herein:

1. Sourcewell Contract No. 122123-RVG

2. Professional Sales and Service, LC, Pricing Sheet for Sourcewell Contract No. 122123-RVG

3. Professional Sales and Service, LC., Quote Dated 10/30/2024. (including pricing and specifications)

4. City Of Palo Alto Terms and Conditions for Goods.
0010 Leader Ambullance Typ III 373,665 USD 1.00 373,665.00 Purchase one (1) new 2024Leader LE Type Ill Ambulance for FIRE Sourcewell Contract 122123-RVG Quote dated 10/30/2024
Calia Mazana
Chief Procurement Officer
THIS P.O. IS SUBJECT TO THE TERMS AND CONDITIONS STATED BELOW AND ON THE LAST PAGE PALO
Ty City of Palo Alto
Purchasing and Contract Administration
P.O.Box 10250
CALIFORNI Palo Alto CA 94303
Tel:(650)329-2271 Fax:(650)329-2468
Purchase Order
Vendor Address P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING

PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER

PROFESSIONAL SALES AND SERVICE, LC
2701 MERCED AVE PO Number 4525000238
EL MONTE CA 91733 Date 11/25/2024
Vendor No. 108294
Tel: 801-977-3961 Payment Terms
Payment Due 30 days
FOB Point F.O.B Destination
Ship via Vendor ship bestway
Ship To: Bill To: Required Date 02/24/2026
Equipment Management Division City of Palo Alto Email Phone Saira Cardoza / 650-329-2327 City of Palo Alto Account Payable [email protected] 3201 East Bayshore Road P.O.Box 10250
Palo Alto CA 94303 Palo Alto, CA 94303 DELIVERIES ACCEPTED ONLY BETWEEN 7:00 AM & 3:00 PM UNLESS OTHER

ARRANGEMENTS ARE INDICATED HEREIN

Page 2 of 3 ends

ltem Material/Description Quantity UM Net Price Net Amount Delivery 12-14 months upon receipt of PO
TOTAL: $408,774.18 = 373,665 (veh) + 12.25 tire fee + 1,000 delivery + $34,096.93 sales tax (9.125%)
new unit 6053 (replaces 6047) FIRE
0020 tire fee 12 USD 1.00 12.25
* * Vendor shall handle DMV registration
PROJECT MANAGER: John Dimas Flores 650-838-2904
[email protected]
SEND INVOICE TO: EQUIPMENT MANAGEMENT
0030 delivery 1,000 USD 1.00 1,000.00
0040 5% contingency 20,439 USD 1.00 20,438.71
This Purchase is in the amount not to exceed of $377.825.07, CITY has set aside the not-to-exceed compensation amount of $18,000 for Price Contingency. Price Contingency shall be authorized by City#s Fleet Manager Danitra Bahlman.

Sub-Total 395,115.96
Sales Tax 34,096.93
Calia Magana
Chief Procurement Officer
PALO
Ty City of Palo Alto
Purchasing and Contract Administration
P.O.Box 10250
CALIFORNI Palo Alto CA 94303
Tel:(650)329-2271 Fax:(650)329-2468
Purchase Order
Vendor Address P.O. NUMBER MUST APPEAR ON ALL INVOICES, PACKAGES, SHIPPING

PAPERS AND CORRESPONDENCE PERTAINING TO THIS ORDER

ARRANGEMENTS ARE INDICATED HEREIN

Page 3 of 3 ends

Item Material/Description Quantity UM Net Price Net Amount **** PRICE HAS BEEN QUOTED****
Cecilia Magana Total 429,212.89
Chief Procurement Officer

TERMS AND CONDITIONS OF PURCHASE
ACCEPTANCE/AGREEMENT: City of Palo Alto (City) reserves the right to reject any and all WARRANTY: Seller expressly warrants that all materials, supplies, services and/or quotations, to waive any informalities, and, unless otherwise specified by Seller, to accept installations covered by this P.O. shall:
any item in a quotation. By accepting or filing this Purchase Order (P.O.), Seller agrees to the (1) conform to the specifications, drawings, samples, or other descriptions specified by terms and conditions herein which shall prevail over any inconsistent provision in any form or City or if none are so specified, to Seller's standard specification or the standards of the other paper submitted by Seller. All shipments or services performed shall be deemed to have ASTM or ANSI or other national standard organizations; been made pursuant hereto. No other terms are acceptable. This P.O., including all (2) be new and unless specified to the contrary on the face hereof, will be free from specifications and drawings, shall constitute the entire agreement between the parties unless defects in material and workmanship and will be free of all liens and encumbrances and will modified in writing by City. conform to any affirmation of facts made on the container or label; (3) be adequately contained, packaged, marked, labeled and/or provided in compliance CITY'S PROPERTY: Seller agrees that the information, tools, jigs, dies, or materials, and with all applicable federal and state laws and regulations (including materials deemed drawings, patterns, and specification supplied or paid for by City shall be and remain City hazardous):
property and shall be held by Seller for City unless directed otherwise. Seller shall account for (4) be performed within the rules and regulations of the Occupational Safety and Health such items and keep them protected, insured, and in good working conditions without Act of 1970 (as amended); expense to City. (5) be produced or transferred or disposed of as required by federal and state laws and regulation under the conditions of the Toxic Substances Control Act; the Hazardous Materials DELIVERY: The terms of delivery are as stated on the reverse side hereof. The obligation of Control and Hazardous Waste Regulations; and other toxic laws and programs.

Seller to meet the delivery dates, specifications, and quantities set forth herein is of the Seller further expressly agrees to protect, indemnify, and hold harmless City, its employees essence of this P.O. No boxing, packing, or cartage charge will be allowed unless authorized and agents for any loss, damage, fine, liability, fee (including reasonable charges and fees) or by this P.O. Deliveries are to be made both in quantities and at times specified herein or, if expense arising in connection with or resulting from Seller's failure to furnish materials or not, such quantities and times are specified pursuant to City's written instruction. Items not supplies or perform services that conform with any warranty contained herein. delivered may be canceled without penalty to City. Shipments in greater or lesser quantity (6) have good marketable title. that ordered may be returned at Seller's expense unless written authorization is issued by City. GOVERNING LAW: This P.O. shall be governed by the laws of the State of California.

PRICES: The price which Seller charges in filling this P.O. shall not be higher than Seller's INDEPENDENT CONTRACTOR, INSURANCE: Seller certifies, by acceptance, that he/she is an most recent quote or charge to City for such materials, supplies, services and/or installations independent contractor. Seller shall protect, defend, and indemnify and hold City harmless unless City expressly agrees otherwise in writing. Notwithstanding the prices set forth the against all damages, liability, claims, losses and expenses (including attorney's fees) arising P.O. City shall receive the benefit of any general reduction in the price of any items) listed out of, or resulting in any way from Seller's negligence in providing the goods or services herein which may be made by Seller at any time prior to the last delivery of goods or services purchased hereunder or from any act or omission of Seller, its agents, employees, or covered by this P.O. subcontractors, Seller shall maintain such public liability insurance, including contractual liability, automobile and general public liability, (including non-owned automobile liability) TERMINATION: City shall have the right to terminate this P.O. or any part thereof upon ten Worker's Compensation, and employer's liability insurance as well adequately protect City (10) days notice in writing to Seller. against such damage, liabilities, claims, losses, and expenses (including attorney's fees). (1) Without Cause City may terminate all or any part of this P.O. without cause. Any Seller agrees to submit certificates of insurance, evidencing its insurance coverage when claim by Seller for damages due to termination without cause must be submitted to City requested by City. within thirty (30) days after effective date of termination. (2) Ear Cause If Seller fails to make any delivery in accordance with the agreed delivery EQUAL OPPORTUNITY CLAUSE: By acceptance of this P.O., Seller certifies it is in date, delivery schedule, or otherwise fails to observe or comply with any of the other compliance with the Equal Opportunity Clause required by Executive Order 11246, as instructions, terms, conditions or warranties applicable to this P.O., City may, in addition to amended, and the Palo Alto Municipal Code, as amended, including Affirmative Action any other right or remedy provided by this P.O. or by law, terminate all or any part of this P.O. Compliance Programs for Veterans; Handicapped; and Minority Business, and other equal in writing without any liability of City with respect to Seller at any time during the term of this opportunity programs.

P.O. In the event of termination for cause, City may purchase supplies or services elsewhere on such terms or in such manner as City may deem appropriate and Seller shall be liable to FORCE MAJEURE: City may delay delivery or acceptance occasioned by causes beyond its City for any cost and other expenses incurred by City, which is charged to City. control. Seller shall hold such materials, supplies, services and or installations at the direction of City and shall deliver them when the cause affecting the delay has been removed. City CHANGES: City shall have the right at any time by written notice via P.O. Change Order to shall be responsible only for Seller's direct additional costs in holding the goods or delaying Seller to make changes in the specifications, the quantity of items called for, delivery performance of this P.O. and City's request. Seller shall also be excused if delivery is delayed schedules, and requirements covering testing, packaging, or destination. Any claim by Seller by unforeseen events beyond its reasonable control, provided Seller notifies City as soon as for adjustment under this clause shall be deemed waived unless made in writing with then they occur. City may cancel this P.O. if such delay exceeds thirty (30) days from the original (10) days after receipt by Seller of notice of such change. Price increases or extensions of delivery date. Seller shall use its best efforts to grant preference to this P.O. over those of time for delivery shall not be binding on City unless evidenced by a P.O. Change Order issued other customers, which were placed after this P.O. by City's Purchasing Manager.

AUTHORITY OF AGENT OR FACTOR: Seller represents that, whenever it executes this P.O.

INSPECTION: City shall have the right to inspect and approve or reject any materials, on behalf of a third party as an agent or factor, it shall disclose the existence of the agency or supplies, services and/or installations upon arrival of notice of completion prior to payment factor relationship to City. Seller shall be deemed to have the legal authority to enter into this without regard to the manner of shipment, completion, or any shipping or price terms P.O. with City on behalf of the third party. contained in this P.O. All materials, supplies, services and/or installations must be furnished as specified. INTERPRETATION OF CONTRACT DOCUMENTS: In the event of a conflict between the (1) Defective, damaged, and nonconforming materials and/or supplies may be returned terms of this P.O. and the attached specification with respect to any obligation of Seller, the for credit or refund, at Seller's expense. City may charge Seller for all expenses of unpacking, provision which impose the greater obligations upon Seller shall prevail. examining, repacking and reshipping of such materials and/or supplies. (2) Defective, incorrect and nonconforming services and/or installations may be returned for credit or refund, at Seller's expense. All of the ahove natwithstanding prior payment by City
CITY OF PALO ALTO PAGE 1 OF 3
GDS Rev. 06/22/2016

TERMS AND CONDITIONS OF PURCHASE
ENVIRONMENTALLY PREFERRED PURCHASING REQUIREMENTS: Seller agrees to comply • Reusable/returnable pallets shall be used and taken back by the Seller, at no additional with the City's Environmentally Preferred Purchasing Requirements. cost to the City. Seller shall provide documentation upon request ensuring reuse of pallets and/or recycling of broken pallets. Liquidated damages of $262 or a minimum of $50 if the (1) Hazardous Waste: combined product and shipping cost is $262 or less will be assessed by City for failure to Seller shall take-back all spent or otherwise discarded hazardous products sold to the City by adhere to this requirement. the Seller if the spent or discarded products are classified as hazardous or universal wastes by State or Federal regulations. Seller shall provide convenient collection and recycling services (3) Enerax and Water Elticiency:
(or disposal services if recycling technology is unavailable) for all universal wastes, which Seller shall provide products with an ENERGY STAR, Water Sense or State of California originate from the Vendor. Hazardous waste manifests or bills of lading must be provided to standard rating, whichever is more efficient, when ratings exist for those products. A life City staff upon request. Recycling and reuse of hazardous wastes must occur within the cycle cost analysis shall be provided to the City upon request and shall at minimum include:

United States. Universal waste lists and information are available first cost, operating costs, maintenance costs, and disposal costs. www.dtsc.ca.gov/HazardousWaste/UniversalWaste/. A hazardous waste list is available at http://www.calrecycle.ca.gov/LEA/Training/wasteclass/yep.htm. Additional information can Contacts for additional information about City of Palo Alto Hazardous Waste, Zero Waste and be obtained by contacting the City of Palo Alto Hazardous Waste Department at (650) Utilities programs:
496-6980.

Hazardous Waste Program (Public Works)
(2) Zero Waste and Pollution Prevention: (650) 496-6980 Per Palo Alto City Council policy, the City is targeting to achieve Zero Waste by 2021. The City must also meet Municipal Regional Stormwater Permit requirements requiring no visible Zero Waste Program (Public Works) impact from litter via stormdrains by 2022. To that end the vendor, manufacturer and or (650) 496-5910 contractor must individually or collaboratively comply with the waste reduction, reuse and recycling requirements of the City's Zero Waste and Pollution Prevention Programs. Seller Watershed Protection acknowledges and agrees that if Seller fails to fully and satisfactorily comply with these (650) 329-2117 requirements, the City will suffer, as a result of Seller's failure, substantial damages which are both extremely difficult and impracticable to ascertain. Therefore, the Seller agrees that in Energy Efficiency addition to all other damages to which the City may be entitled, in the event Seller fails to (650) 496-2244 comply with the below requirements Seller shall pay City as liquidated damages the amounts specified below. The liquidated damage amount is not a penalty but considered to be a (4) Liquidated Damages:
reasonable estimate of the amount of damages City will suffer as a result of such Seller agrees that failure to comply with the City's Environmentally Preferred Purchasing non-compliance. Requirements will result in Liquidated Damages, according to the table marked Liquidated • Sellers shall adhere to the standard that all printed materials provided to the City that are Damages on page 3 of this P.O. generated from a personal computer and printer including, proposals, quotes, invoices, reports, and public education materials shall be double-sided, printed on a minimum of 30% post-consumer content paper or greater unless otherwise approved by the City's Environmental Services Division (650) 329-2117. Materials printed by a professional printing company shall be a minimum of 30% post-consumer material or greater and printed with vegetable based inks. Liquidated damages of $30 per document will be assessed by City for failure to adhere to this requirement.
• All paper packaging must be Forest Stewardship Council (FSC) Certified. • All primary, secondary and shipping (tertiary) packaging be minimized to the maximum extent feasible while protecting the product being shipped. • All primary, secondary and shipping packaging shall be recyclable in the City's recycling program. A complete list of items accepted for recycling are found at www.zerowastepaloalto.org or by calling (650) 496-5910. If any portion is received that does not meet this requirement, liquidated damages of $235 or a minimum of $50 if the combined product and shipping cost is $235 or less will be assessed by City for failure to adhere to this requirement.
• Expanded foam plastics (e.g., foam or cushion blocks, trays, packing 'peanuts'), such as but not limited to polystyrene (aka Styrofoam[tm]), polypropylene, or polyurethane shall not be used as primary, secondary or tertiary/shipping packaging with the following exceptions:
• Primary packaging made from these materials may be used if the vendor, manufacturer, contractor individually or collaboratively does one of the following:
(a) takes the material back at the City's convenience and at no cost to the City, or (b) pays the City of Palo Alto's disposal costs via payment of liquidated damages of $235, or a minimum of $50 if the combined product and shipping cost is $235 or less. • Bioplastics that meet ASTM D6400 standards for compostability may be accepted with approval from the City's Environmental Services Division subject to local municipal compost facility requirements.
o If approved by the City's Environmental Services Division, a packaging requirement may be waived if no other viable packaging alternative exists.

CITY OF PALO ALTO PAGE 2 OF 3
GDS Rev. 06/22/2016

TERMS AND CONDITIONS OF PURCHASE
NONCOMPLIANCE WITH ENVIRONMENTALLY PREFERRED PURCHASING REQUIREMENTS, LIQUIDATED DAMAGES:

The following table lists the events that constitute breaches of the Agreement's standard of performance warranting the imposition of liquidated damages; the acceptable performance level, and the amount of liquidated damages for failure to meet the contractually required standards of performance.

Event of Non-Performance Acceptable Performance Level Liquidated Damage Amount (Allowed events per Fiscal Year)
Recycled Paper Use
Failure to use 30% recycled content paper $30 per each document Recyclable Packaging Materials
Failure of Seller to use secondary and shipping packaging that is recyclable in 1 $235 or a minimum of $50 if the combined product the City's recycling program. and shipping cost is $250 or less will be incurred if this is not adhered to.

Expanded Foam Plastics
Unapproved use of expanded foam plastics for secondary or shipping $235 or a minimum of $50 if the combined product packaging and shipping cost is $235 or less
Pallet Use 1 $262 or a minimum of $50 if the combined product Failure of Seller to take-back and reuse pallets, recycling only broken pallets, and shipping cost is $2 or less at no additional cost to the City.

CITY OF PALO ALTO PAGE 3 OF 3
GDS Rev. 06/22/2016

Palo Alto City CouncilMarch 3, 2025

Palo Alto City Council
March 3, 2025