Agenda packet — Redlands City Council, September 3, 2024 (part 2 of 8)

The parties mutually agree to amend Participating Addendum 7-17-70-40-05 as follows:
1) Section 7. PRICING is revised to read as follows:

A. Contractor’s pricing is outlined in the Utah NASPO ValuePoint Master Agreement Number AR2472.
2) Section 16. CONTRACT MANAGEMENT, subparagraph A is revised to read as follows:

A. The primary Contractor Contract Manager for this Participating Addendum shall be as follows:

Contractor Contract Manager
Name: Mariah Edwards
Phone: (818) 449-3729
Email: [email protected]
Address: Carahsoft Technology Corporation
Mariah Edwards
11493 Sunset Hills Road, Suite 100
Resto, VA 20190
Redlands Regular Meeting of 09-03-24 174 of 1977
Participating Addendum 7-17-70-40-05
Amendment 3

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3) Section 18. EXECUTIVE ORDER N-6-22 – RUSSIA SANCTIONS is hereby added to read as follows:

18. EXECUTIVE ORDER N-6-22 – RUSSIA SANCTIONS
On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6- 22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State determine Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this Participating Addendum. The State shall provide Contractor advance written notice of such termination, allowing Contractor at least thirty (30) calendar days to provide a written response. Termination shall be at the sole discretion of the State.

All other terms and conditions of the Participating Addendum shall remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date of execution by both parties below.

STATE OF CALIFORNIA
Department of General Services

CONTRACTOR
Carahsoft Technology Corporation
Agency Name Contractor Name
Authorized Signature Date Signed Authorized Signature Date Signed Julie Matthews, MAU2 Supervisor
Printed Name/Title of Person Signing Printed Name/Title of Person Signing 707 Third Street
West Sacramento, CA 95605
Address Address
11493 Sunset Hills Rd, Suite 100, Reston, VA 20190
Kristina Smith, Contracts Director
06/22/2023
Redlands Regular Meeting of 09-03-24 175 of 1977

STATE OF CALIFORNIA
PARTICIPATING ADDENDUM NUMBER 7-17-70-40-05
AMENDMENT 2
Cloud Solutions
Utah NASPO ValuePoint Master Agreement Number AR2472
Carahsoft Technology Corp. (Contractor)

Page 1 of 3 ends

The parties mutually agree to amend Participating Addendum 7-17-70-40-05 as follows:
1) Section 3. TERMS AND CONDITIONS/INCORPORATION OF DOCUMENTS is updated to read as follows:

A. Terms and conditions listed below are hereby incorporated by reference and made a part of this Participating Addendum as if attached herein and shall apply to the purchase of goods or services made under this Participating Addendum.

Terms can be viewed on the DGS Procurement Division website (https://www.dgs.ca.gov/PD/Resources/Page-Content/Procurement-DivisionResources-List-Folder/Model-Contract-Language). i. General Provisions – Information Technology (GSPD-401IT) effective 9/5/2014.
ii. Cloud Computing Software as a Service (SaaS) General Provisions effective 6/7/2019.
iii. Cloud Computing Special Provisions for Software as a Service (SaaS) effective 03/15/18.
iv. Cloud Computing Special Provisions for Infrastructure as a Service (IaaS) & Platform as a Service (PaaS), effective 05/11/16.
2) Section 5. AVAILABLE PRODUCTS AND SERVICES is updated to read as follows:

A. The following service offerings from the Utah NASPO ValuePoint Master Agreement Number AR2472 are allowed under this Participating Addendum:
1) Software as a Service (SaaS)
2) Infrastructure as a Service (IaaS)
3) Platform as a Service (PaaS)
3) Section 6. RESTRICTIONS/DISALLOWED PRODUCTS AND SERVICES (STATE AGENCIES ONLY) is updated to read as follows:

A. The following product/service offerings are disallowed for state agencies under this Participating Addendum:
1) Value Added Services, including Additional Value Added Services such as Maintenance Services; Deployment Services; Consulting/Advisory Services; Architectural Design Services; Statement of Work Services; Partner Services, and Training Deployment Services
Redlands Regular Meeting of 09-03-24 176 of 1977
Participating Addendum 7-17-70-40-05
Amendment 2

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B. Product and service categories that are available on mandatory California statewide contracts cannot be purchased from this Participating Addendum by State agencies without an exemption. Prior to issuing a purchase order, State agencies are responsible for obtaining an exemption from DGS, and/or California Department of Technology (CDT).

C. State agencies must first obtain approval by the California Department of Technology (CDT) to use this Participating Addendum for Infrastructure as a Service (IaaS) and/or Platform as a Service (PaaS) purchases in accordance with Technology Letter 17-06 (www.cdt.ca.gov/wp-content/uploads/2017/08/TL17-06.pdf). 4) Section 14. CONTRACT MANAGEMENT subpart A is updated to read as follows:

A. The primary Contractor Contract Manager for this Participating Addendum shall be as follows:

Contractor: Carahsoft Technology Corp.

Name: Alex Cord
Phone: 703-871-8500
E-Mail: [email protected]
Address: 11493 Sunset Hills Road, Suite 100
Reston, VA 20190
5) Section 9 FULFILLMENT PARTNERS/AUTHORIZED RESELLERS is updated to read as follows:

A. Contractor may use State-approved Authorized Resellers under this Participating Addendum for sales and service functions as defined herein. 1) Orders may be placed with the Contractor or Authorized Resellers. 2) Authorized Resellers must accept purchase orders and accept payment from ordering agencies for products and services offered under this Participating Addendum.
3) Authorized Resellers are responsible for sending a copy of all purchase orders and invoices to the Contractor for compliance with quarterly usage reporting and administrative fee requirements.
4) All purchase documents to Authorized Resellers shall reference the Participating Addendum Number and Contractor Name.

Redlands Regular Meeting of 09-03-24 177 of 1977
Participating Addendum 7-17-70-40-05
Amendment 2

Page 3 of 3 ends

B. Contractor shall be responsible for successful performance and compliance with all requirements in accordance with the terms and conditions under this Participating Addendum, even if work is performed by Authorized Resellers. All State policies, guidelines, and requirements shall apply to Authorized Resellers.

C. Contractor will be the sole point of contact with regard to Participating Addendum contractual matters, reporting, and administrative fee requirements.

D. Subject to the approval of the State, Authorized Resellers may be added on a quarterly basis during the term of the contract. Contractors shall notify the State of any deleted Authorized Resellers or changes to current Authorized Resellers’ contact information in writing at any time during the contract term.

E. Contractor will be required to submit Authorized Reseller requests, in a format specified by the State, to the State Contract Administrator for approval.

F. State-approved Authorized Resellers will be posted on the State’s Cal eProcure website.

All other terms and conditions of the Participating Addendum shall remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date of execution by both parties below.

STATE OF CALIFORNIA
Department of General Services

CONTRACTOR
Carahsoft Technology Corp.

Agency Name Contractor Name
Authorized Signature Date Signed Authorized Signature Date Signed Printed Name/Title of Person Signing Printed Name/Title of Person Signing 707 Third Street
West Sacramento, CA 95605
11493 Sunset Hills Road, Suite 100
Reston, VA 20190
Address Address
Contractor Name
Authorized Signature
8/11/2021
Kristina Smith - Director of Contracts
gy
Authorized
August 11, 2021
Stephanne Lim, MAU2 Supervisor
Redlands Regular Meeting of 09-03-24 178 of 1977
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Redlands Regular Meeting of 09-03-24 195 of 1977
Redlands Regular Meeting of 09-03-24 196 of 1977
City Council Meeting I. 16.

DATE: 09/03/2024
TO: Honorable Mayor and City Council Members
SUBJECT: Approve an exception to purchasing rules and award two (2) contracts under the same solicitation and scope; approval of Professional Services Agreements with Hicks & Hartwick, Inc., and Engineering Resources of Southern California, Inc. to provide on-call general engineering services, each in an amount not-to-exceed $100,000 for the initial one-year term, with options to extend for one additional year for an amount not-to-exceed $100,000, for a total potential not-to-exceed value of $200,000; and determine that approval of these Agreements is exempt from environmental review pursuant to Section 15061(b)(3) of the State's Guidelines implementing the California Environmental Quality Act (Municipal Utilities and Engineering Director Harris)
MOTION(S):

If City Council determines the staff recommendation is appropriate, the following motions are provided:

I move that the City Council determine that approval of the Agreements with Hicks & Hartwick, Inc., and Engineering Resources of Southern California, Inc. is exempt from environmental review pursuant to Section 15061(b)(3) of the State's Guidelines implementing the California Environmental Quality Act;

1. I move that the City Council approve an exception to purchasing rules and award two (2) contracts under the same solicitation and scope;

2. I move that the City Council approve a Professional Services Agreement with Hicks & Hartwick, Inc. and

3. I move that the City Council approve a Professional Services Agreement with Engineering Resources of Southern California, Inc.

4. Redlands Regular Meeting of 09-03-24 197 of 1977
RECOMMENDATION:

Staff recommends City Council determine that approval of the Agreements with Hicks & Hartwick, Inc. and Engineering Resources of Southern California, Inc. is exempt from environmental review pursuant to Section 15061(b)(3) of the State's Guidelines implementing the California Environmental Quality Act. Staff further recommends City Council approve an exception to purchasing rules and award two (2) contracts under the same solicitation and scope; and approve Professional Services Agreements with Hicks & Hartwick, Inc. and Engineering Resources of Southern California, Inc., each for an amount not-to-exceed $100,000 for the initial one-year term, with an option to extend for one additional year for an amount not-to-exceed $100,000, resulting in a total potential value not-to-exceed $200,000.

DISCUSSION:

The MUED Engineering Division designs, constructs, and manages capital improvement projects each year including, but not limited to, underground utility replacement (water, sewer, and storm drain), street resurfacing, and bicycle/pedestrian facility replacement. The Engineering Phase of each project often requires general engineering and professional land surveying support for the preparation of construction plans and specifications. Additionally, general engineering support is also occasionally required for supplemental parcel map, tract map, easement, and survey document review, and geotechnical engineering support is required to support engineering designs.

On May 20, 2024, MUED issued a Request for Proposal (RFP) for these on-call services. On June 10, 2024, proposals were received from the following twelve (12) firms:

1. Albert A. Webb Associates, Riverside, CA

2. CASC Engineering & Consulting, Inc., Colton, CA

3. Engineering Resources of Southern California, Inc., Redlands, CA

4. Geocon West, Inc., Loma Linda, CA

5. GeoMat Testing Laboratories, Inc., Riverside, CA

6. Hicks & Hartwick, Inc., Redlands, CA

7. Hilltop Geotechnical, Inc., San Bernardino, CA

8. HR Green Pacific, Inc., Palm Desert, CA

9. IMEG Consultants Corp., Ontario, CA

10. Koury Engineering & Testing, Inc., Chino, CA

11. TKE Engineering, Inc., Riverside, CA

12. Transtech Engineers, Inc., Chino, CA
In accordance with Chapter 2.16.180 of the Redlands Municipal Code, an evaluation committee reviewed and rated the proposals based on each firm's Redlands Regular Meeting of 09-03-24 198 of 1977
demonstrated competence and professional qualifications related to specific evaluation criteria identified in the RFP. Hicks & Hartwick, Inc. (H&H) and Engineering Resources of Southern California, Inc. (ERSC) were rated as the most qualified consultants to perform the tasks listed in the RFP. Staff recommends City Council approve Agreements with Hicks & Hartwick, Inc. and Engineering Resources of Southern California, Inc., each for an amount not-to-exceed $100,000 for the initial one-year term, with an option to extend for one additional year for an amount not-to-exceed $100,000, resulting in a total potential value of $200,000.

The Redlands purchasing rules do not include specific process language for approving more than one (1) contract for the same service. However, MUED will be able to obtain the best value of such services by issuing two (2) non-exclusive agreements which will allow flexibility in selecting a particular service and cost savings for a specific task order. This requires City Council approval of an exception to the purchasing rules to approve the Agreements with H&H and ERSC, and MUED staff recommends City Council approval of this exception. These Agreements include task orders prepared and issued by the MUED staff as stated in the RFP. Each task order defines the specific scope of work for each project. These Consultants will be asked to provide a cost proposal, using rates identified in the Agreements, and a schedule for each task order issued. The Consultant’s proposal for each task order shall identify the deliverables to be provided, and any work proposed to be performed. These Consultants will only be called to provide support if needed throughout the Agreement term and no minimum amount or value of work is guaranteed.

Approval of these Agreements is exempt from environmental review pursuant to Section 15061(b)(3) of the State's Guidelines implementing the California Environmental Quality Act as there is no possibility this action will result in a significant impact on the environment.

ALTERNATIVES:

City Council may deny the staff recommendation and provide alternate direction.

STRATEGIC PLAN:

N/A
SUBMITTED BY:

John R. Harris, Municipal Utilities and Engineering Director RECOMMENDED BY:

Charles M. Duggan Jr., City Manager
Redlands Regular Meeting of 09-03-24 199 of 1977
REVIEWED BY:

Yvette Abich Garcia, City Attorney
Janice McConnell, Assistant City Manager
Danielle Garcia, Management Services/Finance Director
Dana Abramovitz-Daniel, Procurement Manager
PREPARED BY:

Goutam K. Dobey, City Engineer
Fiscal Impact
Fiscal Year: FY 24/25
Appropriation Required Y/N: No
Budgeted Y/N: Yes
Account No.: 101400
Discussion:

There is no fiscal impact associated with approval of these Agreements.

Funding for these services is included in the FY 24/25 and FY 25/26 MUED approved budget.

Attachments
Hicks & Hartwick Professional Services Agreement
ERSC Professional Services Agreement
Redlands Regular Meeting of 09-03-24 200 of 1977
1 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms

AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of On-Call General Engineering Services (“Agreement”) is made and entered in this 3rd day of September, 2024 (“Effective Date”), by and between the City of Redlands, a municipal corporation (“City”) and Hicks & Hartwick, Inc., a California corporation (“Consultant”). City and Consultant are sometimes individually referred to herein as a “Party” and, together, as the “Parties.” In consideration of the mutual promises contained herein, City and Consultant agree as follows:

ARTICLE 1 – ENGAGEMENT OF CONSULTANT

1.1 City hereby engages Consultant to provide On-Call General Engineering services for City (the “Services”).

1.2 The Services shall be performed by Consultant in a professional manner, and Consultant represents that it has the skill and the professional expertise necessary to provide the Services to City at a level of competency presently maintained by other practicing professional consultants in the industry providing like and similar types of Services.

ARTICLE 2 – SERVICES OF CONSULTANT

2.1 The Services that Consultant shall perform are more particularly described in Exhibit “A,” titled “Scope of Services,” which is attached hereto and incorporated herein by this reference.

2.2 Consultant shall comply with applicable federal, state and local laws and regulations in the performance of this Agreement including, but not limited to, any applicable State prevailing wage laws.

ARTICLE 3 – RESPONSIBILITIES OF CITY

3.1 City designates John R. Harris, Municipal Utilities and Engineering Department Director, as City’s representative with respect to performance of the Services, and such person shall have the authority to transmit instructions, receive information, interpret and define City’s policies and decisions with respect to performance of the Services.

ARTICLE 4 – PERFORMANCE OF SERVICES

4.1 Consultant shall perform and complete the Services “on-call,” in a prompt and diligent manner.

4.2 The term of this Agreement shall be for a period of one (1) year from the Effective Date of this Agreement (the “Initial Term”). The City shall have the option to extend the Initial Term of this Agreement by one (1) additional one-year term (an “Extended Term”), on the same terms and conditions, by providing written notice to Consultant at least thirty (30) days prior to the expiration of the Initial Term or any Extended Term.

Redlands Regular Meeting of 09-03-24 201 of 1977
2 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms

4.3 If Consultant’s Services include deliverable electronic visual presentation materials, such materials shall be delivered in a form, and made available to City, consistent with City Council-adopted policy for the same. It shall be the obligation of Consultant to obtain a copy of such policy from City staff.

ARTICLE 5 – PAYMENTS TO CONSULTANT

5.1 The compensation for Consultant’s performance of the Services shall not exceed the amount of One Hundred Thousand Dollars ($100,000.00) for the Services provided during the Initial Term. Should this Agreement be extended, the compensation for Consultant’s performance of the Services shall not exceed the amount of One Hundred Thousand Dollars ($100,000.00) for the Extended Term, bringing the total possible amount of compensation to a not-to-exceed amount of Two Hundred Thousand Dollars ($200,000.00). For the Initial Term and the Extended Term, City shall pay Consultant on a time and materials basis up to the not to not-to-exceed amount in accordance with the rates specified in Exhibit “B,” titled “Hourly Rate Schedule,” which is attached hereto and incorporated herein by this reference.

5.2 Consultant shall submit monthly invoices to City describing the Services performed during the preceding month. Consultant’s invoices shall include a brief description of the Services performed, the dates the Services were performed, the number of hours spent and by whom, and a description of reimbursable expenses related to the Services. City shall pay Consultant no later than thirty (30) days after receipt and approval by City of Consultant’s invoice.

5.3 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing. Any such notice shall be deemed delivered (i) on the date of delivery in person; (ii) five (5) days after deposit in first class registered mail, with return receipt requested; (iii) on the actual delivery date if deposited with an overnight courier; or (iv) on the date sent by facsimile or electronic mail transmission (including PDF), if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail; in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section:

CITY: CONSULTANT:

City Clerk Matthew C. Hicks, President
City of Redlands Hicks & Hartwick, Inc.
35 Cajon Street 37 East Olive Avenue, Suite C
P.O. Box 3005 (mailing) Redlands, CA 92373
Redlands, CA 92373 Email: [email protected]
[email protected] Phone: (909) 793-2257
Phone: (909) 798-7531 Fax: (909) 792-3763
Redlands Regular Meeting of 09-03-24 202 of 1977
3 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms ARTICLE 6 – INSURANCE AND INDEMNIFICATION

6.1 The following insurance coverage required by this Agreement shall be maintained by Consultant for the duration of its performance of the Services. Consultant shall not perform any Services unless and until the required insurance listed below is obtained by Consultant.

Consultant shall provide City with certificates of insurance and endorsements evidencing such insurance prior to commencement of the Services. Insurance policies shall include a provision prohibiting cancellation or modification of the policy except upon thirty (30) days prior written notice to City.

A. Workers’ Compensation and Employer’s Liability insurance in the amount that meets statutory requirements with an insurance carrier acceptable to City, or certification to City that Consultant is self-insured or exempt from the workers’ compensation laws of the State of California. Consultant shall execute and provide City with Exhibit “C,” titled “Workers’ Compensation Insurance Certification,” which is attached hereto and incorporated herein by this reference, prior to performance of the Services.

B. Comprehensive General Liability insurance with carriers acceptable to City in the minimum amount of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate, for public liability, property damage and personal injury is required. City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City.

C. Consultant shall secure and maintain professional liability insurance throughout the term of this Agreement in the amount of One Million Dollars ($1,000,000) per claim made.

D. Business Auto Liability coverage, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit bodily injury liability and property damage liability. This coverage shall include all Consultant owned vehicles used in connection with Consultant’s provision of the Services, hired and non-owned vehicles, and employee non-ownership vehicles. City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or selfinsurance maintained by City.

E. Consultant is expressly prohibited from assigning or subcontracting any of the Services without the prior written consent of City. In the event of mutual agreement by the Parties to assign or subcontract a portion of the Services, Consultant shall add such assignee or subcontractor as an additional insured to the insurance policies required hereby and provide City with the insurance endorsements prior to any Services being performed by the assignee or subcontractor.

6.2 Consultant shall defend, indemnify and hold harmless City and its elected and appointed officials, employees and agents from and against any and all claims, losses or liability, including attorneys’ fees, arising from injury or death to persons or damage to property Redlands Regular Meeting of 09-03-24 203 of 1977
4 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms occasioned by any negligent act or omission by, or the willful misconduct of, Consultant, or its officers, employees and agents in performing the Services.

ARTICLE 7 – CONFLICTS OF INTEREST

7.1 Consultant covenants and represents that it does not have any investment or interest in any real property that may be the subject of this Agreement or any other source of income, interest in real property or investment that would be affected in any manner or degree by the performance of Consultant’s Services. Consultant further covenants and represents that in the performance of its duties hereunder, no person having any such interest shall perform any Services under this Agreement.

7.2 Consultant agrees it is not a designated employee within the meaning of the Political Reform Act because Consultant:

A. Does not make a governmental decision whether to:
(i) approve a rate, rule or regulation, or adopt or enforce a City law; (ii) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement; (iii) authorize City to enter into, modify or renew a contract; (iv) grant City approval to a contract that requires City approval and to which City is a party, or to the specifications for such a contract; (v) grant City approval to a plan, design, report, study or similar item; (vi) adopt, or grant City approval of, policies, standards or guidelines for City or for any subdivision thereof.

B. Does not serve in a staff capacity with City and in that capacity, participate in making a governmental decision or otherwise perform the same or substantially the same duties for City that would otherwise be performed by an individual holding a position specified in City’s Conflict of Interest Code under Government Code section 87302.

7.3 In the event City determines that Consultant must disclose its financial interests, Consultant shall complete and file a Fair Political Practices Commission Form 700, Statement of Economic Interests, with the City Clerk’s office pursuant to the written instructions provided by the City Clerk.

ARTICLE 8 – GENERAL CONSIDERATIONS

8.1 In the event any action is commenced to enforce or interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys’ fees, including fees for the use of inhouse counsel by a Party.

Redlands Regular Meeting of 09-03-24 204 of 1977
5 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms

8.2 Consultant shall not assign any of the Services, except with the prior written approval of City and in strict compliance with the terms and conditions of this Agreement. Any assignment or attempted assignment without such prior written consent may, in the sole discretion of City, result in City’s immediate termination of this Agreement.

8.3 Consultant is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor. Neither City nor any its agents shall have control over the conduct of Consultant or Consultant’s employees, except as herein set forth. Consultant shall supply all necessary tools and instrumentalities required to perform the Services. Assigned personnel employed by Consultant are for its account only, and in no event shall Consultant or personnel retained by it be deemed to have been employed by City or engaged by City for the account of, or on behalf of City. Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent, nor shall Consultant have any authority, express or implied, to bind City to any obligation.

8.4 This Agreement may be terminated by City, in its sole discretion, by providing not less than five (5) days prior written notice to Consultant of City’s intent to terminate. If this Agreement is terminated by City, an adjustment to Consultant’s compensation shall be made, but (1) no amount shall be allowed for anticipated profit or unperformed Services, and (2) any payment due Consultant at the time of termination may be adjusted to the extent of any additional costs to City occasioned by any default by Consultant. Upon receipt of a termination notice, Consultant shall immediately discontinue its provision of the Services and, within five (5) days of the date of the termination notice, deliver or otherwise make available to City, copies (in both hard copy and electronic form, where applicable) of project related data, design calculations, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by Consultant in performing the Services. Consultant shall be compensated on a pro-rata basis for Services completed up to the date of termination.

8.5 Consultant shall maintain books, ledgers, invoices, accounts and other records and documents evidencing costs and expenses related to the Services for a period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant pursuant to this Agreement. Such books shall be available at reasonable times for examination by City at the office of Consultant.

8.6 This Agreement, including the Exhibits incorporated herein by reference, represents the entire agreement and understanding between the Parties as to the matters contained herein, and any prior negotiations, written proposals or verbal agreements relating to such matters are superseded by this Agreement. Except as otherwise provided for herein, any amendment to this Agreement shall be in writing, approved by City and signed by City and Consultant.

8.7 This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of laws provisions. The Parties agree that all actions or proceedings arising in connection with this Agreement shall be tried and Redlands Regular Meeting of 09-03-24 205 of 1977
6 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms litigated only in the state courts located in San Bernardino County, California, and the federal courts located in Riverside County, California.

8.8 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement.

IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement.

CITY OF REDLANDS HICKS & HARTWICK, INC.

By: ___________________________ By: _________________________ Eddie Tejeda, Mayor Matthew C. Hicks, President
ATTEST:
___________________________
Jeanne Donaldson, City Clerk
Redlands Regular Meeting of 09-03-24 206 of 1977
7 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms EXHIBIT "A"

SCOPE OF SERVICES
The scope of services include, but not be limited to, the following: land surveying, hydrologic and hydraulic analysis, landscape/grading design, roadway design, drainage and flood control design, peer review, utility locating and conflict analysis, geotechnical services, or other similar engineering services. These services may result in the preparation of engineering reports, public presentations or the preparation of plans, specifications, and estimates suitable for the public bidding process.

The following is a list of the types of consulting services being considered. Consultant and/or its sub-consultant approved by City pursuant to 6.1.E and 8.2 of this Agreement is required to have expertise in all the items listed:

• Provide staff and services on an on-call, as-needed basis. • Respond to plan check comments for permit works.
• Work with regional teams including Caltrans, San Bernardino County, and other nearby local jurisdictions regarding locally enforced state/federal regulations such as recycling, solid waste, flood control, and stormwater quality.
• Street geometrics, striping and signage analysis and design. • Provide civil design and/or construction management services repair and replacement of City infrastructure, including curb, gutter, sidewalk, driveways, ramps, street trees, signs, pavement, etc.
• Provide in-house personnel or sub-consultants for civil, geotechnical, traffic, mechanical, electrical, and landscaping architecture.
• Provide full range of engineering services including preliminary studies, public outreach; review and develop engineering plans, specifications, and estimates; and other professional services.
• Grading design.
• Storm drain infrastructure analysis and design, including hydrology and hydraulic analysis. • Structural analysis and design.
• Traffic signal design.
• Traffic studies.
• Erosion control and design of Best Management Practices. • Floodplain analyses.
• Mapping existing utilities and evaluating new/existing utility conflicts. • Construction support services include attending construction meetings, responding to requests for information (RFIs), reviewing contract material submittals, and evaluating design changes during construction.
• During construction, make on-site visits; shop drawings and test results; draft change orders; and review pay estimates.
• Geotechnical engineering services including but not limited to pavement evaluation, field observations, construction material testing, laboratory testing, plan review, geotechnical investigation, and reporting.

Redlands Regular Meeting of 09-03-24 207 of 1977
8 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms Additional requirements are as follows:

1. The Consultant’s Project Manager shall be available for periodic meetings to discuss issues related to task orders.

2. The Consultant must be adequately insured for liability and property damage pursuant to the conditions of the Agreement.

3. All work shall be performed and delivered in English Standard Units or as required by the City.

4. All survey work shall be performed on CCS/NAD 83 horizontal coordinates and use true NAVD 88 vertical controls.

5. Plans and Maps shall be submitted in the AutoCAD format in use by the City at the time of issuance of the task order, point files shall be submitted in ASCII format, and any estimates, schedules, or reports shall be submitted in Microsoft Office format.

6. Consultant shall be required to provide topographic surveys to support their work product as necessary.

Typical projects may include:

1. Street resurfacing and reconstruction, including pavement design.

2. PCC driveways, sidewalk, curb, gutter, and ADA ramps.

3. Bike lanes, crosswalks, and other traffic striping.

4. Sewer, water and storm drain infrastructure rehabilitation and replacement.

5. Site grading, retaining walls and utility replacement.

6. Park improvements, including play fields and courts, pathways, buildings, and field lighting.

7. Traffic signal and street lighting equipment replacement, including pole and cabinet foundations and conduits.

Redlands Regular Meeting of 09-03-24 208 of 1977
9 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms EXHIBIT "B"

HOURLY RATE SCHEDULE
OFFICE PERSONNEL $/ Hr.

Principal ....................................................................................................................$295.00 Project Manager ........................................................................................................$265.00 Senior Engineer .........................................................................................................$235.00 Project Engineer ........................................................................................................$215.00 Design Engineer ........................................................................................................$175.00 Designer ....................................................................................................................$150.00 Assistant Engineer ....................................................................................................$135.00 CADD Technician ....................................................................................................$115.00 Office Support/ Clerical ..............................................................................................$90.00

SURVEY PERSONNEL
2-Person Survey Crew ..............................................................................................$315.00 1-Person Survey Crew ..............................................................................................$245.00 Licensed Surveyor ....................................................................................................$255.00

TRAFFIC ENGINEERING SERVICES
Senior Principal ..................................................................................................... $335 - $375 Principal / QA/QC Manager .......................................................................................... $280 - $310 Senior Project Manager.................................................................................................. $265 - $295 Project Manager ............................................................................................................. $225 - $255 Technical Manager......................................................................................................... $210 - $240 Senior Engineer .............................................................................................................. $200 - $230 Project Engineer ............................................................................................................. $190 - $220 Designer ......................................................................................................................... $165 - $195 Assistant Engineer ......................................................................................................... $125 - $155 Engineer In Training ..................................................................................................... $100 - $130 Office Support/Clerical .................................................................................................... $95 - $125

GEOTECHNICAL ENGINEERING SERVICES
Construction Inspector – ACI/ICC and/or AWS/CWI certified (concrete, post-tension, masonry, structural steel, fireproofing; includes concrete batch plant and local steel fabrication inspections) ................................. .............................................................................................$85 Non-Destructive Testing Inspector (ultrasonic, magnetic particle, dye penetrant) ...................$90 Construction Inspector/Technician (skidmore, pull testing, torque testing, Schmidt hammer, and pachometer) .........................................................................................................................$90 Coring Technician ......................................................................................................................$90 Soils Technician (soil, base, asphalt concrete, and moisture emission testing) .........................$85 Senior Soils Technician .............................................................................................................$95 Sample Pick-Up .........................................................................................................................$60 Staff Professional .................................................................................................................. $145 Senior Staff Professional..........................................................................................................$155 Project Professional .................................................................................................................$165 Redlands Regular Meeting of 09-03-24 209 of 1977
10 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms Project Manager .......................................................................................................................$175 Senior Professional ..................................................................................................................$175 Principal Professional ..............................................................................................................$225 Principal/Consultant ...................................................................................................................235 Laboratory Supervisor............................................................................................................ $100 Clerical/Word Processing......................................................................................................... $90 Drafting ...................................................................................................................................... $90 CAD Operator/Drafting Manager .............................................................................................. $95

STRUCTURAL ENGINEERING SERVICES
Principal Engineer ..................................................................................................... $195.00 Senior Engineer ......................................................................................................... $175.00 Project Engineer ........................................................................................................ $155.00 CADD Technician ....................................................................................................... $140.00

ELECTRICAL ENGINEERING SERVICES
Principal .................................................................................................................... $200.00 Engineer .................................................................................................................... $175.00 Project Manager ........................................................................................................ $165.00 Sr. Designer............................................................................................................... $140.00 Designer .................................................................................................................... $120.00 CAD Drafting.............................................................................................................. $90.00 Clerical ........................................................................................................................ $70.00

LANDSCAPE ARCHITECTURE SERVICES
Landscape Architect.................................................................................................. $140.00 Project Manager ........................................................................................................ $125.00 Landscape Architect.................................................................................................. $160.00 Project Manager ........................................................................................................ $145.00 Redlands Regular Meeting of 09-03-24 210 of 1977
11 I:\cmo\Agreements\Hicks & Hartwick, Inc. Agreement FY24-0006.docx-ms EXHIBIT "C"
WORKERS’ COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure the payment of compensation in one or more of the following ways:
(a) By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State. (b) By securing from the Director of Industrial Relations, a certificate of consent to self-insure, either as an individual employer, or as one employer in a group of employers, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self-insure and to pay any compensation that may become due to his or her employees.

CHECK ONE
_____I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Workers’ Compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work and activities required or permitted under this Agreement. (Labor Code §1861).
_____I affirm that at all times, in performing the work and activities required or permitted under this Agreement, I shall not employ any person in any manner such that I become subject to the workers’ compensation laws of California. However, at any time, if I employ any person such that I become subject to the workers’ compensation laws of California, immediately I shall provide the City with a certificate of consent to self-insure, or a certification of workers’ compensation insurance.

I certify under penalty of perjury under the laws of the State of California that the information and representations made in this certificate are true and correct.

HICKS & HARTWICK, INC.

By: Date: ___________________
Matthew C. Hicks, President
Redlands Regular Meeting of 09-03-24 211 of 1977
1 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms

AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of On-Call General Engineering Services (“Agreement”) is made and entered in this 3rd day of September, 2024 (“Effective Date”), by and between the City of Redlands, a municipal corporation (“City”) and Engineering Resources of Southern California, Inc., a California corporation (“Consultant”). City and Consultant are sometimes individually referred to herein as a “Party” and, together, as the “Parties.” In consideration of the mutual promises contained herein, City and Consultant agree as follows:

ARTICLE 1 – ENGAGEMENT OF CONSULTANT

1.1 City hereby engages Consultant to provide On-Call General Engineering services for City (the “Services”).

ARTICLE 2 – SERVICES OF CONSULTANT

2.1 The Services that Consultant shall perform are more particularly described in Exhibit “A,” titled “Scope of Services,” which is attached hereto and incorporated herein by this reference.

ARTICLE 3 – RESPONSIBILITIES OF CITY

ARTICLE 4 – PERFORMANCE OF SERVICES

4.1 Consultant shall perform and complete the Services “on-call,” in a prompt and diligent manner.

Redlands Regular Meeting of 09-03-24 212 of 1977
2 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms

ARTICLE 5 – PAYMENTS TO CONSULTANT

CITY: CONSULTANT:

City Clerk John M. Brudin, President
City of Redlands Engineering Resources of Southern California, Inc. 35 Cajon Street 1861 W. Redlands Blvd.

P.O. Box 3005 (mailing) Redlands, CA 92373
Redlands, CA 92373 Email: [email protected]
[email protected] Phone: (909) 890-1255
Phone: (909) 798-7531 Fax: (909) 890-0995
Redlands Regular Meeting of 09-03-24 213 of 1977
3 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms ARTICLE 6 – INSURANCE AND INDEMNIFICATION

C. Consultant shall secure and maintain professional liability insurance throughout the term of this Agreement in the amount of One Million Dollars ($1,000,000) per claim made.

6.2 Consultant shall defend, indemnify and hold harmless City and its elected and appointed officials, employees and agents from and against any and all claims, losses or liability, including attorneys’ fees, arising from injury or death to persons or damage to property Redlands Regular Meeting of 09-03-24 214 of 1977
4 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms occasioned by any negligent act or omission by, or the willful misconduct of, Consultant, or its officers, employees and agents in performing the Services.

ARTICLE 7 – CONFLICTS OF INTEREST

7.2 Consultant agrees it is not a designated employee within the meaning of the Political Reform Act because Consultant:

ARTICLE 8 – GENERAL CONSIDERATIONS

Redlands Regular Meeting of 09-03-24 215 of 1977
5 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms

8.7 This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of laws provisions. The Parties agree that all actions or proceedings arising in connection with this Agreement shall be tried and Redlands Regular Meeting of 09-03-24 216 of 1977
6 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms litigated only in the state courts located in San Bernardino County, California, and the federal courts located in Riverside County, California.

IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement.

CITY OF REDLANDS ENGINEERING RESOURCES OF
SOUTHERN CALIFORNIA, INC.

By: ___________________________ By: _________________________ Eddie Tejeda, Mayor John M. Brudin, President
ATTEST:
___________________________
Jeanne Donaldson, City Clerk
Redlands Regular Meeting of 09-03-24 217 of 1977
7 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms EXHIBIT "A"

Redlands Regular Meeting of 09-03-24 218 of 1977
8 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms Additional requirements are as follows:

1. The Consultant’s Project Manager shall be available for periodic meetings to discuss issues related to task orders.

2. The Consultant must be adequately insured for liability and property damage pursuant to the conditions of the Agreement.

3. All work shall be performed and delivered in English Standard Units or as required by the City.

4. All survey work shall be performed on CCS/NAD 83 horizontal coordinates and use true NAVD 88 vertical controls.

6. Consultant shall be required to provide topographic surveys to support their work product as necessary.

Typical projects may include:

1. Street resurfacing and reconstruction, including pavement design.

2. PCC driveways, sidewalk, curb, gutter, and ADA ramps.

3. Bike lanes, crosswalks, and other traffic striping.

4. Sewer, water and storm drain infrastructure rehabilitation and replacement.

5. Site grading, retaining walls and utility replacement.

6. Park improvements, including play fields and courts, pathways, buildings, and field lighting.

7. Traffic signal and street lighting equipment replacement, including pole and cabinet foundations and conduits.

Redlands Regular Meeting of 09-03-24 219 of 1977
9 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms EXHIBIT "B"

HOURLY RATE SCHEDULE
Professional Staff
President .................................................... $305.00 Vice President ........................................... $260.00 Sr. Principal Engineer ............................... $255.00 Principal Engineer ..................................... $230.00 Assistant Principal Engineer ..................... $215.00 Engineer V ................................................. $195.00 Engineer IV ............................................... $175.00 Engineer III ............................................... $160.00 Engineer II ................................................. $145.00 Engineer I .................................................. $130.00 Engineering Staff
Principal Engineering Associate ............... $210.00 Senior Engineering Associate ................... $190.00 Engineering Associate V ........................... $165.00 Engineering Associate IV .......................... $145.00 Engineering Associate III .......................... $135.00 Engineering Associate II ........................... $120.00 Engineering Associate I ............................ $115.00 Engineering Aide II.. ................................. $65.00 Engineering Aide I .................................... $60.00 Survey Staff and Services
Principal Surveyor ..................................... $215.00 Senior Surveyor ......................................... $175.00 Surveyor III ............................................... $140.00 Surveyor II ................................................. $125.00 Surveyor I .................................................. $105.00 2-Man Survey Crew (Std Equipment/Truck)$320.00
1-Man Survey Crew (Std Equipment/Truck)$250.00
3rd Man on Survey Crew .......................... $140.00 Construction Support Staff
Construction Manager ............................... $215.00 Chief Construction Inspector .................... $165.00 Sr. Construction Inspector ......................... $155.00 Construction Inspector .............................. $145.00 Inspector Overtime (Hours 8-12/Saturdays)$200.00
Inspector Overtime (Hours 12+/Sundays). $235.00
Redlands Regular Meeting of 09-03-24 220 of 1977
10 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms Administrative Staff
Operations Manager .................................. $120.00 Operations Specialist ................................. $100.00 Administrative Assistant II........................ $90.00 Administrative Assistant I ......................... $80.00 Other Direct Expenses
Vehicle Mileage ................................... $0.70/Mile Subconsultant ....................................... Cost + 5% Reimbursable Expenses/Charges ......... Cost + 5%
Forensic Analysis ...................... Standard Rate X 2 Expert Witness ........................... Standard Rate X 3 Redlands Regular Meeting of 09-03-24 221 of 1977
11 I:\cmo\Agreements\Engineering Resources of Southern California, Inc. FY24-0005.docx-ms EXHIBIT "C"
WORKERS’ COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure the payment of compensation in one or more of the following ways:
(a) By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State. (b) By securing from the Director of Industrial Relations, a certificate of consent to self-insure, either as an individual employer, or as one employer in a group of employers, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self-insure and to pay any compensation that may become due to his or her employees.

I certify under penalty of perjury under the laws of the State of California that the information and representations made in this certificate are true and correct.

ENGINEERING RESOURCES OF
SOUTHERN CALIFORNIA, INC.

By: Date: ___________________
John M. Brudin, President
Redlands Regular Meeting of 09-03-24 222 of 1977
City Council Meeting I. 17.

DATE: 09/03/2024
TO: Honorable Mayor and City Council Members
SUBJECT: Adopt Resolution No. 8621 pursuant to Government Code Section 54221 declaring that certain real property (located near 500 North Dearborn Street, Redlands, CA comprising approximately 1,500 square feet of APNs 0170-302-06-0000 and 0170-302-18-0000) is exempt surplus land, and finding that such declaration is exempt from environmental review under the California Environmental Quality Act (Municipal Utilities and Engineering Director Harris) MOTION(S):

If City Council determines the staff recommendation is appropriate, the following motion is provided:

I move to adopt Resolution No. 8621.

RECOMMENDATION:

Staff recommends that City Council adopt Resolution No. 8621.

DISCUSSION:

The City owns property in fee located near 500 North Dearborn Street in Redlands, CA comprising approximately 1,500 square feet of APNs 0170-302-06-0000 and 0170-302-18-0000, as more particularly described in Exhibit A of the attached Resolution (the "Property"). The City would like to lease the Property to the South Coast Air Quality Management District ("SCAQMD") so that the SCAQMD can use the Property for air quality monitoring. The City will need to comply with the Surplus Land Act (Government Code Section 54220 et seq.) ("SLA") prior to entering into the lease. Adoption of the attached Resolution would declare the Property exempt surplus land and allow for lease to SCAQMD outside of the SLA, subject to review by the California Department of Housing and Community Development ("HCD").

Redlands Regular Meeting of 09-03-24 223 of 1977
In an effort to address the housing crisis throughout the state, the State Legislature revamped the SLA in 2019 to strengthen the right of first refusal for affordable housing developers to bid on local agency-owned surplus land. The SLA requires public agencies to comply with certain procedures when disposing of real property. The HCD has adopted guidelines to interpret the SLA. The SLA was recently amended by Assembly Bill 480 (Ting) and Senate Bill 229 (Umbert). These changes took effect January 1, 2024.

The SLA requires all local agencies to prioritize affordable housing, as well as parks and open space, when disposing of "surplus land." Before a local agency may dispose of land subject to the SLA, the land must be declared either "surplus land" or "exempt surplus land," as supported by written findings. For "surplus land," the City must go through a formal process to offer the land to qualifying entities and negotiate with responsive parties. However, the SLA contains exemptions for certain types of land ("exempt surplus land") where this formal process does not apply.

One such exemption is for real property that is transferred to another local, state, or federal agency for the receiving agency's use (Government Code Section 54221(f)(1)(D).). Here, this exemption fits because the City desires to lease the property to the SCAQMD, an air quality management district formed under California Health and Safety Code Section 40410 and a local agency under the SLA, so that the SCAQMD can use the Property for air quality monitoring.

Adoption of the attached Resolution would declare the Property as exempt surplus land pursuant to the aforementioned exemption. Under HCD's Surplus Land Act Guidelines ("Guidelines") promulgated pursuant to the SLA, prior to disposal of the Property, the City must submit the adopted resolution to HCD at least thirty (30) days prior to disposal so that HCD can review the exemption declaration. The attached Resolution authorizes this HCD submittal.

ALTERNATIVES:

The City Council may deny, modify, or table this request for City Council action.

STRATEGIC PLAN:

N/A
Redlands Regular Meeting of 09-03-24 224 of 1977
SUBMITTED BY:

John R. Harris, Municipal Utilities and Engineering Director RECOMMENDED BY:

Charles M. Duggan Jr., City Manager
REVIEWED BY:

Yvette M. Abich Garcia, City Attorney
Janice McConnell, Assistant City Manager
Danielle Garcia, Management Services/Finance Director
Paul Mariscal, Water Utility Manager
PREPARED BY:

John R. Harris, Municipal Utilities and Engineering Director Fiscal Impact
Fiscal Year: FY 24/25
Appropriation Required Y/N: N
Discussion:

There is no fiscal impact associated with this action.

Attachments
Resolution No. 8621
Redlands Regular Meeting of 09-03-24 225 of 1977
1 I:\cmo\Resolutions\8621 Declaring Real Property Near 500 North Dearborn Exempt Surplus Land.docx-ms RESOLUTION NO. 8621

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDLANDS PURSUANT TO GOVERNMENT CODE SECTION 54221 DECLARING THAT CERTAIN REAL PROPERTY (LOCATED NEAR 500 NORTH DEARBORN
STREET, REDLANDS, CA COMPRISING APPROXIMATELY 1,500 SQUARE FEET OF APNS 0170-302-06-0000 AND 0170-302-18-0000) IS EXEMPT

SURPLUS LAND, AND FINDING THAT SUCH DECLARATION IS EXEMPT

FROM ENVIRONMENTAL REVIEW UNDER THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT
WHEREAS, the City of Redlands (the "City") owns property located near 500 North Dearborn Street in Redlands, CA comprising approximately 1,500 square feet of APNs 0170-302- 06-0000 and 0170-302-18-0000, as more particularly described in Exhibit A, attached hereto and incorporated herein by reference (the "Property"); and
WHEREAS, the City is the fee simple owner of that Property; and WHEREAS, the Surplus Land Act, Government Code sections 54220 et seq. (the “Act”) applies when a local agency disposes of “surplus land,” which is defined in the Act as “land owned in fee simple by any local agency for which the local agency’s governing body takes formal action in a regular public meeting declaring that the land is surplus and is not necessary for the agency’s use.” (Government Code section 54221(b)(1)); and
WHEREAS, the Act expressly does “not apply to the disposal of exempt surplus land.” (Government Code section 54222.3.)
WHEREAS, under the Act, “exempt surplus land” includes land that a local agency is transferring to another local, state, or federal agency for the transferee agency’s use. (Government Code section 54221(f)(1)(D)); and
WHEREAS, the Act requires local agencies such as the City to declare certain real property they own as either “surplus land” or “exempt surplus land,” as supported by written findings, prior to any disposition of the real property; and
WHEREAS, the City desires to lease or otherwise transfer an interest in the Property to South Coast Air Quality Management District (“SCAQMD”), which is an air quality management district formed under California Health and Safety Code Section 40410 and is another local agency under the Act, and upon acquiring of the Property, SCAQMD intends to use the Property for air quality monitoring purposes; and
WHEREAS, none of the characteristics listed under Government Code section 54221(f)(2) apply to the Property; and
WHEREAS, the City Council has reviewed this Resolution and now desires to declare the Property as exempt surplus land under the Act, based on the findings and justifications contained in this Resolution.

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF REDLANDS AS FOLLOWS:

SECTION 1: The above recitals are true and correct and are a substantive part of this Resolution and findings of the City Council.

SECTION 2: The City Council hereby declares that the Property is exempt from the Act as exempt surplus land pursuant to Government Code section 54221(f)(1)(D), based on the findings contained in this Resolution for the Property, namely that the City intends to lease the Property to the SCAQMD, another local agency, for the SCAQMD’s use of the Property for air quality monitoring purposes, and none of the characteristics listed under Government Code Section 54221(f)(2) apply to the Property.

SECTION 3: This Resolution has been reviewed with respect to the applicability of the California Environmental Quality Act (Public Resources Code Section 21000 et seq.) (“CEQA”).

City staff has determined that the designation of the Property as exempt surplus does not have the potential for creating a significant effect on the environment and is therefore exempt from further review under CEQA pursuant to State CEQA Guidelines Section 15060(c)(3), because it is not a Redlands Regular Meeting of 09-03-24 226 of 1977
2 I:\cmo\Resolutions\8621 Declaring Real Property Near 500 North Dearborn Exempt Surplus Land.docx-ms project as defined by the CEQA Guidelines, Section 15378. Adoption of the Resolution, in and of itself, does not have the potential for resulting in either a direct physical change in the environment or a reasonably foreseeable indirect physical change in the environment.

SECTION 4: The City Manager or designee is hereby authorized and directed to send a copy of this Resolution to the California Department of Housing and Community Development in accordance with the requirements of Section 400(e) of the SLA Guidelines.

SECTION 5: If any section, subsection, paragraph, sentence, clause or phrase of this Resolution is declared by a court of competent jurisdiction to be unconstitutional or otherwise invalid, such decision shall not affect the validity of the remaining portions of this Resolution.

SECTION 6: The City Clerk shall certify to the adoption of this Resolution.

ADOPTED, SIGNED AND APPROVED this 3rd day of September, 2024.

Eddie Tejeda, Mayor
ATTEST:

Jeanne Donaldson, City Clerk

Redlands Regular Meeting of 09-03-24 227 of 1977
3 I:\cmo\Resolutions\8621 Declaring Real Property Near 500 North Dearborn Exempt Surplus Land.docx-ms I, Jeanne Donaldson, City Clerk of the City of Redlands, do hereby certify that the foregoing Resolution was duly adopted by the City Council at a regular meeting thereof held on the 3rd day of September, 2024, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
______________________________
Jeanne Donaldson, City Clerk

Redlands Regular Meeting of 09-03-24 228 of 1977
4 I:\cmo\Resolutions\8621 Declaring Real Property Near 500 North Dearborn Exempt Surplus Land.docx-ms

EXHIBIT A
Description and Depiction of Property
The Property comprises an approximately 1,500 square foot portion of APNs 0170-302-06-000 and 0170- 302-18-0000 as shown below within the boundaries labeled “Property Line” and more specifically within the bubbled callout near the west property boundary line.

Redlands Regular Meeting of 09-03-24 229 of 1977
City Council Meeting I. 18.

DATE: 09/03/2024
TO: Honorable Mayor and City Council Members
SUBJECT: Approve the purchase of office furniture for Water Distribution staff from Office Depot in the amount of $91,060.54 and determine that this action is exempt from environmental review pursuant to Section 15061(b)(3) of the State's guidelines implementing the California Environmental Quality Act (Municipal Utilities and Engineering Director Harris)
MOTION(S):

If City Council determines the staff recommendation is appropriate, the following motion is provided:

I move that the City Council determine that purchasing office furniture is exempt from environmental review pursuant to Section 15061(b)(3) of the State's guidelines implementing the California Environmental Quality Act and approve the purchase of Water Distribution office furniture from Office Depot in the amount of $91,060.54.

RECOMMENDATION:

Staff recommends that City Council determine that purchasing office furniture is exempt from environmental review pursuant to Section 15061(b)(3) of the State's guidelines implementing the California Environmental Quality Act and recommends approval to purchase Water Distribution office furniture from Office Depot in the amount of $91,060.54.

Redlands Regular Meeting of 09-03-24 230 of 1977
DISCUSSION:

The MUED Water Distribution Division office is located at the City's Corporate Yard and currently includes space for sixteen (16) employees in a modified industrial building. The number of employees assigned to this location will increase to twenty-two (22) prior to the relocation of Civic Campus employees to the new 300 East State Street location. The existing Water Distribution Division office must be modified to provide space and office furniture for the additional staff. This includes purchasing additional office furniture that will allow the space to be utilized for large training sessions.

The City will leverage the Omnia Partners, Region 4 Education Service Center (Contract No. R191812) cooperative purchasing contract which is used to establish a national cooperative contract for furniture, installation and related services. This cooperative contract agreement was competitively solicited, evaluated, and awarded to Office Depot. Omnia Partners procurement system meets the City's procurement requirements for cooperative, intergovernmental and piggybacking purchases. The City will save $56,884.46 by utilizing the Omnia Partners procurement process.

This purchase is exempt from environmental review pursuant to Section 15061(b)(3) of the State's guidelines implementing the California Environmental Quality Act, as the proposed action does not have the potential to cause any significant environmental impact.

ALTERNATIVES:

City Council may deny the staff recommendation and provide alternate direction.

STRATEGIC PLAN:

N/A
SUBMITTED BY:

John R. Harris, Municipal Utilities and Engineering Director RECOMMENDED BY:

Charles M. Duggan Jr., City Manager
Redlands Regular Meeting of 09-03-24 231 of 1977
REVIEWED BY:

Janice McConnell, Assistant City Manager
Danielle Garcia, Management Services/Finance Director
Dana Abramovitz-Daniel, Procurement Manager
PREPARED BY:

Paul Mariscal, Water Utility Manager
Fiscal Impact
Fiscal Year: FY 24/25
Revenue Generating: N
Appropriation Required Y/N: N
Amount: $91,060.54
Budgeted Y/N: Y
Account No.: 501900
Discussion:

There is no fiscal impact associated with this action. The FY 24/25 MUED Budget includes funding for this purchase.

Attachments
Office Depot Quote
Office Depot Plan View
Office Depot Contract
Omnia Executive Summary
Omnia Product Discount Summary
Redlands Regular Meeting of 09-03-24 232 of 1977

WATER TREATMENT
Patricia "Patti" Maneri
Business Development Manager - Furniture
562-490-7476
[email protected]

PAUL MARISCAL

CITY OF REDLANDS-WATER DEPT
1270 W PARK
REDLANDS CA 92373
7/1/2024
89255307/120
619869
Product Price:

Date:

Unit
Reference #:

Mfg Name
ph
P r o p o s a l
Item Qty Extended
Account #/ID

CONTRACT
REGION 4/OMNIA R191812
1 1
OFFICE
H10592
10500 Series Desk Shell 72W x 30D x 29-1/2H
1 $1,007.00
$453.15
$1,007.00
$453.15

55.00 List:

Sell:

Sell %
2 HON
Select Top Laminate Color Grd L2 Standard Laminates $(L2STD) Select Top Laminate Color Portico Teak .LPT1
Select Chassis Laminate Color Portico Teak LPT1
H105R2448
48Wx24D Rectangle Worksurface
1 $352.00
$158.40
$352.00
$158.40

55.00 List:

Sell:

Sell %
3 HON
Select Top Laminate Color Grd L2 Standard Laminates $(L2STD) Select Top Laminate Color Portico Teak .LPT1
Select Edge Color Portico Teak DP
H10524LEP
15-3/4Wx23-7/8Dx28-1/2H L-Shaped End Panel
1 $356.00
$160.20
$356.00
$160.20

55.00 List:

Sell:

Sell %
4 HON
Select Laminate Grd L2 Standard Laminates $(L2STD)
Select Grade 2 Laminate Finish Portico Teak .LPT1
H10502
10500 Series Floorstnd Full Ht Ped B/B/F 15-5/8W x 22-3/4D 1 $893.00
$401.85
$893.00
$401.85

55.00 List:

Sell:

Sell %
5 HON
Select Laminate Grd L2 Standard Laminates $(L2STD)
Select Grade 2 Laminate Finish Portico Teak .LPT1
H10504
10500 Series Floorstnding Full Ht Ped F/F 15-5/8W x 22-3/4D 1 $893.00
$401.85
$893.00
$401.85

55.00 List:

Sell:

Sell %
6 HON
Select Laminate Grd L2 Standard Laminates $(L2STD)
Select Grade 2 Laminate Finish Portico Teak .LPT1
H105327
10500 Series Stack on Storage 78"W for 78D Workstations 1 $1,512.00
$680.40
$1,512.00
$680.40

55.00 List:

Sell:

Sell %
7 HON
Select Top Laminate Color Grd L2 Standard Laminates $(L2STD) www.WorkspaceInteriorsOD.com Page 1 of 9
Redlands Regular Meeting of 09-03-24 233 of 1977

WATER TREATMENT
Patricia "Patti" Maneri
Business Development Manager - Furniture
562-490-7476
[email protected]

PAUL MARISCAL

CITY OF REDLANDS-WATER DEPT
1270 W PARK
REDLANDS CA 92373
7/1/2024
89255307/120
619869
Product Price:

Date:

Unit
Reference #:

Mfg Name
ph
P r o p o s a l
Item Qty Extended
Account #/ID
Select Top Laminate Color Portico Teak .LPT1
Select Chassis Laminate Color Portico Teak LPT1
H105857
10500 Series Back enclosure for 78"W Stack on Storage
1 $340.00
$153.00
$340.00
$153.00

55.00 List:

Sell:

Sell %
8 HON
Select Laminate Grd L2 Standard Laminates $(L2STD)
Select Grade 2 Laminate Finish Portico Teak .LPT1
H90057
10500 Series Tckbd for 78"W Stack on Strg Bck Enclosure 1 $436.00
$196.20
$436.00
$196.20

55.00 List:

Sell:

Sell %
9 HON
Fabric Selection Grd B Fab $(B)
Grd B Fab Rush .RUSH
Rush Fabric Selection Tiger 22
HLED31AS
31" LED LIGHT W/ POWER SUPPLY (SINGLE)
1 $745.00
$335.25
$745.00
$335.25

55.00 List:

Sell:

Sell %
10 HON
H105690
10500 Series 36Wx24Dx29-1/2H Lateral File Two-Drawer
1 $1,350.00
$607.50
$1,350.00
$607.50

55.00 List:

Sell:

Sell %
11 HON
Select Top Laminate Color Grd L2 Standard Laminates $(L2STD) Select Top Laminate Color Portico Teak .LPT1
Select Chassis Laminate Color Portico Teak LPT1
H10563
10500 Series Lat File 2-Drawer 36W x 20D x
1 $1,282.00
$576.90
$1,282.00
$576.90

55.00 List:

Sell:

Sell %
12 HON
Select Top Laminate Color Grd L2 Standard Laminates $(L2STD) Select Top Laminate Color Portico Teak .LPT1
Select Chassis Laminate Color Portico Teak LPT1
H105292
1050 Series Bookcase Hutch 36"W x 37-1/8"H
1 $738.00
$332.10
$738.00
$332.10

55.00 List:

Sell:

Sell %
13 HON
Select Top Laminate Color Grd L2 Standard Laminates $(L2STD) Select Top Laminate Color Portico Teak .LPT1
Select Chassis Laminate Color Portico Teak LPT1
HF23B
Black Removable Lock Core Kit
4 $46.00
$20.70
$184.00
$82.80

55.00 List:

Sell:

Sell %
14 HON
www.WorkspaceInteriorsOD.com Page 2 of 9
Redlands Regular Meeting of 09-03-24 234 of 1977

WATER TREATMENT
Patricia "Patti" Maneri
Business Development Manager - Furniture
562-490-7476
[email protected]

PAUL MARISCAL

CITY OF REDLANDS-WATER DEPT
1270 W PARK
REDLANDS CA 92373
7/1/2024
89255307/120
619869
Product Price:

Date:

Unit
Reference #:

Mfg Name
ph
P r o p o s a l
Item Qty Extended
Account #/ID
Select Key Number 115E .X115E
HIWMM
Ignition 2 Task Mid-back, ilira back
1 $1,034.00
$465.30
$1,034.00
$465.30

55.00 List:

Sell:

Sell %
15 HON
Control Type Synchro-Tilt w/ Indep Back Ang .Y3
Select Arm Type Height and Width Adj. Arm .A
Select Caster/Glide Option Black All-Surface Caster .S
Select Mesh Color 4-Way Black .IM
Select Upholstery $(2) Grade 2 Uph
Upholstery Selection .WP Whisper Vinyl
Whisper Vinyl 23 Luggage
Select Lumbar .BL Black Adjustable Lumbar
Select Base .SB Standard Base
Select Frame Color .T Black
HSGS6
Accomodate Set of Two Guest Chairs
1 $1,190.00
$535.50
$1,190.00
$535.50

55.00 List:

Sell:

Sell %
16 HON
Select Arm Type Fixed .F
Select Caster Option Standard Nylon Glide .E
Select Upholstery Grade 2 Uph $(2)
Grd 2 Upholstery Selection Whisper Vinyl .WP
Whisper Vinyl Luggage 23
Accommodate Frame Opt Charblack .CBK
HTLSCULRND16MML
Sculpt 16.5" Rnd Tbl -Med Mtl Legs Lam Top
1 $786.00
$353.70
$786.00
$353.70

55.00 List:

Sell:

Sell %
17 HON
Grommet Selection No Cutout .N
Laminate Selection Grd L2 Standard Laminates $(L2STD)
Select Grade 2 Laminate Finish Portico Teak .LPT1
Select Paint P1 Paint Opts $(P1)
Select Grade 1 Paint Black .P71
Caster Selection Glide .G
$13,098.00
Subtotal Sell: $5,894.10
Subtotal List:

OPEN AREA
TWB7224SS
TechWorks, 72"W x 24"D x 26-38"H Adjustable Bench w/
Stainless Steel surface (no grommet)
11 $5,801.00
$3,480.60
$63,811.00
$38,286.60

40.00 List:

Sell:

Sell %
18 Safco
www.WorkspaceInteriorsOD.com Page 3 of 9
Redlands Regular Meeting of 09-03-24 235 of 1977

WATER TREATMENT
Patricia "Patti" Maneri
Business Development Manager - Furniture
562-490-7476
[email protected]

PAUL MARISCAL

CITY OF REDLANDS-WATER DEPT
1270 W PARK
REDLANDS CA 92373
7/1/2024
89255307/120
619869
Product Price:

Date:

Unit
Reference #:

Mfg Name
ph
P r o p o s a l
Item Qty Extended
Account #/ID
TW Paint Finishes Tech Silver HK5
TWDRWR
15"W x 6"H x 20"D, Utility Drawer without Lock (order lock separately)
22 $741.00
$444.60
$16,302.00
$9,781.20

40.00 List:

Sell:

Sell %
19 Safco
TW Paint Finishes Tech Silver HK5
HIWMM
Ignition 2 Task Mid-back, ilira back
22 $942.00
$423.90
$20,724.00
$9,325.80

55.00 List:

Sell:

Sell %
20 HON
Control Type Synchro-Tilt w/ Indep Back Ang .Y3
Select Arm Type Armless .N
Select Caster/Glide Option Black All-Surface Caster .S
Select Mesh Color 4-Way Black .IM
Select Upholstery $(2) Grade 2 Uph
Upholstery Selection .WP Whisper Vinyl
Whisper Vinyl 40 Black
Select Lumbar .BL Black Adjustable Lumbar
Select Base .SB Standard Base
Select Frame Color .T Black
HFSC183640R
Flagship Stg Cab 39 1/8Hx36Wx18D R Pulls-2 Adj Shlf
3 $1,504.00
$691.84
$4,512.00
$2,075.52

54.00 List:

Sell:

Sell %
21 HON
Lock/Omt Opts OMT Core to Order Key Alike .X
Select Paint Color P2 Paint Opts $(P2)
Select Grade 2 Paint Platinum Metallic .T1
HLSLR2036
Voi 20"D x 36" W Rectangle Worksurface
3 $344.00
$154.80
$1,032.00
$464.40

55.00 List:

Sell:

Sell %
22 HON
Select Laminate Grd L2 Standard Laminates $(L2STD)
Select Top Laminate Color Portico Teak .LPT1
Select Edge Color Portico Teak DP
Select Grommet No Grommets .X
HPWRMOD2WC
DISC 6/30/24 2 Receptacle 2 USB Worksurface Clamp
3 $672.00
$302.40
$2,016.00
$907.20

55.00 List:

Sell:

Sell %
23 HON
Select Color Storm .STRM
www.WorkspaceInteriorsOD.com Page 4 of 9
Redlands Regular Meeting of 09-03-24 236 of 1977

WATER TREATMENT
Patricia "Patti" Maneri
Business Development Manager - Furniture
562-490-7476
[email protected]

PAUL MARISCAL

CITY OF REDLANDS-WATER DEPT
1270 W PARK
REDLANDS CA 92373
7/1/2024
89255307/120
619869
Product Price:

Date:

Unit
Reference #:

Mfg Name
ph
P r o p o s a l
Item Qty Extended
Account #/ID
H10534
10500 SeriesStack-on Storage 72"W x 14-5/8D x 37-1/8H
1 $1,317.00
$592.65
$1,317.00
$592.65

55.00 List:

Sell:

Sell %
24 HON
Select Top Laminate Color Grd L2 Standard Laminates $(L2STD) Select Top Laminate Color Portico Teak .LPT1
Select Chassis Laminate Color Portico Teak LPT1
H105321
10500 Series Stack on Storage 36"W x 14-5/8"D x 37-1/8" 1 $862.00
$387.90
$862.00
$387.90

55.00 List:

Sell:

Sell %
25 HON
Select Top Laminate Color Grd L2 Standard Laminates $(L2STD) Select Top Laminate Color Portico Teak .LPT1
Select Chassis Laminate Color Portico Teak LPT1
H105349
10500 Series Stack-on Storage Clearance End Panel Kit
1 $472.00
$212.40
$472.00
$212.40

55.00 List:

Sell:

Sell %
26 HON
Select Laminate Grd L2 Standard Laminates $(L2STD)
Select Grade 2 Laminate Finish Portico Teak .LPT1
HLED31A
31" LED Light W/PwrSupplyForDaisyChain(STARTER)
1 $817.00
$367.65
$817.00
$367.65

55.00 List:

Sell:

Sell %
27 HON
HLED17AUO
17"LED Lt w/8"JmprCordDaisyChain(FOLLOWR)
1 $499.00
$224.55
$499.00
$224.55

55.00 List:

Sell:

Sell %
28 HON
H9173R
Flagship 30W 3-Drw "R" Pull Lateral 30W 39-1/8H 18D
7 $1,770.00
$814.20
$12,390.00
$5,699.40

54.00 List:

Sell:

Sell %
29 HON
Lock/Omt Opts OMT Core to Order Key Alike .X
Select Paint Color P2 Paint Opts $(P2)
Select Grade 2 Paint Platinum Metallic .T1
HFSC183664R
Flagship Stg Cab 64 1/4Hx36Wx18D R Pulls&4 Adj Shlf
2 $2,166.00
$996.36
$4,332.00
$1,992.72

54.00 List:

Sell:

Sell %
30 HON
Lock/Omt Opts OMT Core to Order Key Alike .X
Select Paint Color P2 Paint Opts $(P2)
Select Grade 2 Paint Platinum Metallic .T1
www.WorkspaceInteriorsOD.com Page 5 of 9
Redlands Regular Meeting of 09-03-24 237 of 1977

WATER TREATMENT
Patricia "Patti" Maneri
Business Development Manager - Furniture
562-490-7476
[email protected]

PAUL MARISCAL

CITY OF REDLANDS-WATER DEPT
1270 W PARK
REDLANDS CA 92373
7/1/2024
89255307/120
619869
Product Price:

Date:

Unit
Reference #:

Mfg Name
ph
P r o p o s a l
Item Qty Extended
Account #/ID
HF23C
Lock Core Replacement Kit Brushed Chrome
1 $65.00
$29.25
$65.00
$29.25

55.00 List:

Sell:

Sell %
31 HON
Select Key Number 116E .X116E
H919430
30Wx18D Square Edge Laminate Top For Lateral File
7 $600.00
$270.00
$4,200.00
$1,890.00

55.00 List:

Sell:

Sell %
32 HON
Select Laminate Grd L2 Standard Laminates $(L2STD)
Select Grade 2 Laminate Finish Portico Teak .LPT1
H919436
36Wx18D Square Edge Laminate Top For Lateral File
2 $748.00
$336.60
$1,496.00
$673.20

55.00 List:

Sell:

Sell %
33 HON
Select Laminate Grd L2 Standard Laminates $(L2STD)
Select Grade 2 Laminate Finish Portico Teak .LPT1
$134,847.00
Subtotal Sell: $72,910.44
Subtotal List:

ZZ
Fabrication
Labor to receive/deliver/install above product.
1 $4,929.29 $4,929.29
34 $4,929.29
List:

Sell:

Subtotal Sell:

EST SALES TAX (8.75%) Sell: $7,326.71 $7,326.71
Total List:

Total Sell:
$147,945.00
$91,060.54
www.WorkspaceInteriorsOD.com Page 6 of 9
Redlands Regular Meeting of 09-03-24 238 of 1977

WATER TREATMENT
Patricia "Patti" Maneri
Business Development Manager - Furniture
562-490-7476
[email protected]

PAUL MARISCAL

CITY OF REDLANDS-WATER DEPT
1270 W PARK
REDLANDS CA 92373
7/1/2024
89255307/120
619869
Product Price:

Date:

Unit
Reference #:

Mfg Name
ph
P r o p o s a l
Item Qty Extended
Account #/ID
Proposal Notes
Deposit Required:

Additional Information:
www.WorkspaceInteriorsOD.com Page 7 of 9
Redlands Regular Meeting of 09-03-24 239 of 1977

WATER TREATMENT
Patricia "Patti" Maneri
Business Development Manager - Furniture
562-490-7476
[email protected]

PAUL MARISCAL

CITY OF REDLANDS-WATER DEPT
1270 W PARK
REDLANDS CA 92373
7/1/2024
89255307/120
619869
Product Price:

Date:

Unit
Reference #:

Mfg Name
ph
P r o p o s a l
Item Qty Extended
Account #/ID
www.WorkspaceInteriorsOD.com Page 8 of 9
Redlands Regular Meeting of 09-03-24 240 of 1977

WATER TREATMENT
Patricia "Patti" Maneri
Business Development Manager - Furniture
562-490-7476
[email protected]

PAUL MARISCAL

CITY OF REDLANDS-WATER DEPT
1270 W PARK
REDLANDS CA 92373
7/1/2024
89255307/120
619869
Product Price:

Date:

Unit
Reference #:

Mfg Name
ph
P r o p o s a l
Item Qty Extended
Account #/ID
Special Instructions:

Proposal valid for 30 days
Financing options available, ask our team about our Furniture Leasing Program.

Please note: a deposit is required on all furniture orders prior to order placement One of the following is required prior to placing your order: Signed Terms and Condition, Furniture Agreement on file or a Workspace Interiors Furniture Addendum on file
Workspace Interiors may require additional credit information, prior to placing your order The appropriate tax will be applied at the time of invoicing This proposal contains Special Order items that are Not Returnable Once an order is placed, cancellations are Not Allowed.

Estimated leadtime is subject to the manufactures production / shipping schedule www.WorkspaceInteriorsOD.com Page 9 of 9
Redlands Regular Meeting of 09-03-24 241 of 1977

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Region 4 Education Service Center (ESC)
Contract # R191812
for
Furniture, Installation and Related Services
with
Office Depot, Inc.

Effective: May 1, 2020

Redlands Regular Meeting of 09-03-24 245 of 1977
The following documents comprise the executed contract between the Region 4 Education Service Center and the Office Depot, Inc. effective May 1, 2020:

I. Vendor Contract and Signature Form
II. Supplier’s Response to the RFP, incorporated by reference Redlands Regular Meeting of 09-03-24 246 of 1977

APPENDIX A
This Contract (“Contract”) is made as of May 1, 2020_, 2019 by and between Office Depot, Inc. (“Contractor”) and Region 4 Education Service Center (“Region 4 ESC”) for the purchase of Furniture, Installation, and Related Services (“the products and services”).

RECITALS
WHEREAS, Region 4 ESC issued Request for Proposals number RFP #19-18 for Furniture, Installation, and Related Services (“RFP”), to which Contractor provided a response (“Proposal”); and
WHEREAS, Region 4 ESC selected Contractor’s Proposal and wishes to engage Contractor in providing the services/materials described in the RFP and Proposal; WHEREAS, both parties agree and understand the following pages will constitute the Contract between the Contractor and Region 4 ESC, having its principal place of business at 7145 West Tidwell Road, Houston, TX 77092.

WHEREAS, Contractor included, in writing, any required exceptions or deviations from these terms, conditions, and specifications; and it is further understood that, if agreed to by Region 4 ESC, said exceptions or deviations are incorporated into the Contract.

WHEREAS, this Contract consists of the provisions set forth below, including provisions of all attachments referenced herein. In the event of a conflict between the provisions set forth below and those contained in any attachment, the provisions set forth below shall control.

Region 4 ESC shall review the Contract prior to the renewal date and notify the Contractor of Region 4 ESC’s intent renew the Contract. Contractor may elect not to renew by providing one hundred eighty days’ notice to Region 4 ESC.
2) Scope: Contractor shall perform all duties, responsibilities and obligations, set forth in this agreement, and described in the RFP, incorporated herein by reference as though fully set forth herein.
3) Form of Contract. The form of Contract shall be the RFP, the Offeror’s proposal and Best and Final Offer(s).
4) Order of Precedence. In the event of a conflict in the provisions of the Contract as accepted by Region 4 ESC, the following order of precedence shall prevail:
i. This Contract
ii. Offeror’s Best and Final Offer
iii. Offeror’s proposal
Redlands Regular Meeting of 09-03-24 247 of 1977
iv. RFP and any addenda
5) Commencement of Work. The Contractor is cautioned not to commence any billable work or provide any material or service under this Contract until Contractor receives a purchase order for such work or is otherwise directed to do so in writing by Region 4 ESC. 6) Entire Agreement (Parol evidence). The Contract, as specified above, represents the final written expression of agreement. All agreements are contained herein and no other agreements or representations that materially alter it are acceptable. 7) Assignment of Contract. No assignment of Contract may be made without the prior written approval of Region 4 ESC. Contractor is required to notify Region 4 ESC when any material change in operations is made (i.e. bankruptcy, change of ownership, merger, etc.). 8) Novation. If Contractor sells or transfers all assets or the entire portion of the assets used to perform this Contract, a successor in interest must guarantee to perform all obligations under this Contract. Region 4 ESC reserves the right to accept or reject any new party. A change of name agreement will not change the contractual obligations of Contractor. 9) Contract Alterations. No alterations to the terms of this Contract shall be valid or binding unless authorized and signed by Region 4 ESC.
10) Adding Authorized Distributors/Dealers. Contractor is prohibited from authorizing additional distributors or dealers, other than those identified at the time of submitting their proposal, to sell under the Contract without notification and prior written approval from Region 4 ESC.

Contractor must notify Region 4 ESC each time it wishes to add an authorized distributor or dealer. At Contractor’s discretion, purchase orders and payment may be made to Authorized Distributor/Dealer. Pricing provided to members by added distributors or dealers must also be less than or equal to the Contractor’s pricing.
11) TERMINATION OF CONTRACT
a) Cancellation for Non-Performance or Contractor Deficiency. Region 4 ESC may terminate the Contract if purchase volume is determined to be low volume in any 12-month period.

Region 4 ESC reserves the right to cancel the whole or any part of this Contract due to failure by Contractor to carry out any obligation, term or condition of the contract. Region 4 ESC shall issue a written deficiency notice to Contractor for acting or failing to act in any of the following:
i. Providing material that does not meet the specifications of the Contract; ii. Providing work or material was not awarded under the Contract; iii. Failing to adequately perform the services set forth in the scope of work and specifications;
iv. Failing to complete required work or furnish required materials within a reasonable amount of time;
v. Failing to make progress in performance of the Contract or giving Region 4 ESC reason to believe Contractor will not or cannot perform the requirements of the Contract; or
vi. Performing work or providing services under the Contract prior to receiving an authorized purchase order.

Upon receipt of a written deficiency notice, Contractor shall have ten (10) days to provide a satisfactory response to Region 4 ESC. Failure to adequately address all issues of Redlands Regular Meeting of 09-03-24 248 of 1977
concern may result in Contract cancellation. Upon cancellation under this paragraph, all goods, materials, work, documents, data and reports prepared by Contractor under the Contract shall immediately become the property of Region 4 ESC. b) Termination for Cause. If, for any reason, Contractor fails to fulfill its obligation in a timely manner, or Contractor violates any of the covenants, agreements, or stipulations of this Contract Region 4 ESC reserves the right to terminate the Contract immediately and pursue all other applicable remedies afforded by law. Such termination shall be effective by delivery of notice, to the Contractor, specifying the effective date of termination. In such event, all documents, data, studies, surveys, drawings, maps, models and reports prepared by Contractor will become the property of the Region 4 ESC. If such event does occur, Contractor will be entitled to receive just and equitable compensation for the satisfactory work completed on such documents.
c) Delivery/Service Failures. Failure to deliver goods or services within the time specified, or within a reasonable time period as interpreted by the purchasing agent or failure to make replacements or corrections of rejected articles/services when so requested shall constitute grounds for the Contract to be terminated. In the event Region 4 ESC must purchase in an open market, Contractor agrees to reimburse Region 4 ESC, within a reasonable time period, for all expenses incurred.
d) Force Majeure. If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch.

The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, or other industrial disturbances, act of public enemy, orders of any kind of government of the United States or the State of Texas or any civil or military authority; insurrections; riots; epidemics; landslides; lighting; earthquake; fires; hurricanes; storms; floods; washouts; droughts; arrests; restraint of government and people; civil disturbances; explosions, breakage or accidents to machinery, pipelines or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable in the judgment of the party having the difficulty. e) Standard Cancellation. Either party may cancel this Contract in whole or in part by providing written notice to the other party. The cancellation will take effect six months after the other party receives the notice of cancellation. After the 180th business day all work will cease following completion of final purchase order. 12) Licenses. Contractor shall maintain in current status all federal, state and local licenses, bonds and permits required for the operation of the business conducted by Contractor. Contractor shall remain fully informed of and in compliance with all ordinances and regulations pertaining to the lawful provision of services under the Contract. Region 4 ESC reserves the right to stop work and/or cancel the Contract if Contractor’s license(s) expire, lapse, are suspended or terminated.
13) Survival Clause. All applicable software license agreements, warranties or service agreements that are entered into between Contractor and Region 4 ESC under the terms and Redlands Regular Meeting of 09-03-24 249 of 1977
conditions of the Contract shall survive the expiration or termination of the Contract. All Purchase Orders issued and accepted by Contractor shall survive expiration or termination of the Contract.
14) Delivery. Conforming product shall be shipped within 7 days of receipt of Purchase Order. If delivery is not or cannot be made within this time period the Contractor must receive authorization for the delayed delivery. The order may be canceled if the estimated shipping time is not acceptable. All deliveries shall be freight prepaid, F.O.B. Destination and shall be included in all pricing offered unless otherwise clearly stated in writing. Office Depot may institute a Fifty Dollar ($50.00) minimum order value per delivered order. Orders that do not comply with such minimum order value will be processed subject to a special handling fee.

The price set forth in this Agreement includes dock and/or mailroom delivery for orders exceeding $50.00. Additional freight charges may apply for items exceeding 70lbs in weight and/or 110” in length/width, bulk items, cases of bottled water and other beverage, furniture, Hawaii, Alaska and Puerto Rico orders, special orders and/or rush deliveries. 15) Inspection & Acceptance. If defective or incorrect material is delivered, Region 4 ESC may make the determination to return the material to the Contractor at no cost to Region 4 ESC in accordance to the terms and conditions of Contractor’s return policy located at www.officedepot.com and incorporated by reference. The Contractor agrees to pay all shipping costs for the return shipment. Contractor shall be responsible for arranging the return of the defective or incorrect material.
16) Payments. Invoice are due thirty (30) days from the date of invoice. Contractor shall establish Region 4 ESC’s credit limit, which may be lowered (or Contractor may refuse to ship any orders) if at any time: (a) Region 4 ESC is delinquent in making payment to Contractor; (b) Region 4 ESC is in breach of any resulting agreement; or (c) Region 4 ESC’s credit standing becomes impaired or reasonably unsatisfactory to Contractor. Payment shall be made after satisfactory performance, in accordance with all provisions thereof, and upon receipt of a properly completed invoice.
17) Price Adjustments. Should it become necessary or proper during the term of this Contract to make any change in design or any alterations that will increase price, Region 4 ESC must be notified immediately. Price increases must be approved by Region 4 ESC and no payment for additional materials or services, beyond the amount stipulated in the Contract shall be paid without prior approval. All price increases must be supported by manufacturer documentation, or a formal cost justification letter. Contractor must honor previous prices for thirty (30) days after approval and written notification from Region 4 ESC. It is the Contractor’s responsibility to keep all pricing up to date and on file with Region 4 ESC. All price changes must be provided to Region 4 ESC, using the same format as was provided and accepted in the Contractor’s proposal.

In the event of extenuating market conditions, Region 4 ESC and Contractor may elect to implement an increase on products, goods and materials affected by uncertainties in the marketplace. Requests Redlands Regular Meeting of 09-03-24 250 of 1977
for extenuating market conditions will follow the US Trade Representative website: https://ustr.gov, or other indices, U.S. domestic micro-economic fluctuations, changes in paper and raw materials, including but not limited to transportation, shipping material, etc. Should the terms of the extenuating market conditions change, the increase will be altered, reduce or eliminated as expediently as possible. Contractor will provide written justification to Region 4 ESC before implementing the increase.
18) Audit Rights. Contractor shall, at its sole expense, maintain appropriate due diligence of all purchases made by Region 4 ESC and any entity that utilizes this Contract. Subject confidentiality agreements between Contractor and third parties, and no more than annually, Region 4 ESC, at its expense reserves the right to audit the accounting for a period of three (3) years from the time such purchases are made. This audit right shall survive termination of this Agreement for a period of one (1) year from the effective date of termination. Region 4 ESC shall have the authority to conduct random audits of Contractor’s pricing at Region 4 ESC's sole cost and expense. Notwithstanding the foregoing, Region 4 ESC may conduct the audit internally or may engage a third-party auditing firm. Any third-party auditor used must be approved by Contractor and must execute a non-disclosure agreement. Contractor may dispute the results of any audit and will refund any overcharges to Region 4 ESC and Region 4 ESC will refund any undercharges to Contractor. In the event of an audit, the requested materials shall be provided in the format and at the location designated by Region 4 ESC. 19) Discontinued Products. If a product or model is discontinued by the manufacturer, Contractor may substitute a new product or model if the replacement product meets or exceeds the specifications and performance of the discontinued model and if the discount is the same or greater than the discontinued model.
20) New Products/Services. New products and/or services that meet the scope of work may be added to the Contract. Pricing shall be equivalent to the percentage discount for other products. Contractor may replace or add product lines if the line is replacing or supplementing products, is equal or superior to the original products, is discounted similarly or greater than the original discount, and if the products meet the requirements of the Contract. No products and/or services may be added to avoid competitive procurement requirements. Region 4 ESC may require additions to be submitted with documentation from Members demonstrating an interest in, or a potential requirement for, the new product or service. Region 4 ESC may reject any additions without cause.
21) Options. Optional equipment for products under Contract may be added to the Contract at the time they become available under the following conditions: 1) the option is priced at a discount similar to other options; 2) the option is an enhancement to the unit that improves performance or reliability.
22) Warranty Conditions. Contractor’s warranties will be limited to Contractor-branded products only, and for all other products, Contractor will pass through to Region 4 ESC all manufacturersupplied end-user warranties. 23) Site Cleanup. Contractor shall clean up and remove all debris and rubbish resulting from their work as required or directed. Upon completion of the work, the premises shall be left in good repair and an orderly, neat, clean, safe and unobstructed condition. 24) Site Preparation. Contractor shall not begin a project for which the site has not been prepared, unless Contractor does the preparation work at no cost, or until Region 4 ESC includes the Redlands Regular Meeting of 09-03-24 251 of 1977
cost of site preparation in a purchase order. Site preparation includes, but is not limited to:
moving furniture, installing wiring for networks or power, and similar pre-installation requirements.
25) Registered Sex Offender Restrictions. For work to be performed at schools, Contractor agrees no employee or employee of a subcontractor who has been adjudicated to be a registered sex offender will perform work at any time when students are or are reasonably expected to be present. Contractor agrees a violation of this condition shall be considered a material breach and may result in the cancellation of the purchase order at Region 4 ESC’s discretion. Contractor must identify any additional costs associated with compliance of this term. If no costs are specified, compliance with this term will be provided at no additional charge.
26) Safety measures. Contractor shall take all reasonable precautions for the safety of employees on the worksite and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Contractor shall post warning signs against all hazards created by its operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage.
27) Smoking. Persons working under the Contract shall adhere to local smoking policies.

Smoking will only be permitted in posted areas or off premises. 28) Stored materials. Upon prior written agreement between the Contractor and Region 4 ESC, payment may be made for materials not incorporated in the work but delivered and suitably stored at the site or some other location, for installation at a later date. An inventory of the stored materials must be provided to Region 4 ESC prior to payment. Such materials must be stored and protected in a secure location and be insured for their full value by the Contractor against loss and damage. Contractor agrees to provide proof of coverage and additionally insured upon request. Additionally, if stored offsite, the materials must also be clearly identified as property of Region 4 ESC and be separated from other materials. Region 4 ESC must be allowed reasonable opportunity to inspect and take inventory of stored materials, on or offsite, as necessary. Until final acceptance by Region 4 ESC, it shall be the Contractor's responsibility to protect all materials and equipment. Contractor warrants and guarantees that title for all work, materials and equipment shall pass to Region 4 ESC upon final acceptance. 29) Funding Out Clause. A Contract for the acquisition, including lease, of real or personal property is a commitment of Region 4 ESC’s current revenue only. Region 4 ESC retains the right to terminate the Contract at the expiration of each budget period during the term of the Contract and is conditioned on a best effort attempt by Region 4 ESC to obtain appropriate funds for payment of the contract.
30) Indemnity. Contractor shall protect, indemnify, and hold harmless both Region 4 ESC and its administrators, employees and agents against all claims, damages, losses and expenses arising out of or resulting from the actions of the Contractor, Contractor employees or subcontractors in the preparation of the solicitation and the later execution of the Contract.

Any litigation involving either Region 4 ESC, its administrators and employees and agents will be in Harris County, Texas.
31) Marketing. Contractor agrees to allow Region 4 ESC to use their name and logo within website, marketing materials and advertisement. Any use of Region 4 ESC name and logo Redlands Regular Meeting of 09-03-24 252 of 1977
or any form of publicity, inclusive of press releases, regarding this Contract by Contractor must have prior approval from Region 4 ESC.
32) Certificates of Insurance. Certificates of insurance shall be delivered to the Region 4 ESC prior to commencement of work. The Contractor shall endeavor to give Region 4 ESC a minimum of thirty (30) days’ notice of any modifications or cancellation of policies. The Contractor shall require all subcontractors performing any work to maintain coverage as specified.
33) Legal Obligations. It is Contractor’s responsibility to be aware of and comply with all local, state, and federal laws governing the sale of products/services and shall comply with all laws while fulfilling the Contract. Applicable laws and regulation must be followed even if not specifically identified herein.
34) Tariff Surcharges: Contractor has the option to charge a surcharge, as an additional line item, if approved by the purchasing agency, whose approval shall not be unreasonably withheld.

All surcharges must be based on a percentage of total order and must be approved by Region 4 prior to use.

Redlands Regular Meeting of 09-03-24 253 of 1977
Margaret S. Bass
Carmen T. Moreno
4/28/2020
4/28/2020
Redlands Regular Meeting of 09-03-24 254 of 1977
TAB 1 APPENDIX B
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 This page intentionally left blank.

Redlands Regular Meeting of 09-03-24
14 255 of 1977
TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

TRADE SECRETS - EXEMPT FROM DISCLOSURE UNDER THE PUBLIC RECORDS ACT FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 APPENDIX B: a. TERMS & CONDITIONS ACCEPTANCE FORM
Appendix B

TERMS & CONDITIONS ACCEPTANCE FORM
Signature on the Offer and Contract Signature form certifies complete acceptance of the terms and conditions in this solicitation and draft Contract except as noted below with proposed substitute language (additional pages may be attached, if necessary). The provisions of the RFP cannot be modified without the express written approval of Region 4 ESC. If a proposal is returned with modifications to the draft Contract provisions that are not expressly approved in writing by Region 4 ESC, the Contract provisions contained in the RFP shall prevail.

Check one of the following responses:

Offeror takes no exceptions to the terms and conditions of the RFP and draft Contract. (Note: If none are listed below, it is understood that no exceptions/deviations are taken.) 7 Offeror takes the following exceptions to the RFP and draft Contract. All exceptions must be clearly explained, reference the corresponding term to which Offeror is taking exception and clearly state any proposed modified language, proposed additional terms to the RFP and draft Contract must be included:
(Note: Unacceptable exceptions may remove Offeror’s proposal from consideration for award. Region 4 ESC shall be the sole judge on the acceptance of exceptions and modifications and the decision shall be final.

If an offer is made with modifications to the contract provisions that are not expressly approved in writing, the contract provisions contained in the RFP shall prevail.) NOTE: All page references pertain to the page the exception item resided on in the original RFP as published.

Section/Page Term, Condition, or
Specification
Exception/Proposed Modification Accepted
(For Region 4
ESC’s use)
Draft Contract 1)Term of Agreement Mutual agreement for contract renewals. 90 days notice provided in the event of nonrenewal.

Draft Contract 9)Contract Alterations Both parties vs only Region 4 ESC. 15 0GGJDF%FQPUBHSFFTUPVUJMJ[FUIFMBOHVBHFBHSFFEUPJOUIF0GGJDF%FQPU0GGJDF4VQQMJFTDPOUSBDUXJUI UIFBDDFQUJPOUPJODMVEF5BSJGG4VSDIBSHFT
Redlands Regular Meeting of 09-03-24 256 of 1977
TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

TRADE SECRETS - EXEMPT FROM DISCLOSURE UNDER THE PUBLIC RECORDS ACT FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 Draft Contract 10)Adding Authorized
Distributors/Dealers
Purchase orders and payment shall be made to
Authorized Distributor/Dealer unless otherwise
approved by Contractor.

Draft Contract
11A
Cancellation for NonPerformance Region 4 ESC shall issue written deficiency notice.

Draft Contract 11c Reimbursement for “all
expenses” when
required to buy on
open market.

Office Depot strikes this sentence – but are open
to discussing other options.

Draft Contract 14 7 day ship after PO
receipt
When delivery will take longer than 7 days for
special order projects, we suggest that actual
anticipated delivery time to be provided at time
of quotation. Also included standard delivery
language.

Draft Contract 15 Inspection &
Acceptance
Inspection & Acceptance. If defective or incorrect
material is delivered, Region 4 ESC may make the
determination to return the material to the
Contractor at no cost to Region 4 ESC in
accordance to the terms and conditions of
Contractor’s return policy located at
www.officedepot.com and incorporated by
reference. The Contractor agrees to pay all
shipping costs for the return shipment. Contractor
shall be responsible for arranging the return of the
defective or incorrect material.

Draft Contract 16 Payments Payments. Invoices are due twenty (20) days from the date of invoice. Contractor shall establish
Region 4 ESC's credit limit, which may be lowered
(or Contractor may refuse to ship any orders) if at
any time: (a) Region 4 ESC is delinquent in making
payments to Contractor; (b) Region 4 ESC r is in
breach of any resulting agreement; or (c) Region 4
ESC’s credit standing becomes impaired or
reasonably unsatisfactory to Contractor. Payment
shall be made after satisfactory performance, in
accordance with all provisions thereof, and upon
receipt of a properly completed invoice.

Draft Contract 17 Price Adjustments Price Adjustments. Should it become necessary or proper during the term of this Contract to make
any change in design or any alterations that will
increase price, Region 4 ESC must be notified
immediately. Core pPrice increases must be
approved by Region 4 ESC and no payment for
additional materials or services, beyond the
Redlands Regular Meeting of 09-03-24
16 257 of 1977
TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

TRADE SECRETS - EXEMPT FROM DISCLOSURE UNDER THE PUBLIC RECORDS ACT FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 amount stipulated in the Contract shall be paid
without prior approval. All core price increases
must be supported by manufacturer
documentation, or a formal cost justification letter.

Contractor must honor previous prices for thirty
(30) days after approval and written notification
from Region 4 ESC. Core price changes shall be
implemented after thirty (30) day notice to Region
4 ESC. Region 4 ESC shall respond to the proposed
price increase by the end of the thirty (30) day
notice, and to the extent that Region 4 ESC does
not respond within that time period, their silence
shall be deemed acceptance of the proposed price
change. It is the Contractor’s responsibility to keep
all pricing up to date and on file with Region 4 ESC.

All core price changes must be provided to Region
4 ESC, using the same format as was provided and
accepted in the Contractor’s proposal.

Draft Contract 18 Audit Rights Audit Rights. Contractor shall, at its sole expense, maintain appropriate due diligence of all
purchases made by Region 4 ESC and any entity
that utilizes this Contract. Region 4 ESC Subject to
confidentiality agreements between Contractor
and third parties, and no more than annually,
Region 4 ESC, at its expense reserves the right to
audit the accounting for a period of three (3) years
from the time such purchases are made. This audit
right shall survive termination of this Agreement
for a period of one (1) year from the effective date
of termination. Region 4 ESC shall have the
authority to conduct random audits of
Contractor’s pricing at Region 4 ESC's sole cost
and expense. Notwithstanding the foregoing, in
the event that Region 4 ESC is made aware of any
pricing being offered that is materially inconsistent
with the pricing under this agreement, Region 4
ESC shall have the ability to conduct an extensive
audit of Contractor’s pricing at Contractor’s sole
cost and expense. Region 4 ESC may conduct the
audit internally or may engage a thirdparty
auditing firm. Any third-party auditor used must
be approved by Contractor and must execute a
non-disclosure agreement. Contractor may
dispute the results of any audit and will refund any
overcharges to Region 4 ESC and Region 4 ESC
will refund any undercharges to Contractor. In the
Redlands Regular Meeting of 09-03-24
17 258 of 1977
TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

TRADE SECRETS - EXEMPT FROM DISCLOSURE UNDER THE PUBLIC RECORDS ACT FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 event of an audit, the requested materials shall be
provided in the format and at the location
designated by Region 4 ESC.

Draft Contract 19 Discontinued Products Discontinued Products. If a product or model is discontinued by the manufacturer, Contractor may
substitute a new product or model if the
replacement product meets or exceeds the
specifications and performance of the
discontinued model and if the discount is the same
or greater than the discontinued model.

Draft Contract 20 New Products/Services New Products/Services. New products and/or services that meet the scope of work may be
added to the Contract. Pricing shall be
equivalent to the percentage discount for other
products. Contractor may replace or add product
lines if the line is replacing or supplementing
products, is equal or superior to the original
products, is discounted similarly or greater than
the original discount, and
Draft Contract 22 Warranty Conditions Warranty Conditions. All supplies, equipment and services shall include manufacturer's minimum
standard warranty and one (1) year labor warranty
unless otherwise agreed to in writing. Contractor’s
warranties will be limited to Contractor-branded
products only, and for all other products,
Contractor will pass through to Region 4 ESC or
Participating Pgencies all manufacturer-supplied
end-user warranties.

Appendix A Draft
Contract
#25/Page 5
Contract
Registered Sex
Offender Restrictions
Registered sex offender restrictions – if Region 4
ESC agrees that Office Depot representatives
delivering product on site does not qualify as
“working when students are or are reasonably
expected to be present”, then Office Depot can
agree to the terms of this section. If not, then
delete this section.

Office Depot employment practices make every
effort to ensure that we do not employ known
sex offenders. We expect and hold our
subcontractors to the same level of employment
standards.

Draft Contract
#32
Certificates of Insurance Certificates of Insurance. Certificates of insurance shall be delivered to the Region 4 ESC prior to
commencement of work. The Contractor shall
Redlands Regular Meeting of 09-03-24
18 259 of 1977
TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

TRADE SECRETS - EXEMPT FROM DISCLOSURE UNDER THE PUBLIC RECORDS ACT FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 endeavor to give Region 4 ESC a minimum of
ten thirty (1030) days’ notice prior toof
Draft Contract
#34
Tariff Surcharges Tariff Surcharges: Contractor has the option to charge a surcharge, as an additional line item, if
approved by the purchasing agency, whose
approval shall not be unreasonably withheld. All
surcharges

2. c. vi./RFP Page
14 Past litigation,
bankruptcy,
reorganization, state
investigations of entity
or current officers and
directors.

As a large global company, Office Depot is
frequently involved in litigation in the ordinary
course of business. Any material litigation is
disclosed in our public filings set forth on the
SEC’s public website. There are no matters which
would adversely affect our ability to perform
under this contract if selected as a vendor.

Ex B, Paragraph
12, Page 27
Marketing, Sales and
Administrative Support.

Administrative Fee of
3% of the greater of the
Contract Sales under
the Master Agreement
and Guaranteed
Contract Sales under
this RFP.

Office Depot is offering an Administrative Fee of

1.202% on Contract Sales except truckload paper
which is at 0.5%.

Ex A, 2.1/Page 19 Corporate Commitment (2) the Master Agreement is Supplier's primary “go to market” strategy for Public Agencies.

Office Depot strikes (2).

Ex A 2.2/Page 20 Pricing Commitment Office Depot strikes this Section.

In customer scenarios where a cooperative
contract is in use, Office Depot offers competitive
pricing to all customers, in the aggregate, based
on several factors, including, but not limited to,
the total volume of spend, customers’ unique
service level requirements, buying patterns,
product mix, and Office Depot's cost to purchase
products. However, in this scenario, Office Depot
is unable to guarantee that one particular
customer's pricing is as favorable as any other
customer's pricing at the SKU level.

Ex A 2.3/Page 20 2.3 Sales Commitment Supplier commits to aggressively market the Master Agreement as its go to market strategy in
this defined sector and that its sales force will be
trained, engaged and committed to offering the
Master Agreement to Public Agencies through
OMNIA Partners nationwide. Office Depot strikes
‘as its go to market strategy in this defined
sector’. Office Depot also strikes “Supplier also
commits its sales force will be compensated,
including sales incentives, for sales to Public
Agencies under the Master Agreement in a
19 0GGJDF%FQPUBOE

0./*"1BSUOFSTXJMM
EJTDVTT
Redlands Regular Meeting of 09-03-24 260 of 1977
TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

TRADE SECRETS - EXEMPT FROM DISCLOSURE UNDER THE PUBLIC RECORDS ACT FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 consistent or better manner compared to sales to
Public Agencies if the Supplier were not awarded
the Master Agreement.” Office Depot cannot
allow customer contracts to dictate internal
compensation decisions.

Ex A, 3.3 J./Page
24 Marketing and Sales State the amount of Supplier’s Public Agency sales for the previous fiscal year. Provide a list of
Supplier’s top 10 Public Agency customers, the
total purchases for each for the previous fiscal
year along with a key contact for each.

This information is Proprietary and Confidential.

Ex A 3.3 M./Page
24 Marketing and Sales Supplier will guarantee each year under the Master Agreement for the initial three years of
the Master Agreement (“Guaranteed Contract
Sales”).

Office Depot strikes this section in its entirety.

3.3 M(2)./Page 24 Marketing and Sales Strike this Section. “Even though it is anticipated many Public
Agencies will be able to utilize the Master
Agreement without further formal solicitation,
there may be circumstances where Public
Agencies will issue their own solicitations. The
following options are available when responding
to a solicitation for Products covered under the
Master Agreement.
i. Respond with Master Agreement pricing
(Contract Sales reported to OMNIA Partners).
ii. If competitive conditions require pricing lower
than the standard Master Agreement not-toexceed pricing, Supplier may respond with lower pricing through the Master Agreement. If
Supplier is awarded the contract, the sales are
reported as Contract Sales to OMNIA Partners
under the Master Agreement.
iii. Respond with pricing higher than Master
Agreement only in the unlikely event that the
Public Agency refuses to utilize Master
Agreement (Contract Sales are not reported to
OMNIA Partners).
iv. If alternative or multiple proposals are
permitted, respond with pricing higher than
Master Agreement, and include Master
Agreement as the alternate or additional
proposal.

Detail Supplier’s strategies under these options
when responding to a solicitation.”
Redlands Regular Meeting of 09-03-24
20 261 of 1977
Redlands Regular Meeting of 09-03-24 262 of 1977
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 This page intentionally left blank.

Redlands Regular Meeting of 09-03-24 263 of 1977

TABLE OF CONTENTS
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18

TABLE OF CONTENTS
TAB 1 DRAFT CONTRACT AND OFFER AND VENDOR CONTRACT SIGNATURE FORM . . . . . . . . . . . . . . . . . . .1 APPENDIX A – Draft Contract (redlined)
APPENDIX A – Offer and Contract Signature Form
APPENDIX A – Attachment 1 Office Depot Certificate – Claudia A. Hughes a. APPENDIX B – Terms & Conditions Acceptance Form . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ..13 TAB 2 PRODUCTS/PRICING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .21 a. Products/Services Pricing
i. Pricing and Furniture Product Lines
ii. Office Depot Electronic Catalog
iii. Available Pricing and Methodology
iv. Shipping Charges
v. Warranties
vi. Return and Restocking Fees
vii. Value Added Program Rebates and Incentives
viii. Verifying Contract Pricing
ix. Payment Methods
x. Pricing Structure Update and Adjustment Frequency
xi. Future Product Introductions
xii. Additional Information
ATTACHMENT 2.1 – Workspace Interiors K-12 Furniture Line Card ATTACHMENT 2.2 – Workspace Interiors Furniture Line Card ATTACHMENT 2.3 – Sample Participation Agreement
FLASH DRIVE ATTACHMENTS –
Tab 2 – Electronic Catalog (Office Depot- Region 4 ESC Manufacturer Price Lists-Flash Drive Only) Tab 2 – Office Depot Region 4 ESC Coded Furniture Core 120219 Tab 2 – Office Depot – Region 4 ESC - Special Order Pricing Redlands Regular Meeting of 09-03-24 264 of 1977

TABLE OF CONTENTS
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 TAB 3 PERFORMANCE CAPABILITY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .41 i. Detailed Response to Appendix D, Exhibits A
ii. Acknowledgement of Appendix D, Exhibit B
iii. Detailed Response to Appendix D, Exhibits F and G
iv. Emergency Orders
v. Average Fill Rate
vi. On-time Delivery Rate, Next-Day Delivery and Historical Rates vii. Return and Restocking Policy
viii. Ability to Meet Service and Warranty Needs
ix. Customer Service Problem Resolution
x. Invoicing Process
xi. Contract Implementation and Customer Transition Plan xii. Financial Condition
xiii. Website Link, Online Ordering and Reporting Capabilities and Functionality xiv. Safety Record
xv. Additional Information – Green/Sustainability, Social Diversity Initiatives ATTACHMENT 3.1 – Sample Reports
ATTACHMENT 3.2 – Performance Capabilities Warranties
a. APPENDIX D OMNIA Partners Documents Requirements for National Cooperative Contract. . .. . . . ..125 OMNIA Partners Exhibit A – Response for National Cooperative Contract

3.0 Supplier Response, 3.1 – 3.3 M2
OMNIA Partners Exhibit B – Administrative Agreement, Example (redlined) OMNIA Partners Exhibit E – Contract Sales Reporting Template OMNIA Partners Exhibit F – Federal Funds Certificate
OMNIA Partners Exhibit G – New Jersey Business Compliance, DOC #1-7 OMNIA Partners Exhibits C, D H. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 229 ATTACHMENT 3.3D.1 – Dun & Bradstreet Report
TAB 4 QUALIFICATION AND EXPERIENCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 303 i. Brief History
ii. Reputation in the Marketplace
iii. Reputation of Products and Services
iv. Key Employees Experience and Qualifications
v. Government Sector Experience
Redlands Regular Meeting of 09-03-24 265 of 1977

TABLE OF CONTENTS
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 vi. Litigation, Bankruptcy, Reorganization, Investigations vii. Customer References (see 4 a. Qualifications & Experience) viii. Additional Information – Commitment to Region 4 ESC/OMNIA Partners a. Tab 4 a. References. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .317 TAB 5 VALUE ADD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .323 i. Additional Information Related to Products and Services Comprehensive Public Procurement Solutions
Committed to Service Public Agencies
Only at Office Depot
Solutions and Programs
Print Optimization
Environmental StrategySummary
Advancing Technologies
Furniture
Healthy & Safe Work Environments
Efficiency Services
Closing Commitment
TAB 6 ADDITIONAL REQUIRED DOCUMENTS – ADDENDUM 1 APPENDIX C. .. . . . . . . . . . . . . . . .. . . . . . . . . .357 a. DOC #1 Acknowledgment and Acceptance of Region 4 ESC’s Open Records Policy Attachment 1 Office Depot Open Records List
b. DOC #2 Antitrust Certification Statements (Tex. Government Code § 2155.005) c. DOC #3 Implementation of House Bill 1295 Certificate of Interested Parties (Form 1295) Attachment 2 Office Depot Form 1295
d. DOC #4 Texas Government Code 2270 Verification Form
e. Any Additional Agreements
DOC #5 Special Conditions
DOC #6 Questionnaire
Attachment 1 Doc #6 Diversity Programs
Attachment 2 Doc #6 Diversity Participating and Firms
DOC #7 Bid Guarantee
Receipt of Addendum No. 1 Acknowledgement
Redlands Regular Meeting of 09-03-24 266 of 1977

TABLE OF CONTENTS
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Redlands Regular Meeting of 09-03-24 267 of 1977
TAB 1 APPENDIX A

CONTRACT OFFER AND

SIGNATURE FORM
RFP 19-18
Furniture, Installation and Related Services
12-11-2019 2:00pm Central Time
Redlands Regular Meeting of 09-03-24
1 268 of 1977
TAB 1 CONTRACT OFFER AND SIGNATURE FORM
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18

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Redlands Regular Meeting of 09-03-24
2 269 of 1977
TAB 1 CONTRACT OFFER AND SIGNATURE FORM
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 APPENDIX A: CONTRACT OFFER AND SIGNATURE FORM

APPENDIX A

DRAFT CONTRACT
This Contract (“Contract”) is made as of __________, 2020 by and between Office Depot, Inc. (“Contractor”) and Region 4 Education Service Center (“Region 4 ESC”) for the purchase of _Furniture, Installation, and Related Services______________________ (“the products and services”).

RECITALS
WHEREAS, Region 4 ESC issued Request for Proposals Number R19-18______ for Furniture, Installation, and Related Services (“RFP”), to which Contractor provided a response (“Proposal”); and
WHEREAS, Region 4 ESC selected Contractor’s Proposal and wishes to engage Contractor in providing the services/materials described in the RFP and Proposal; WHEREAS, both parties agree and understand the following pages will constitute the Contract between the Contractor and Region 4 ESC, having its principal place of business at 7145 West Tidwell Road, Houston, TX 77092.

WHEREAS, the Contract will provide that any state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (“Public Agencies”) may purchase products and services at prices indicated in the Contract upon the Public Agency’s registration with OMNIA Partners. 1) Term of agreement. The term of the Contract is for a period of three (3) years unless terminated, canceled or extended as otherwise provided herein. Region 4 ESC shall have the right to renew the Contract for two (2) additional one-year periods or portions thereofupon mutual agreement. Region 4 ESC shall review the Contract prior to the renewal date and notify the Contractor of Region 4 ESC’s intent renew the Contract.

Redlands Regular Meeting of 09-03-24
3 270 of 1977
TAB 1 CONTRACT OFFER AND SIGNATURE FORM
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 Contractor may elect not to renew by providing three hundred sixty-five days’ (365) ninety (90) days’ notice to Region 4 ESC. Notwithstanding the expiration of the initial term or any subsequent term or all renewal options, Region 4 ESC and Contractor may mutually agree to extend the term of this Agreement. Contractor acknowledges and understands Region 4 ESC is under no obligation whatsoever to extend the term of this Agreement. 2) Scope: Contractor shall perform all duties, responsibilities and obligations, set forth in this agreement, and described in the RFP, incorporated herein by reference as though fully set forth herein.
3) Form of Contract. The form of Contract shall be the RFP, the Offeror’s proposal and Best and Final Offer(s).
4) Order of Precedence. In the event of a conflict in the provisions of the Contract as accepted by Region 4 ESC, the following order of precedence shall prevail:
i. This Contract
ii. Offeror’s Best and Final Offer
iii. Offeror’s proposal
iv. RFP and any addenda
5) Commencement of Work. The Contractor is cautioned not to commence any billable work or provide any material or service under this Contract until Contractor receives a purchase order for such work or is otherwise directed to do so in writing by Region 4 ESC. 6) Entire Agreement (Parol evidence). The Contract, as specified above, represents the final written expression of agreement. All agreements are contained herein and no other agreements or representations that materially alter it are acceptable. 7) Assignment of Contract. No assignment of Contract may be made without the prior written approval of Region 4 ESC. Contractor is required to notify Region 4 ESC when any material change in operations is made (i.e. bankruptcy, change of ownership, merger, etc.).
8) Novation. If Contractor sells or transfers all assets or the entire portion of the assets used to perform this Contract, a successor in interest must guarantee to perform all obligations under this Contract. Region 4 ESC reserves the right to accept or reject any new party. A change of name agreement will not change the contractual obligations of Contractor. 9) Contract Alterations. No alterations to the terms of this Contract shall be valid or binding unless authorized and signed by Region 4 ESC both parties. 10) Adding Authorized Distributors/Dealers. Contractor is prohibited from authorizing additional distributors or dealers, other than those identified at the time of submitting their proposal, to sell under the Contract without notification and prior written approval from Region 4 ESC. Contractor must notify Region 4 ESC each time it wishes to add an authorized distributor or dealer. Purchase orders and payment can only shall be made to Redlands Regular Meeting of 09-03-24
4 271 of 1977
TAB 1 CONTRACT OFFER AND SIGNATURE FORM
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 the Contractor Authorized Distributor/Dealer unless otherwise approved by Region 4 ESC Contractor. Pricing provided to members by added distributors or dealers must also be less than or equal to the Contractor’s pricing.
11) TERMINATION OF CONTRACT
a) Cancellation for Non-Performance or Contractor Deficiency. Region 4 ESC may terminate the Contract if purchase volume is determined to be low volume in any 12-month period.

Providing work or material was not awarded under the Contract; iii. Failing to adequately perform the services set forth in the scope of work and specifications;
iv. Failing to complete required work or furnish required materials within a reasonable amount of time;
v. Failing to make progress in performance of the Contract or giving Region 4 ESC reason to believe Contractor will not or cannot perform the requirements of the Contract; or
vi. Performing work or providing services under the Contract prior to receiving an authorized purchase order.

Upon receipt of a written deficiency notice, Contractor shall have ten (10) days to provide a satisfactory response to Region 4 ESC. Failure to adequately address all issues of concern may result in Contract cancellation. Upon cancellation under this paragraph, all goods, materials, work, documents, data and reports prepared by Contractor under the Contract shall immediately become the property of Region 4 ESC. b) Termination for Cause. If, for any reason, Contractor fails to fulfill its obligation in a timely manner, or Contractor violates any of the covenants, agreements, or stipulations of this Contract Region 4 ESC reserves the right to terminate the Contract immediately and pursue all other applicable remedies afforded by law. Such termination shall be effective by delivery of notice, to the Contractor, specifying the effective date of termination. In such event, all documents, data, studies, surveys, drawings, maps, models and reports prepared by Contractor will become the property of the Region 4 ESC. If such event does occur, Contractor will be entitled to receive just and equitable compensation for the satisfactory work completed on such documents.
c) Delivery/Service Failures. Failure to deliver goods or services within the time specified, or within a reasonable time period as interpreted by the purchasing agent or failure to make replacements or corrections of rejected articles/services when so requested shall constitute grounds for the Contract to be terminated. In the event Region 4 ESC must purchase in an open market, Contractor agrees to reimburse Region 4 ESC, within a reasonable time period, for all expenses incurred.

Redlands Regular Meeting of 09-03-24
5 272 of 1977
TAB 1 CONTRACT OFFER AND SIGNATURE FORM
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 i) Additional Delivery/Installation Charges: Contractor may enter into additional negotiations with a purchasing agency for additional delivery or installation charges based on onerous conditions. Additional delivery and/or installation charges may only be charged if mutually agreed upon by the purchasing agency and Contractor and can only be charged on a per individual project basis.
d) Force Majeure. If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch.

Contractor shall remain fully informed of and in compliance with all ordinances and regulations pertaining to the lawful provision of services under the Contract. Region 4 ESC reserves the right to stop work and/or cancel the Contract if Contractor’s license(s) expire, lapse, are suspended or terminated.
13) Survival Clause. All applicable software license agreements, warranties or service agreements that are entered into between Contractor and Region 4 ESC under the terms and conditions of the Contract shall survive the expiration or termination of the Contract.

All Purchase Orders issued and accepted by Contractor shall survive expiration or termination of the Contract.
14) Delivery. Conforming product shall be shipped within 7 days of receipt of Purchase Order.

If delivery is not or cannot be made within this time period, the Contractor must receive Redlands Regular Meeting of 09-03-24
6 273 of 1977
TAB 1 CONTRACT OFFER AND SIGNATURE FORM
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 authorization for the delayed delivery. The order may be canceled if the estimated shipping time is not acceptable. All deliveries shall be freight prepaid, F.O.B. Destination and shall be included in all pricing offered unless otherwise clearly stated in writing. Office Depot shall institute a Fifty Dollar ($50.00) minimum order value per delivered order. Orders that do not comply with such minimum order value will be processed subject to a special handling fee. The pricing set forth in this Agreement includes dock and/or mailroom delivery for orders exceeding $50.00. Additional freight charges may apply for items exceeding 70 lobs. In weight and/or 110” in length/width, bulk items, furniture, Hawaii, Alaska and Puerto Rico orders, special orders and/or rush deliveries. Anticipated delivery time will be provided with quote when delivery cannot occur within 7 days. 15) Inspection & Acceptance. If defective or incorrect material is delivered, Region 4 ESC may make the determination to return the material to the Contractor at no cost to Region 4 ESC in accordance to the terms and conditions of Contractor’s return policy located at www.officedepot.com and incorporated by reference. The Contractor agrees to pay all shipping costs for the return shipment. Contractor shall be responsible for arranging the return of the defective or incorrect material.
16) Payments. Invoices are due twenty (20) days from the date of invoice. Contractor shall establish Region 4 ESC's credit limit, which may be lowered (or Contractor may refuse to ship any orders) if at any time: (a) Region 4 ESC is delinquent in making payments to Contractor; (b) Region 4 ESC r is in breach of any resulting agreement; or (c) Region 4 ESC’s credit standing becomes impaired or reasonably unsatisfactory to Contractor.

Payment shall be made after satisfactory performance, in accordance with all provisions thereof, and upon receipt of a properly completed invoice. 17) Price Adjustments. Should it become necessary or proper during the term of this Contract to make any change in design or any alterations that will increase price, Region 4 ESC must be notified immediately. Core pPrice increases must be approved by Region 4 ESC and no payment for additional materials or services, beyond the amount stipulated in the Contract shall be paid without prior approval. All core price increases must be supported by manufacturer documentation, or a formal cost justification letter. Contractor must honor previous prices for thirty (30) days after approval and written notification from Region 4 ESC. Core price changes shall be implemented after thirty (30) day notice to Region 4 ESC. Region 4 ESC shall respond to the proposed price increase by the end of the thirty (30) day notice, and to the extent that Region 4 ESC does not respond within that time period, their silence shall be deemed acceptance of the proposed price change. It is the Contractor’s responsibility to keep all pricing up to date and on file with Region 4 ESC. All core price changes must be provided to Region 4 ESC, using the same format as was provided and accepted in the Contractor’s proposal.

Notwithstanding any other provision to the contrary, in the event of extenuating market conditions, Contractor reserves the right to adjust Region 4 ESC’s prices commensurately.

Price reductions may be offered at any time during Contract. Special, time-limited reductions are permissible under the following conditions: 1) reduction is available to all users equally; 2) reduction is for a specific period, normally not less than thirty (30) days; Redlands Regular Meeting of 09-03-24
7 274 of 1977
TAB 1 CONTRACT OFFER AND SIGNATURE FORM
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 and 3) original price is not exceeded after the time-limit. Contractor shall offer Region 4 ESC any published price reduction during the Contract term. 18) Audit Rights. Contractor shall, at its sole expense, maintain appropriate due diligence of all purchases made by Region 4 ESC and any entity that utilizes this Contract. Region 4 ESC Subject to confidentiality agreements between Contractor and third parties, and no more than annually, Region 4 ESC, at its expense reserves the right to audit the accounting for a period of three (3) years from the time such purchases are made. This audit right shall survive termination of this Agreement for a period of one (1) year from the effective date of termination. Region 4 ESC shall have the authority to conduct random audits of Contractor’s pricing at Region 4 ESC's sole cost and expense. Notwithstanding the foregoing, in the event that Region 4 ESC is made aware of any pricing being offered that is materially inconsistent with the pricing under this agreement, Region 4 ESC shall have the ability to conduct an extensive audit of Contractor’s pricing at Contractor’s sole cost and expense. Region 4 ESC may conduct the audit internally or may engage a thirdparty auditing firm. Any third-party auditor used must be approved by Contractor and must execute a non-disclosure agreement. Contractor may dispute the results of any audit and will refund any overcharges to Region 4 ESC and Region 4 ESC will refund any undercharges to Contractor. In the event of an audit, the requested materials shall be provided in the format and at the location designated by Region 4 ESC. 19) Discontinued Products. If a product or model is discontinued by the manufacturer, Contractor may substitute a new product or model if the replacement product meets or exceeds the specifications and performance of the discontinued model and if the discount is the same or greater than the discontinued model.
20) New Products/Services. New products and/or services that meet the scope of work may be added to the Contract. Pricing shall be equivalent to the percentage discount for other products. Contractor may replace or add product lines if the line is replacing or supplementing products, is equal or superior to the original products, is discounted similarly or greater than the original discount, and if the products meet the requirements of the Contract. No products and/or services may be added to avoid competitive procurement requirements. Region 4 ESC may require additions to be submitted with documentation from Members demonstrating an interest in, or a potential requirement for, the new product or service. Region 4 ESC may reject any additions without cause. 21) Options. Optional equipment for products under Contract may be added to the Contract at the time they become available under the following conditions: 1) the option is priced at a discount similar to other options; 2) the option is an enhancement to the unit that improves performance or reliability.
22) Warranty Conditions. All supplies, equipment and services shall include manufacturer's minimum standard warranty and one (1) year labor warranty unless otherwise agreed to in writing. Contractor’s warranties will be limited to Contractor-branded products only, and for all other products, Contractor will pass through to Region 4 ESC or Participating Agneices all manufacturer-supplied end-user warranties.

Redlands Regular Meeting of 09-03-24
8 275 of 1977
TAB 1 CONTRACT OFFER AND SIGNATURE FORM
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 23) Site Cleanup. Contractor shall clean up and remove all debris and rubbish resulting from their work as required or directed. Upon completion of the work, the premises shall be left in good repair and an orderly, neat, clean, safe and unobstructed condition. 24) Site Preparation. Contractor shall not begin a project for which the site has not been prepared, unless Contractor does the preparation work at no cost, or until Region 4 ESC includes the cost of site preparation in a purchase order. Site preparation includes, but is not limited to: moving furniture, installing wiring for networks or power, and similar preinstallation requirements. 25) Registered Sex Offender Restrictions. For work to be performed at schools, Contractor agrees no employee or employee of a subcontractor who has been adjudicated to be a registered sex offender will perform work at any time when students are or are reasonably expected to be present. Contractor agrees a violation of this condition shall be considered a material breach and may result in the cancellation of the purchase order at Region 4 ESC’s discretion. Contractor must identify any additional costs associated with compliance of this term. If no costs are specified, compliance with this term will be provided at no additional charge. If Region 4 agrees that Contractor representatives delivering product on site does not qualify as “working when students are or are reasonably expected to be present”, then Contractor can agree to the terms of this section.

If not, then delete this section. Contractor’s employment practices make every effort to ensure that we do not employ known sex offenders. We expect and hold our subcontractors to the same level of employment standards. 26) Safety measures. Contractor shall take all reasonable precautions for the safety of employees on the worksite and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Contractor shall post warning signs against all hazards created by its operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage.
27) Smoking. Persons working under the Contract shall adhere to local smoking policies.

Such materials must be stored and protected in a secure location and be insured for their full value by the Contractor against loss and damage. Contractor agrees to provide proof of coverage and additionally insured upon request. Additionally, if stored offsite, the materials must also be clearly identified as property of Region 4 ESC and be separated from other materials. Region 4 ESC must be allowed reasonable opportunity to inspect and take inventory of stored materials, on or offsite, as necessary. Until final acceptance by Region 4 ESC, it shall be the Contractor's responsibility to protect all materials and equipment. Contractor warrants and guarantees that title for all work, materials and equipment shall pass to Region 4 ESC upon final acceptance.

Redlands Regular Meeting of 09-03-24
9 276 of 1977
TAB 1 CONTRACT OFFER AND SIGNATURE FORM
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 29) Funding Out Clause. A Contract for the acquisition, including lease, of real or personal property is a commitment of Region 4 ESC’s current revenue only. Region 4 ESC retains the right to terminate the Contract at the expiration of each budget period during the term of the Contract and is conditioned on a best effort attempt by Region 4 ESC to obtain appropriate funds for payment of the contract.
30) Indemnity. Contractor shall protect, indemnify, and hold harmless both Region 4 ESC and its administrators, employees and agents against all claims, damages, losses and expenses arising out of or resulting from the actions of the Contractor, Contractor employees or subcontractors in the preparation of the solicitation and the later execution of the Contract. Any litigation involving either Region 4 ESC, its administrators and employees and agents will be in Harris County, Texas.
31) Marketing. Contractor agrees to allow Region 4 ESC to use their name and logo within website, marketing materials and advertisement. Any use of Region 4 ESC name and logo or any form of publicity, inclusive of press releases, regarding this Contract by Contractor must have prior approval from Region 4 ESC.
32) Certificates of Insurance. Certificates of insurance shall be delivered to the Region 4 ESC prior to commencement of work. The Contractor shall endeavor to give Region 4 ESC a minimum of ten thirty (1030) days’ notice prior toof any modifications or cancellation of policies. The Contractor shall require all subcontractors performing any work to maintain coverage as specified.
33) Legal Obligations. It is Contractor’s responsibility to be aware of and comply with all local, state, and federal laws governing the sale of products/services and shall comply with all laws while fulfilling the Contract. Applicable laws and regulation must be followed even if not specifically identified herein.
34) Tariff Surcharges: Contractor has the option to charge a surcharge, as an additional line item, if approved by the purchasing agency, whose approval shall not be unreasonably withheld. All surcharges must be based on a percentage of total order and must be approved by Region 4 prior to use.

Redlands Regular Meeting of 09-03-24
10 277 of 1977
Redlands Regular Meeting of 09-03-24
11 278 of 1977
TAB 1 APPENDIX A ATTACHMENT 1 OFFICE DEPOT CERTIFICATE - CLAUDIA A. HUGHES Redlands Regular Meeting of 09-03-24
12 279 of 1977

TAB 1 APPENDIX B
a. TERMS AND CONDITIONS

ACCEPTANCE FORM
RFP 19-18
Furniture, Installation and Related Services
12-11-2019 2:00pm Central Time
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13 280 of 1977
TAB 1 APPENDIX B
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 This page intentionally left blank.

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TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

TRADE SECRETS - EXEMPT FROM DISCLOSURE UNDER THE PUBLIC RECORDS ACT FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 APPENDIX B: a. TERMS & CONDITIONS ACCEPTANCE FORM
Appendix B

Check one of the following responses:

Draft Contract 9)Contract Alterations Both parties vs only Region 4 ESC.

Redlands Regular Meeting of 09-03-24
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TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

Draft Contract
11A
Cancellation for NonPerformance Region 4 ESC shall issue written deficiency notice.

Draft Contract 11c Reimbursement for “all
expenses” when
required to buy on
open market.

Office Depot strikes this sentence – but are open
to discussing other options.

Draft Contract 17 Price Adjustments Price Adjustments. Should it become necessary or proper during the term of this Contract to make
any change in design or any alterations that will
increase price, Region 4 ESC must be notified
immediately. Core pPrice increases must be
approved by Region 4 ESC and no payment for
additional materials or services, beyond the
Redlands Regular Meeting of 09-03-24
16 283 of 1977
TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

All core price changes must be provided to Region
4 ESC, using the same format as was provided and
accepted in the Contractor’s proposal.

Draft Contract 18 Audit Rights Audit Rights. Contractor shall, at its sole expense, maintain appropriate due diligence of all
purchases made by Region 4 ESC and any entity
that utilizes this Contract. Region 4 ESC Subject to
confidentiality agreements between Contractor
and third parties, and no more than annually,
Region 4 ESC, at its expense reserves the right to
audit the accounting for a period of three (3) years
from the time such purchases are made. This audit
right shall survive termination of this Agreement
for a period of one (1) year from the effective date
of termination. Region 4 ESC shall have the
authority to conduct random audits of
Contractor’s pricing at Region 4 ESC's sole cost
and expense. Notwithstanding the foregoing, in
the event that Region 4 ESC is made aware of any
pricing being offered that is materially inconsistent
with the pricing under this agreement, Region 4
ESC shall have the ability to conduct an extensive
audit of Contractor’s pricing at Contractor’s sole
cost and expense. Region 4 ESC may conduct the
audit internally or may engage a thirdparty
auditing firm. Any third-party auditor used must
be approved by Contractor and must execute a
non-disclosure agreement. Contractor may
dispute the results of any audit and will refund any
overcharges to Region 4 ESC and Region 4 ESC
will refund any undercharges to Contractor. In the
Redlands Regular Meeting of 09-03-24
17 284 of 1977
TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

Office Depot employment practices make every
effort to ensure that we do not employ known
sex offenders. We expect and hold our
subcontractors to the same level of employment
standards.

Draft Contract
#32
Certificates of Insurance Certificates of Insurance. Certificates of insurance shall be delivered to the Region 4 ESC prior to
commencement of work. The Contractor shall
Redlands Regular Meeting of 09-03-24
18 285 of 1977
TAB 1 APPENDIX B - CONTAINS CONFIDENTIAL AND PROPRIETARY FINANCIAL INFORMATION AND

2. c. vi./RFP Page
14 Past litigation,
bankruptcy,
reorganization, state
investigations of entity
or current officers and
directors.

Ex B, Paragraph
12, Page 27
Marketing, Sales and
Administrative Support.

Administrative Fee of
3% of the greater of the
Contract Sales under
the Master Agreement
and Guaranteed
Contract Sales under
this RFP.

Office Depot is offering an Administrative Fee of

1.202% on Contract Sales except truckload paper
which is at 0.5%.

Ex A, 2.1/Page 19 Corporate Commitment (2) the Master Agreement is Supplier's primary “go to market” strategy for Public Agencies.

Office Depot strikes (2).

Ex A 2.2/Page 20 Pricing Commitment Office Depot strikes this Section.

This information is Proprietary and Confidential.

Ex A 3.3 M./Page
24 Marketing and Sales Supplier will guarantee each year under the Master Agreement for the initial three years of
the Master Agreement (“Guaranteed Contract
Sales”).

Office Depot strikes this section in its entirety.

Detail Supplier’s strategies under these options
when responding to a solicitation.”
Redlands Regular Meeting of 09-03-24
20 287 of 1977
TAB 2

PRODUCTS/SERVICES/PRICING
RFP 19-18
Furniture, Installation and Related Services
12-11-2019 2:00pm Central Time
Redlands Regular Meeting of 09-03-24
21 288 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 This page intentionally left blank.

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TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18

EVALUATION PROCESS AND CRITERIA (PRODUCTS/PRICING)

1. A committee will review and evaluate all responses and make a recommendation for award of Contract(s). The recommendation for Contract awards will be based on the predetermined criteria factors outlined in this section, where each factor is assigned a point value based on its importance. In evaluating the responses, the following predetermined criteria is considered:
a) Products/Pricing (40 Points)
b) Performance Capability (30 Points)
c) Qualification and Experience (20 Points)
d) Value Add (10 Points)
Office Depot acknowledges.

A. Offeror’s proposal should, at a minimum, include the following for Region 4 ESC’s evaluation:
a) Products/Services/Pricing
i. Offerors shall provide pricing based on a discount from a manufacturer’s price list or catalog, or fixed price, or a combination of both with indefinite quantities. Prices listed will be used to establish the extent of a manufacturer’s product lines, services, warranties, etc. that are available from Offeror and the pricing per item. Multiple percentage discounts are acceptable if, where different percentage discounts apply, those different percentages are specified. Additional pricing and/or discounts may be included. Products and services proposed are to be priced separately with all ineligible items identified. Offerors may elect to limit their proposals to any category or categories.

This proposal includes our full breadth of furniture product categories and turn-key solutions as outlined in the scope of the RFP. Pricing for our Office Depot catalog furniture assortment items will be reflected at the time of order entry on our private contract website, business.officedepot.com. Our invoicing capabilities allow for full pricing detail to further provide price verification. Please see Attachments 2.1 & 2.2 – Furniture Line Cards that demonstrates our key strategic furniture partnerships that will be available to all Region 4 ESC participants.

For purposes of differentiating the two distinct offerings available through Office Depot, we will refer to the offerings as follows:

x Catalog/Stocked Furniture offering (Office Depot sometimes refers to these orders as “coded”) – for customers that have immediate needs.
x Special Order/Non-Stocked/Project Furniture – for customers that have specific requests, have a longer lead time or long-term projects, we have a full-service furniture dealership to work with customers.

Redlands Regular Meeting of 09-03-24
23 290 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 Special Order (non-stocked) furniture orders will require the Region 4 ESC contract number to process, and to obtain the correct (additional) manufacturers’ discounting. All orders are price verified by furniture order management at time of order, and again at order acknowledgement to ensure the correct Region 4 contract price. Our invoicing statements provide line item detail of pricing and discount percentage.

Please refer to the Flash Drive attachment, Tab 2 - Office Depot Region 4 ESC Coded Furniture Core 120219.

Furniture Product Lines:

Office Depot has proposed our complete catalog of products and services including, but not limited to, the following categories:
x Systems Furniture: A complete and comprehensive catalog of all systems furniture, lines, and accessories available.
x Freestanding Furniture: A complete and comprehensive catalog of all case goods, furniture, (including folding and mobile) desks, tables, and accessories not limited to pre-school items available.
x Seating/Chairs: A complete and comprehensive catalog of office and classroom chairs, tandem seating and other general seating not limited to pre-school items available. x Soft Seating: A complete and comprehensive catalog selection of soft seating for areas such as commons, libraries, waiting areas and open learning spaces. Products include, but are not limited to, lounge seating, modular linear seating, tables, and accessories. x Filing Systems, Storage and Equipment: A complete and comprehensive catalog of filing systems including vertical and lateral files, freestanding file cabinets, bookcases, and equipment and accessories available from Office Depot; x Technology Support Furniture: A complete and comprehensive catalog selection of technology support furniture to support technology-based learning environments. x Library Furniture: A complete and comprehensive catalog selection of library furniture including shelving.
x Science Laboratory Furniture: A complete and comprehensive catalog selection of science laboratory furniture.
x Cafeteria Furniture: A complete and comprehensive catalog selection of cafeteria furniture.
x Early Childhood Furniture: A complete and comprehensive catalog selection of early childhood furniture.
x Audio/Visual Furniture: A complete and comprehensive catalog selection of audio/visual furniture.
x Art Instructional Furniture: A complete and comprehensive catalog selection of art instructional furniture.

Redlands Regular Meeting of 09-03-24
24 291 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 x Educational Office Furniture: A complete and comprehensive catalog selection of educational office furniture.
x Career/Technical Education Furniture: A complete and comprehensive catalog selection of career/technical education furniture.
x Auditorium/Theater Fixed Seating: A complete and comprehensive catalog selection of auditorium/theater fixed seating and related furniture. x Modular Walls: A complete and comprehensive catalog selection of modular wall systems.
x Related Products, Support Services and Solutions: Related office interior products and design, “Quick Ship,” design and layout, fabric and color design services, installation, systems furniture reconfiguration, assessment tools, professional development, furniture leasing, asset management services, storage, buyback programs, furniture refurb and any other related products and services or solutions offered by Office Depot.

Allow Workspace Interiors by Office Depot to help simplify Participating Agencies’ projects by using us as a resource to outfit their entire space. Utilizing our network of 200-plus furniture manufacturers throughout the United States and Canada gives Participating Agencies a tremendous amount of diverse product to choose from, limiting their need to source through multiple dealers. We have multiple vendors that are able to meet all of the categories listed above, please reference our pricing spreadsheet. Below are our preferred manufacturers:

ii. Include an electronic copy of the catalog from which discount, or fixed price, is calculated. Electronic price lists must contain the following: (if applicable) x Manufacturer part #
x Offeror’s Part # (if different from manufacturer part #) x Description
x Manufacturers Suggested List Price and Net Price
x Net price to Region 4 ESC (including freight)
Media submitted for price list must include the Offerors’ company name, name of the solicitation, and date on a Flash Drive (i.e. Pin or Jump Drives).

Please refer to the Flash Drive attachment, Tab 2 - Electronic Catalog (Office Depot – Region 4 Manufacturer Price Lists-Flash Drive Only)
Redlands Regular Meeting of 09-03-24
25 292 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 iii. Is pricing available for all products and services?

Yes. However, there may be some Special Order items which will have to be quoted because the cost will be based on the actual specifications of the item.

Pricing Methodology:

Special Order Furniture
Office Depot is providing the complete product catalog from our manufacturer partners in our proposal. Our proposal includes manufacturer’s current list pricers and specification guides. These manufacturer’s catalogs, at a minimum, include, product descriptions, manufacturer model numbers, effective date of catalog and item list price. Please refer to the manufacturer Pricing on the Flash Drive.

Office Depot is offering a percentage discount off manufacturer catalog or list pricing, and additional discounting for larger single orders. Please refer to the Special Order Manufacturer Pricing on the Flash Drive.

Our net product pricing for agencies is based on a discount off manufacturers list prices and is tiered to offer agencies additional cost savings for volume purchases.

Catalog Offering/Furniture Core List
All references for the purposes of our pricing proposal as it pertains to a catalog offering will be made to the BSD Furniture Catalog assortment available at the time of order to Office Depot Business Solutions Division customers (BSD). This list of products contains 2 pricing tiers.

1. The Furniture Core List now contains more than 1600 items, available as soon as 24 hours at very aggressive pricing. Pricing for Furniture Core items will be visible on Office Depot’s Business Solutions Division website located at https://business. officedepot.com (“BSD Website”). We have included the list of pricing and corresponding net prices on the “R4 Customer Copy” tab of Flash Drive Attachment Tab 2 - Office Depot Region 4 ESC Coded Furniture Core_120219.

2. Items that are not on the Furniture Core list and are in the BSD Catalog will receive a 20% discount from current web price. On each calendar quarter, with 30 days notification, the pricing will be updated. The furniture categories and corresponding discount from web are also included on “Noncore Discounts” tab in Flash Drive Attachment Tab 2 - Office Depot Region 4 ESC Coded Furniture Core_120219.

Products not in the BSD Furniture Catalog: Items not contained in the Office Depot BSD Furniture Contract Catalog but which are identified on www.officedepot.com, will be priced at the regular sales price (promotions excluded) set forth on www.officedepot.com at the time of the order, exclusive of bulk pricing discounts or other specials. Notwithstanding anything herein to the contrary, clearance items and promotional items, including, but not limited to, Instant Savings, Coupon Savings, Mail-In Savings, and Bundled Savings (collectively, "Excluded Categories"). Furniture items that are not identified in the BSD Redlands Regular Meeting of 09-03-24
26 293 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 Catalog or on www.officedepot.com shall not be subject to the pricing methodology otherwise set forth in this Agreement. Rather, prices for such items, as well as Excluded Categories, will be established by Office Depot at its discretion and will be presented to the Participating Agency at the point of sale or otherwise at the time of order placement.

Hosted Catalog: For those Participating Agencies that require a static pricing solution to support complex and/or certain electronic procurement platform requirements, Office Depot reserves the right to provide customized static pricing files to meet the needs of that individual Participating Agency on an as needed basis as mutually agreed upon with the Participating Agency. It is understood that such pricing shall not be offered to other participating members; and such customized pricing will not be identified as an unacceptable variance for purposes of an audit review.

Pricing Updates: Pricing for products covered by this furniture agreement will be adjusted as follows:

Furniture Core List - Office Depot will update prices on the calendar quarter, with 30-days notice per the notification process identified in (ii).

Product Selection. In an effort to continuously improve its overall product selection, Office Depot reserves the right to add products, services and/or categories (e.g., move services, inventory management services, etc.) to the Contract that are related to the scope of the RFP and the Response, and/or which are related to the business that Office Depot provides to its customers from time to time. In such event, Office Depot will provide at least thirty (30) days prior notice to Region 4 ESC.

Office Depot 2020 BSD Furniture Catalog - Please note, Office Depot is currently finalizing our new contract catalog assortment for the 2020 calendar year. In completing our proposal, we have submitted items that represent the most comprehensive assortment based upon our current BSD contract catalog in use for the 2019 calendar year. There will be some items which are no longer available in the new 2020 contract BSD catalog and there will be a significant number of new items being added to the BSD contract catalog assortment. This will require a conversation between Region 4 ESC and Office Depot in order to ensure the availability of the broadest product assortment at the lowest contract pricing. This conversation and any subsequent decision should take place post award and prior to the effective date of the new contract should we be awarded. Any additions to the assortment for the purpose of adding them to the contract would be fully communicated and approval requested of Region 4 ESC a minimum of 30 days prior to the effective date of the new contract. Product deletions from the Office Depot BSD assortment will not require Region 4 ESC approval.

We have applied to the best of our ability any knowledge those assortment changes that we are aware of at this time in our proposal.

Redlands Regular Meeting of 09-03-24
27 294 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 i. Please provide pricing for services based on a range, from minimum price per hour to maximum price per hour, with a not to exceed on the maximum price per hour charge.

Office Depot understands and has complied.

Workspace Interiors by Office Depot Services and Fees
Services Fees
Design Services: Professional Interior Design Services
available
Not to exceed $65/hr.

Project Management Services: Comprehensive Project
Management services available upon request
Not to exceed $75/hr.

Architectural Services: Professional Architectural Services available upon request. Please note that all projects must be quoted.

Not to exceed $160/hr.

iv. Describe any shipping charges.
i. Describe delivery charges along with definitions for:

1. Dock Delivery

2. Inside Delivery

3. Deliver and Install

The pricing set forth in this Contract includes, dock (a loading dock or loading bay area of a building where goods from vehicles are loaded and unloaded) and/or room-of-choice (inside delivery) delivery. Additional freight charges may apply for items exceeding 70 lbs. in weight and/or 110” in length/width, bulk items, furniture, special order furniture and/or rush deliveries, and Hawaii, Alaska, and Puerto Rico orders. For Participating Agencies that require desktop delivery additional charges may apply. The additional freight charges for orders shipped to Hawaii, Alaska, and/or Puerto Rico shall be set uniformly be each market’s retail delivery partner and impose a minimum order value (“MOV”) of $50.00.

Office Depot shall impose a minimum order value (“MOV”) of $50.00. In lieu of an MOV, a Participating Agency may elect to be subject to a small-order delivery fee consistent with Office Depot’s standard delivery terms. Office Depot reserves the right to waive the MOV or small-order delivery fee for, among other reasons, Participating Agencies that have efficient delivery requirements or complex ERP Systems.

Furniture Delivery Rates and Policy:
x In-stock furniture orders under 70 lbs. (based on total order weight) will be delivered at no extra charge to a ground-floor location on the next business day in most cases.

Delivery date may be within 2-3 days based on the volume of orders. Office Depot delivery representatives will move packaging materials from these items to a customerspecified location at no extra charge upon request. Unpacking will not be provided by third-party delivery services.

Redlands Regular Meeting of 09-03-24
28 295 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 x Our Enhanced Delivery Service is required for all in-stock furniture orders over 70 lbs. (based on total order weight). Some customers within our local delivery areas will receive next business day delivery; all others will be given the earliest delivery appointment available (within 7 business days) at the time an order is placed.

Customers outside of our local delivery areas will be contacted within 2-3 business days of placing an order by our delivery carrier to schedule an appointment. In-stock furniture orders will be delivered by appointment by two-man teams and will be placed in the room of choice with minor assembly on select items (delivery and install).

Packaging will be removed upon request. This fee is a per order charge, regardless of how many deliveries take place. Actual delivery fees to be provided at point of sale.

Fees are subject to change without notice. Enhanced Delivery Service is not yet available in all areas. Please validate at checkout whether these fees apply in your area, or call (888) 263-3423 for details.
x Non-stocked catalog items furniture will be delivered to a ground floor location in the manufacturer's shipping carton at no additional charge. x Furniture assembly service is available upon request for an additional fee. This service can be arranged and scheduled through a Customer Care Professional. x Preferred delivery service is available for security and anti-theft chests/files and fire safes for an additional fee. Please call (888) 263-3423 at the time of purchase to arrange for preferred delivery service. This service includes delivery, unpacking, set up, and removal of debris. Deliveries requiring multiple flights of stairs may require additional charges.
x Simple Specials/Non Code Furniture (quick ship, customizable, transactional centered, small order) ship in 1 – 3 weeks after receipt of purchase order.

Special Order furniture (not available in our furniture catalog) - Assembly and Installation charges will be priced on a per project basis and are based factors including, but not limited to, project schedule/phasing, Union requirements, and local market labor rates. Freight, delivery assembly and installation charges are clearly marked on invoices. Upon request, Office Depot can provide an hourly rate breakdown by order for installation charges.

All other services, such as reconfiguration planning and design, furniture inventory assessment, etc., but not including new furniture specification and design services will be priced on a per project basis.

Drop ship - Shipping from manufacturer to end user DOCK only with end user supplying receiving services and processing - No lift gate services.

Inside delivery - Consolidation of purchase order items at local Workspace Interiors preferred vendor. Workspace Interiors will coordinate delivery inside the facility to a central location without stair carry. No dunnage removal.

Redlands Regular Meeting of 09-03-24
29 296 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 v. Provide pricing for warranties on all products and services.

Office Depot warranties will be limited to Office Depot-branded products only, and for all other products, Office Depot will pass through to Customer all manufacturer-supplied enduser warranties.

Also see Tab 3 Attachment 2 Office Depot Performance Capabilities Warranties.

vi. Describe any return and restocking fees.

Catalog or “in-stock” furniture may only be exchanged or returned for a full refund if unassembled and in the original packaging (including all components and manuals) with UPC code within 14 days of purchase with no restocking fee.

Special Order/Custom furniture and Manufacturer Direct furniture cannot be returned or exchanged and are not available for restocking unless damaged upon receipt.

REFUNDS AND EXCHANGES
Your complete satisfaction is our primary concern.

At Office Depot, we want to be sure that every purchase is the right one for you. If you are dissatisfied with your stocked (coded) furniture purchase for any reason, you may return most furniture in their original packaging within 14 days of purchase for a replacement or full refund.

To place a return online, click on the Order Number under Order Tracking. Click on the Begin Return link on the Order Detail page to start the return process. For further assistance in processing your return online, or if the order does not have a Begin Return link, please contact the Technical Support Desk at 800-269-6888.
*Please Note: Only one return per order may be processed online. If an additional return is required please contact the Customer Care Desk at 888-263-3423.

Exceptions:

Special Order Furniture (noncode) Products may not be returned or exchanged. This includes items that are not stocked in one of our warehouses and/or are indicated as SPECIAL ORDER or sold through Workspace Interiors. If the item is defective or incorrect material is delivered, we will work with the purchasing agency to resolve, repair, or replace the item.

Redlands Regular Meeting of 09-03-24
30 297 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 vii. Describe any additional discounts or rebates available. Additional discounts or rebates may be offered for large quantity orders, single ship to location, growth, annual spend, guaranteed quantity, etc.

Office Depot Value Added Program Rebates and Incentives Office Depot is pleased to present a program that goes beyond the RFP requirements as follows.

Volume Rebates: Office Depot will pay qualified Participating Agencies the following volume rebates:

Agency Annual Volume Rebate: Office Depot will pay Participating Agencies an annual volume rebate (“Agency Annual Volume Rebate”) based on such Participating Agency’s Spend, provided that the Participating Agency is not materially delinquent in paying undisputed invoices as required under the Contract. Agency Annual Volume rebates shall be calculated back to dollar one. The Agency Annual Volume Rebate shall be disbursed within ninety (90) days of of the contract anniversary and shall be calculated as follows:

Annual Spend Annual Volume Rebate %
$500,001 - $1,000,0001.5% of Annual Spend
$1,000,001 - $2,000,0002.0% of Annual Spend
$2,000,001 - $3,000,000 3.0% of Annual Spend
$3,000,001 - $4,000,0004.0% of Annual Spend
$4,000,001+5.0% of Annual Spend
For purposes of the Furniture & Installation RFP, Contract Anniversary shall be based on the Office Supply & School Supply contract period beginning July 1 and concluding June 30th of each contract year during the terms of the contract. “Spend” shall mean Participating Agency’s paid-for purchases net of taxes, shipping costs, returns, discounts, credits, any incentives amortized for the applicable period, rebates actually paid, employee purchases under any type of purchasing program, postage, shipping and mailing services, technology items, non-code and special order furniture, gift cards and warranties.

Copy & Print Adjacency Rebate: In addition to the Agency Annual Volume Rebate, Office Depot shall pay to Participating Agencies an annual Adjacency Rebate (“Adjacency Rebate”) to those customers that spend $200,000 or greater in qualified Copy & Print solutions. The Copy & Print Adjacency Rebate shall be disbursed within ninety (90) days of the contract anniversary and shall be calculated as follows:

Alternative to Rebates: Notwithstanding the foregoing, at the Participating Agency level, Office Depot may agree to offer lower prices in lieu of anticipated rebate dollars to those Participating Agencies whose total Spend exceeds $500,000. To implement, Office Depot Adjacency Achievement $ Rebate %
Copy & Print$200,000+ Annually 5% of Category Spend
Redlands Regular Meeting of 09-03-24
31 298 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 will enter into an agency-level agreement, which will also provide for an annual reconciliation to ensure that the earned rebate dollars correlate to the additional discounts and adjustments to pricing will be made as necessary (a “true-up”). A sample Participation Agreement has been provided at the end of this section and is labeled, Attachment 2.3.

Tier One Alternative: Office Depot has developed a diversity purchasing initiative ("Tier I Program") that can be utilized by end customers to purchase products and services from small businesses, minority-or women-owned suppliers and service disabled veteran suppliers. We appreciate the opportunity to help our Tier I diversity partners while assisting Region 4 Participating Agencies to achieve their diversity spending goals. Our proposed program maintains the structure of known auditable pricing that Region 4 contracts provide Participating Agencies while meeting the diversity needs of the Tier I Partners.

In the event a Participating Agency wishes to purchase under the Region 4 Contract but also elects to utilize an Office Depot Tier I partner in connection with such purchases, Region 4 shall permit the Participating Agency to participate in Office Depot's Tier I program, provided such participation is in accordance with the terms of the Region 4 Contract. The parties agree that the Participating Agency shall pay a fee in addition to the pricing offered under the Contract in order to participate in the Tier I Program. The final unit price for the invoice will be the Region 4 contract sell price plus the Tier I program fee which shall be shall be negotiated among the Participating Agency, the Tier I partner and Office Depot.

viii. Describe how customers verify they are receiving Contract pricing.

At the time of order entry on our private contract website, business.officedepot.com, will show items that are part of the primary contract offering.

Furthermore, this proposal includes our full breadth of product offering. Our invoicing capabilities allow for full pricing detail to further provide price verification.

Special Order (noncode), project furniture orders require the Region 4 contract number to process, and to obtain the correct (additional) manufacturer’s discounting. All orders are price verified by furniture order management at time of order, and again at order acknowledgement to ensure the correct contract price. Our invoicing statements provide line item detail of pricing and discount percentage.

Our furniture order management software is a closed loop system that includes current electronic manufacturer catalogs used to create accurate specifications and quotations.

Our furniture ordering and invoicing are located on the same centralized IT platform keeping information consolidated—allowing for consistency throughout the process.

Office Depot also has an industry leading contract compliance department, which is not a part of our sales organization. Office Depot made a significant investment in creating an organization, dedicated to ensuring accurate customer pricing set-up, timely maintenance of customer pricing, and protecting the integrity of our agreements with our customers.

To carry out those important responsibilities, we developed an on-line document management system which calendarizes the significant milestones of our legal agreements.

Redlands Regular Meeting of 09-03-24
32 299 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 This provides us with visibility to those commitments that are time sensitive. In addition to our system enhancements, our team of Compliance Managers is responsible for establishing a consistent schedule of inspection ensuring that Region 4 Participating Agencies end users are receiving the service and pricing that Office Depot has committed to provide.

ix. Describe payment methods offered.

A. Check
B. Credit or Procurement Card (VISA, MasterCard, Discover, AMEX) only at point of sale C. EFT
D. EDI

Office Depot offers Net 20 days payment terms. We will work with each customer to accept the payment methods that are mutually agreed and acceptable to the customer.

x. Propose the frequency of updates to the Offeror’s pricing structure. Describe any proposed indices to guide price adjustments. If offering a catalog contract with discounts by category, while changes in individual pricing may change, the category discounts should not change over the term of the Contract.

Special Order Furniture
Office Depot guarantees the Discount from List set forth in Attachment Tab 2 - Office Depot - Region 4 ESC - Special Order Pricing for the life of the agreement.

Catalog Furniture Core List
Office Depot will update the Catalog Furniture Core List on the calendar quarter with 30- days notice and manufacturer documentation to support the change. Core price changes shall be implemented after thirty (30) day notice to Region 4 ESC. Region 4 ESC shall respond to the proposed price increase by the end of the thirty (30) day notice, and to the extent that Region 4 ESC does not respond within that time period, their silence shall be deemed acceptance of the proposed price change.

Catalog Furniture – Non Core
Office Depot is proposing a Discount from Web Price for its Non-Core, BSD Furniture Catalog items. The proposed Discount from Web price table has been included in our price file submission and below.

Non-Core BSD Catalog items pricing will be updated on a quarterly basis in January, April, July and October of each year during the term of the Agreement. Items will be based upon the product assortment in the BSD Catalog at the time of order. Office Depot will take a Redlands Regular Meeting of 09-03-24
33 300 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 snapshot of web pricing, apply category discounts, and lock pricing for the quarter (until next update).

Notification Process for all Non-Core BSD Catalog Product Category Increases: Office Depot shall give Region 4 ESC at least thirty (30) days written notice of such price increase before any price increases take effect. Office Depot shall provide Region 4 ESC with an updated web-less category discount file for all Non-Core BSD Catalog items to verify that product price adjustments are being appropriately passed through to Region 4 ESC for Non-Core BSD Catalog items. In the event of extenuating market conditions, Office Depot reserves the right to adjust Customer’s prices commensurately.

DEPARTMENT CLASS WEBLESS

DISCOUNT
FURNITURE DESKS & WORKSTATIONS 20%
FURNITURE FURNITURE ACC 20%
FURNITURE FILING 20%
FURNITURE PRESENTATION BOARDS 20%
FURNITURE OFFICE DECOR 20%
FURNITURE BOOKCASES 20%
LIGHTING TUBES 20%
LIGHTING LAMPS 20%
LIGHTING FIXTURES 20%
LIGHTING BULBS 20%
SEATING STOOLS/DRFTNG CHAIRS 20%
SEATING SPECIALTY 20%
SEATING FLOORING 20%
SEATING STACK FOLD CHAIRS 20%
SEATING MANAGERIAL 20%
SEATING TASK 20%
SEATING SEATING ACCESSORIES 20%
SEATING EXECUTIVE 20%
SEATING CHAIR MATS 20%
SEATING ACCENT SEATING 20%
SEATING RECPTN/GUEST SEATING 20%
SEATING BIG & TALL 20%
REGION 4 ESC FURNITURE WEBLESS DISCOUNT
Redlands Regular Meeting of 09-03-24
34 301 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 xi. Describe how future product introductions will be priced and align with Contract pricing proposed.

When future product introductions are needed we will provide Region 4 ESC with the information concerning the product and the reasons for the introduction and the proposed pricing which will be based on the then current pricing structure within the contract unless there is no precedent, in which case we will propose pricing and negotiate in good faith to reach agreement.

Product Selection. In an effort to continuously improve its overall product selection, Office Depot reserves the right to add products, services and/or categories to the Contract that are related to the scope of the RFP and the Response, and/or which are related to the business that Office Depot provides to its customers from time to time. In such event, Office Depot will provide at least thirty (30) days prior notice to Region 4 ESC.

xii. Provide any additional information relevant to this section.

Employee Purchase Program: In an effort to continuously improve its customer-focused offering, Office Depot reserves the right to offer market-competitive pricing on select products (i.e., certain educational materials, classroom supplies, and copy and printing services) to employees of Participating Agencies (including teachers). This purchasing program shall enable employees of Participating Agencies to create an employee account.

Employee purchases will be priced at a discount of ten percent (10%) off the regular sales price (promotions excluded) set forth on www.officedepot.com at the time of the order.

Employee purchases may be made at Office Depot’s U.S. retail store locations or online at www.officedepot.com. Employees will be required to use a personal credit card for all purchases. Notwithstanding anything herein to the contrary, the aforementioned discount shall not apply to (i) products in the following categories (as such categories are identified on www.officedepot.com), Technology, Business Machines and Equipment, Custom Printing, Gift Cards, Shipping Services, Warranties, and U.S. Postage; and (ii) clearance items and promotional items, including, but not limited to, Instant Savings, Coupon Savings, MailIn Savings, and Bundled Savings. Items that are not identified in the BSD Web Catalog shall not be subject to the discounts or pricing under the employee purchase program. Rather, prices for such items will be established by Office Depot in its discretion and will be presented to the relevant employee at the point of sale or otherwise at the time of order placement. Any employee account shall be subject to approval by the Participating Agency whose employee desires to open an account. Purchases made by employees shall not be included in calculating an Agency Annual Rebate or any other rebate that a Participating Agency is entitled under the Contract. However, purchases made by employees shall be included for purposes of calculating the administrative fee due to Region 4 ESC.

Under this program, there shall be no delivery fee for orders over $50.00, but orders below $50.00 will be subject to a small-order delivery fee consistent with Office Depot’s standard delivery terms.

Redlands Regular Meeting of 09-03-24
35 302 of 1977
TAB 2 PRODUCTS/SERVICES/PRICING
FURNITURE INSTALLATION AND RELATED SERVICES SOLICITATION NUMBER 19-18 Not to Exceed Pricing. Region 4 ESC requests pricing be submitted as not to exceed pricing. Unlike fixed pricing, the Contractor can adjust submitted pricing lower if needed but, cannot exceed original pricing submitted. Contractor must allow for lower pricing to be available for similar product and service purchases. Cost plus pricing as a primary pricing structure is not acceptable.

Acknowledged by Office Depot.

Redlands Regular Meeting of 09-03-24
36 303 of 1977
> Abco
> Acco Brands
> Adden Furniture
> Agati
> Allermuir
> Alumni Classroom Furniture
> AmTab
> Arcadia
> Aurora Storage
> Back App
> Barricks
> Balt
> Berco
> Best Rite
> BluDot
> Bold Furniture
> Bretford
> Claridge
> Clarin
> Clarus Glassboards
> ComforTek
> Coriander Designs
> Da-Lite Screen Co.
> Diversified Woodcrafts
> ECR4Kids
> Emeco
> Encore
> ERG International
> Eurotech Seating
> Evolve by Global
> FatBoy USA
> Fixtures Furniture
> Ghent
> Global Furniture Group
> Globalcare
> Gressco
> Hale
> Haskell
> High Point Furniture
> Hirsh
> HON
> Iceberg
> Institutional Furniture Concepts
> Jonti-Craft
> Kidstuff Playsystems
> KFI Seating
> Leisure Craft
> Liat
> Luxor
> Lyon Workspace
> Marco Group Inc.
> Media Technologies
> Moduform
> Mooreco
> National Office Furniture
> National Public Seating
> Nomad by Palmer Hamilton
> Norix Group
> Offices To Go
> OFM Inc.
> Oklahoma Sound
> Omni Pacific
> On Q by Encore
> Palmer Hamilton
> Palmieri Furniture
> Paragon Furniture
> Paramount Sleep
> ParkNPool
> People Friendly Places
> Safco
> Scholar Craft
> Shain Solutions
> Screenflex
> Senator Group
> SixInch
> Spec Furniture
> Spectrum Furniture
> Special T
> Staging Concepts
> SurfaceTech
> Surfaceworks
> Symmetry Office
> Symphony Tables
> Tenjam
> Ultraplay Systems
> Virco
> Vivaboard
> Waddell
> Wisconsin Bench
Line Card
OUR COMPREHENSIVE K-12 SPECIFIC FURNITURE LINE INCLUDES:

COMMITTED TO LEARNING
One Student at a Time
TAB 2 - PRODUCTS/PRICING ATTACHMENT 2.1 - K-12 LINE CARD Redlands Regular Meeting of 09-03-24
37 304 of 1977
3Form
3M
9 to 5 Seating
Acacia Originals
ACCO Brands
Aceray
Adden Furniture
AFC Industries
Agati
Alea
Allermuir
Allseating
Altus
Alumni Classroom Furniture
American Seating
AmFab, Inc.

AMQ Solutions
AmTab
Andreu World
Arcadia Contract
Arconas
Art Concepts
Artopex
Aurora Storage
Back App
Beaufurn
Bernhardt
BioFit
BluDot
Bold Furniture
Borroughs
Bradford Systems
Bretford
Brown Jordon
Cabot Wrenn
Cartwright, Inc.

Carolina Healthcare
Cape Contract
Charnstrom
Cherryman
Claridge
Clarus Glassboards
Compatico
Concept Seating
Conset America
Compel Office
Coriander Designs
Cramer
Creative Wood Products
Creative Hardwood
Da-Lite Screen Co.

Darran Furniture
Datum Filing Systems
Dauphin
David Edward
Deflecto Corp.

Design Within Reach
DeskMakers
DHive
Diversified Woodcraft
Doug Mockett
Dreamseats
ECR4Kids
Edsal Sandusky
Egan Visual
Ekitta
EKO Contract
Emeco
EMU Americas
Encore
Enwork
ERG International
ErgoGenesis
Ergonomic Concepts
ESI Ergonomic Solutions
Eurotech Seating
Evolve Furniture Group
Fatboy USA
Faustino’s Chair Factory
Fellowes
FireKing International
Flexsteel
Friant
Furniture Lab
Gavco Industries
General Electric
Girsberger
Global Total Office
GMI Companies
Grand Rapids Chair
Grand Stands
Great American Picture
Great Openings
Gressco Ltd.

Grosfillex
Group Lacasse / Neocase
Hale
Hamilton Casework
Harden Furniture
Haskell Office
HAT Contract
HBF
Hi5 Furniture
Highmark Seating
High Point Furniture
Hightower
Hirsh
Hollman
HON
Humanscale
Iceberg
Indiana Furniture
Innovant
Inscape
Integra
Intensa
Iron Age Office
ISE
Jasper Group Brands
JH Carr
Jonti-Craft
Kannoa
Keilhauer
KFI Seating
KI
Kidstuff Playsystems
Kimball Office
Krug
Kwalu
La-Z-Boy Contract
Landscape Forms
Legacy Lockers
Leland International
Lencore Acoustics
Lesro Industries
Level 4 Design
Liat
Light Corp
Ligne Roset
Loftwall
Lumisource
Lyon Workspace
Magna Visual
Maispace
Marco Group Inc.

Martin Brattrud
Maxon Furniture
Mayline Group
Metro
Media Technologies
Medline
Mity-Lite
Moduform
MooreCo.

National Office Furniture
National Public Seating
Neutral Posture
Nevers
Nevins
Norix Group
Nova Solutions
Nucraft
Nxtwall
OCI-Sitwell
Office Master
Office Star
Offices To Go
OFM Inc.

OFS Brands
Open Plan Systems
Palmer Hamilton Brands
Paragon Furniture
ParkNPool
Patterson Pope
People Friendly Places
Peter Pepper Products
Prismatique Designs
PS Furniture
RDT Concepts
RFM Seating
Richelieu America
RightAngle
RT London
Rubbermaid
S.P. Richards
Safco
Sauder Manufacturing
Sauder Woodworking
Scholar Craft
Screenflex
Senator Group
Sentry Group
SisErgo
SitOnIt Seating
SixInch
Source International
Source Outdoor
Source Workspace
Spaceco
Spacesaver Inc.

SpaceStor
Spec Furniture
Special T
Staging Concepts
Stance Healthcare
Stylex
SurfaceTech
Surfaceworks
Symmetry Office
Symphony Tables
Systems 2/90 Inc.

Takeform
Tenjam
Tennsco
Tensator Inc.

The Marvel Group
Three H
Trendway
Tropitone Furniture
Tuohy Furniture
Ultraplay Systems
ULoft
UniSource
Versteel
Via
Watson
WCI
Wieland Furniture
Workrite Ergonomics
Zuo Modern
Our comprehensive line includes:

Workspace Interiors Line Card
Furniture products that respond to your needs.

WorkspaceInteriorsOD.com | Phone: 877.543.0944
TAB 2 PRODUCTS/PRICING ATTACHMENT 2.2 - WORKPLACE LINE CARD Redlands Regular Meeting of 09-03-24
38 305 of 1977
1 Sample Alternatives to Rebates Agreement
* FOR DISCUSSION PURPOSES ONLY *

THIS DRAFT REMAINS SUBJECT TO REVIEW AND COMMENT BY

OFFICE DEPOT'S LEGAL DEPARTMENT
TAB 2 – PRODUCTS AND PRICING
ATTACHMENT 2.3

THE COOPERATIVE PURCHASING NETWORK

PIGGYBACK CONTRACT

BETWEEN
<PARTICIPATING AGENCY>
AND
OFFICE DEPOT, INC.

This Piggyback Contract (“Contract”) of is made and entered into this <DATE> ("Effective Date"), by and between <PARTICIPATING AGENCY> (hereinafter referred to as the "Customer"), and Office Depot, Inc., a Delaware corporation with corporate headquarters located at 6600 North Military Trail, Boca Raton, FL 33496 (hereinafter referred to as "Office Depot").

W I T N E S S E T H:

WHEREAS, on____________, 2019, and effective as of ______, 2019, The Cooperative Purchasing Network (“REGION 4 ESC”) awarded Office Depot Region 4 ESC Contract No. ________ for Office Supplies, Related Products and Office Services (the “Master Agreement”), which permits government entities to purchase goods and services in accordance with terms and conditions set forth in the Master Agreement;
WHEREAS, Customer has chosen to become a participating government agency under the Master Agreement, and Customer has registered with REGION 4 ESC to become a participating government agency and is eligible to purchase under the Master Agreement; and WHEREAS, the undersigned representative of Customer is authorized, on behalf of Customer, to contract with Office Depot for the purchase of the office supplies and services in accordance with the terms of the Master Agreement and this Contract.

NOW, THEREFORE, in consideration of the mutual covenants, benefits and promises herein stated and in conjunction with the cooperative agreement referenced, the parties hereto agree to the following terms and conditions:

1. INCORPORATION OF MASTER AGREEMENT.

The purpose of this Contract is to allow the Customer to purchase supplies from Office Depot at the discounted prices set forth in the Master Agreement. To that end, the Master Agreement is hereby incorporated by reference as if set forth herein in its entirety, including all subsequent amendments thereto. However, to the extent any terms and conditions set forth in the Master Agreement (excepting any terms and conditions relating to price and cost) conflict with any terms and conditions of this Contract (the “Supplemental Terms”), the Supplemental Terms shall prevail.

2. CREDIT TERMS.

Customer's credit limit shall be established by Office Depot’s credit department. Office Depot reserves the right to lower Customer’s credit limit or refuse to ship any orders if at any time: (a) Customer’s account is materially past due and Customer has not responded with a reasonable response within three (3) business days of written notice of said delinquency to work with Office Depot to resolve the issues; (b) in Office Depot’s commercially reasonable opinion, Customer’s credit standing becomes impaired as a result of Customer’s payment habits having slowed down to an unsatisfactory level with all non-critical suppliers including Office Depot; (c) Customer’s financial condition becomes unstable based on Customer’s financial reports or reputable third party ratings, or (d) if there are severe risk alerts from reputable third party credit bureaus.

3. NOTICES.

All notices, requests, demands and other communications under this Contract shall be given in Redlands Regular Meeting of 09-03-24
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2 Sample Alternatives to Rebates Agreement
* FOR DISCUSSION PURPOSES ONLY *

THIS DRAFT REMAINS SUBJECT TO REVIEW AND COMMENT BY

OFFICE DEPOT'S LEGAL DEPARTMENT
TAB 2 – PRODUCTS AND PRICING
ATTACHMENT 2.3
writing. Such notices shall be deemed to have been given when delivered in person or three (3)business days after being sent via certified mail or upon delivery if sent via reputable overnight delivery service and addressed to the appropriate party at its mailing address set forth below:

To Customer: Agency Name
Address
City, ST, Zip
Attn: Participating Agency Contact (Signator)
To Office Depot: Office Depot, Inc.
6600 North Military Trail
Boca Raton, FL 33496
Attn: Susan Cummings, Vice President, Public Sector
with a copy to: Office Depot, Inc.
6600 North Military Trail
Boca Raton, FL 33496
Attn: Office of the General Counsel

4. TERMINATION FOR CONVENIENCE.

Either party may terminate this Contract for convenience by providing the other party sixty (60) days prior written notice.

5. ALTERNATIVE TO REBATES.

As provided in the Master Agreement, Office Depot is offering, and Customer has agreed to accept, lower prices on select items in lieu of anticipated rebate dollars. The selected item or set of items that receive lower prices will be determined upon mutual written agreement of Office Depot and Customer. The price for each of these items may change with thirty (30) days prior notice to Customer. The prices and assortment of these select items may be updated by Office Depot in writing to Customer, including email. Quarterly reviews will be conducted to evaluate Customer Spend (as defined in the Master Agreement) to ensure the “in lieu of rebate pricing savings” coincide with the Agency Annual Volume Rebate (as defined in the Master Agreement) that would have otherwise been earned if this alternative to rebates had not been agreed upon. Any overages in dollars that would have been earned under the Agency Annual Volume Rebate in excess of $200.00 will be paid to the Customer by check within ninety (90) days of the end of the calendar year. Any overages less than $200.00 will be forfeited.

IN WITNESS WHEREOF, Customer and Office Depot have executed this Contract on the Effective Date.

OFFICE DEPOT, INC. <PARTICIPATING AGENCY>
By: By:

Name: Name:

Title: Title:

Date: Date:

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TAB 3

PERFORMANCE CAPABILITY
RFP 19-18
Furniture, Installation and Related Services
12-11-2019 2:00pm Central Time
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 This page intentionally left blank.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18

EVALUATION PROCESS AND CRITERIA (PERFORMANCE CAPABILITY)

In evaluating the responses, the following predetermined criteria is considered:
a) Products/Pricing (40 Points)
b) Performance Capability (30 Points)
c) Qualification and Experience (20 Points)
d) Value Add (10 Points)
Office Depot acknowledges
b) Performance Capability
i. Include a detailed response to Appendix D, Exhibit A, OMNIA Partners Response for National Cooperative Contract. Responses should highlight experience, demonstrate a strong national presence, describe how Offeror will educate its national sales force about the Contract, describe how products and services will be distributed nationwide, include a plan for marketing the products and services nationwide, and describe how volume will be tracked and reported to OMNIA Partners.

Office Depot has included our detailed response to Appendix D, Exhibit A, Response for National Cooperative Contract (Region 4 ESC), which includes Appendix D Exhibits as required.

Strong national presence
Office Depot employs a seamless, nationwide operating system and superior operational technologies, resulting in total quality and consistency for Region 4 participating agencies at every step in the process…order entry, on-time delivery, order accuracy, uniform prices/billing, and reporting integrity.

Having one single operational platform/blueprint throughout the country affords participating agencies the following benefits:
• Consistent Operations/Service: Because every location in the Office Depot system uses the same WMS program, all warehouse and delivery operations are performed the same way across the country.
• Consistent Pricing: Because every Office Depot facility uses the same WMS program and AOPS order entry system, Region 4 ESC pricing remains consistent nationwide. Your participating agencies will share a single Custom Price List and pricing structure for all domestic locations. • Consistent Reporting/Integrity: Because every Office Depot facility uses the same AOPS order entry system, report consolidation is simple and accurate. Super Users can view all order/pricing activity online throughout the country.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 • Consistent products: Each of Office Depot's 25 distribution centers stocks similar mixes of 15,000+ products contained in our full-line, in-stock catalog. The end-user product view on the contract website will be consistent throughout the country.

Workspace Interiors is the only furniture dealership in North America designed and structured with their own resources rather than alliances, in place to handle large, complex clients with multiple locations nationwide. The shared service model of Workspace Interiors allows our customers to easily leverage both local and national resources as you need them. This ensures districts are given the personal attention your business needs on a local level, backed by comprehensive national support.

Workspace Interiors works on a national scale, we have regional offices in 38 major metropolitan areas throughout the United States—putting the people in place with an in-depth understanding of local markets and just about any other market your business operates. We have over 200 team members who are cross trained in project management, design, order support and customer service across the country.

Our unique structure ensures our customers receive consistent service, standardized process and procedures model.

Workspace Interiors has a proven process to manage projects of any size and complexity. The benefits of working with a single-source dealer can also be realized from a logistical standpoint. Our coast-tocoast distribution and installation network helps ensure that your organization receives consistent service anywhere in the country. Not only are we able to adapt to changing situations regarding projects, but also proactively share information across the network—allowing us to find effective solutions for projects based on similar previous experience and expertise. We can quickly loop in team members from multiple disciplines across the country to assist. That means local contacts can reach out to our national network to solve any problem that may arise, providing you with specific answers regarding design, logistics, or any other relevant discipline.

Training and educating our National Sales Force
Recognizing the value of the Region 4 ESC/OMNIA Partners program for our current and potential customers, Office Depot partners to position and train our national sales force, especially those serving the public sector, in the benefits of the Region 4 ESC contracts. Our dedicated team of Cooperative Contract National Account Managers will be responsible for the implementation of the Region 4 ESC Contract. This dedicated team will work closely with our local sales representatives as well as our inside sales representatives, ensuring all teams are properly trained to service customers participating in the Region 4 ESC Furniture, Installation, and Related Services program. Training includes webinars highlighting the details of the program and positioning the Region 4 ESC furniture offering. Sales team training is a continuous process, commencing with the contract implementation and continuing through the term of the contract, including any renewals and extensions. All appropriate Sales Representatives are trained in ongoing sessions by dedicated Cooperative National Sales Account Managers. All mutually agreed special promotions and programs will be introduced during these meetings and all local Account Managers will be provided the necessary sales sheets and other promotional material appropriate for their customer base.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 National Marketing Plan
Leveraging our relationships with more than 20,000 public sector entities, Office Depot will leverage our existing customer case studies and best practices and demonstrate credibility through our associations with industry leaders and publications. We will also employ public relations efforts via interviews, news conferences and engagement with key media contacts and editorial reporters. Office Depot’s national marketing plan includes a press release, social media announcements, direct mail campaigns, cobranded collateral materials, advertising the partnership in trade and industry publications nationwide, and participation in trade shows.

Office Depot’s team approach to implementing and supporting a contract of this size and significance means we will align several groups within our organization to ensure the seamless execution and ongoing management of our Region 4 ESC/OMNIA Partners contract. This multidisciplinary approach will include the following:
• Merchandising Team – goes to market focused specifically on the public sector • Pricing Group – ensures items reflect contract pricing at all times • Contract Compliance Team – ensures all bidding and pricing practices are in compliance and uphold the Region 4 ESC/OMNIA Partners/Office Depot partnership agreement • Legal Team – provides guidance on contract execution and supports ongoing regulatory needs • Marketing Team – dedicated to providing timely communication, awareness and lead generation campaigns and supporting sales tools applicable to our public sector customers • Green Staff –committed to supporting public agencies with the tools and knowledge necessary to meet their green objectives
• Ecommerce Team – continually offers innovative solutions to answer the ever-changing demands of today’s procurement professionals
• Training Organization – provides new and existing sales professionals with ongoing training solutions focused on public agency solutions
• Finance and Reporting– provide efficient reporting to meet the evolving needs of Region 4 ESC/ OMNIA Partners.
• Customer Care Organization – understands the nuances of large contracts and works to provide participating agencies with top-notch customer care
• Delivery Network – provides dependable next business day delivery supported by industryleading order tracking solutions • Sales Organization – committed to delivering solutions that are relevant and timely for public agencies and always putting the customer’s needs first
Office Depot will continue to educate government and education agencies on the benefits and efficiencies of cooperative contract purchasing through the Region 4 ESC program. Specifically, we have deployed additional resources to support business development activities and new agency acquisition in the following areas:

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 • Field Sales Team – Mid-to-large agency acquisition
• Inside Sales Team – Small agency acquisition
• Emails, web banners, pre-login content, videos, sell sheets, weekly marketing updates, BSD communications
The three-prong Region 4 ESC strategy will focus on participating agencies of all sizes:

1. Customers:
• Develop and evolve Region 4 ESC Participating Agencies’ profile for targeting and sales deployment
• Develop nurturing strategy, emphasizing Region 4 ESC optimization messaging through decision stages
• Satisfy objectives and criteria of cross-functional decision makers (i.e., Finance, IT, Purchasing)

2. Products & Services:
• Build a services innovation engine and transform current product-focused business culture • Drive growth opportunities through cross-sell of supplies, other products and services

3. Sales & Marketing:
• Continue developing product category expertise throughout the sales organization • Implement a comprehensive marketing strategy targeting new buyers within existing accounts • Establish processes and tools enabling effective pipeline management and predictable revenue streams
• Become a brand name associated with Region 4 ESC within the target market Office Depot has provided our proposed 90-day Marketing Plan later in this section and in Appendix D of Tab 3, which includes our marketing launch process plan.

OMNIA Partners Tracking and Reporting
Office Depot will provide customer-centric business reviews and reports for our customers. Our Business Review process is a high-level summary that ties together the statistical information we gather on our performance and service levels. We will provide OMNIA Partners-specific performance data by Region 4 ESC participating agencies, geographic location or business unit. Each business review completed will then be rolled up into a master review of for entire cooperative. This process of creating multiple reviews allows us to compare each of your participating agency locations against one another to find best practices, innovations, and ensure all locations are performing to minimum Region 4 ESC standards.

Our review will be customized to provide the specific format and metrics that Region 4 ESC would like to evaluate. The goal of these reviews is to provide you with more than “raw data.” Our objective is to create documents that will show you in one page how we are doing in meeting your objectives in the following areas: Achievement of your business goals, IT and systems interface performance, delivery, service-level, customer satisfaction, compliance and rogue spend, transition success and strategic development.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 The Office Depot account management team will assist each Region 4 participating agency location by analyzing spend and usage data. This process helps you by providing a consistent regular customer focus to drive greater usage to their core product list, identify rogue spend outside their endorsed contract stationer, and analyze actual product usage.

Business Reviews include:
• Our customers’ initial objectives
• Previous time period accomplishments and objectives for the next reporting period Sales Statistics:
• Purchases by product group
• Purchases by location
• Average monthly purchases
• Special categories
Performance Measurements:
• Customer Report Card
• Customer Quarterly Review
• Customer Evaluation Survey
• Office Depot’s plan of action to ensure
customer satisfaction
Independent Business Reviews:
• Customer Focus Groups
• Customer Interviews
• Customer Telephone Surveys
• Store Exit Interviews
Key performance indicators
• Spend and average order analysis
• Fill rate and order accuracy
Purchasing trends and best-in-class comparison
• Net spend and product category spend
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 • Product category spend vs. peer
group average
• Office Depot brand spend by
product category
• Top product purchases
• Accounts receivable aging
Savings and solutions
• Diversity spend analysis
• Electronic orders and invoices
• Average order savings opportunities
• Office Depot GreenerOffice™
Dashboard
ii. The successful Offeror will be required to sign Appendix D, Exhibit B, OMNIA Partners Administration Agreement prior to Contract award. Offerors should have any reviews required to sign the document prior to submitting a response. Offeror’s response should include any proposed exceptions to OMNIA Partners Administration Agreement on Appendix B, Terms and Conditions Acceptance Form.

Office Depot has reviewed Appendix D, Exhibit B, Administration Agreement, and outlined our proposed exceptions on the Term and Conditions Acceptance Form in Tab 1 as required. iii. Include completed Appendix D, Exhibits F. Federal Funds Certifications and G. New Jersey Business Compliance.

Office Depot has executed Appendix D, Exhibits F and G and have incorporated them under Appendix D of Tab 3 as required.
iv. Describe how Offeror responds to emergency orders.

Office Depot is prepared to provide next-business-day delivery to over 95% of the U.S. Next-businessday delivery of your in-stock orders operates through three elements, and Office Depot offers you better performance in each area: Inventory, Order Cut-off times, and Delivery Network.

Inventory: Office Depot stocks, on average, more than 15,000 SKUs in our Delivery Centers. In addition, we consistently achieve over a 98% line item fill rate company wide.

Order Cut-Off Times: Office Depot’s standard delivery lead time is next business day for stocked items on orders received by Office Depot online or via phone by 5:00 p.m. on a business day. Orders outside of our next-business-day delivery zone are shipped by UPS and delivered within 2 business days.

Delivery Network: Office Depot’s B2B Delivery Network allows us to maintain a local, regional, and national presence. We outsource our deliveries with contracted and dedicated third-party carriers to ensure complete nationwide delivery coverage.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Office Depot fills and delivers more than 100,000 deliveries a day with an on-time delivery rate of 99% based on reconciled manifests. That accuracy is possible because we have a fully integrated warehousing system and operate our own coast-to-coast distribution and delivery network.

Office Depot has the latest order cutoff times in our industry. Orders placed on a business day for instock items will be delivered on the promised next delivery schedule for the ship-to location (usually next business day) and the times vary depending on the ordering channel used:
• Online website ordering, 5:00 PM local time
• EDI ordering, 6:00 PM local time
• Toll-free telephone ordering 5:00 PM local time
• Fax and email orders, 3:00 PM Eastern Time
• Mail orders, 3:00 PM Eastern Time
• Items may be purchased in an Office Depot or OfficeMax Retail Store at contract prices by your authorized buyers any time the store is open
Emergency Orders
Typically, Office Depot’s turn-around time for emergency orders is 4 hours. Office Depot will offer sameday delivery within 30 miles of our stocking facilities direct-service markets at no additional charge if the emergency is due to our error. We can make same-day deliveries to these locations when we receive the order by 12:00 noon local time.

Courier charges will be added to the customer’s account for emergency orders that are not due to an Office Depot service failure. Office Depot will not mark up the courier charges, only pass on any additional costs for same-day delivery.

Starting with your Workspace Interiors main point of contact, for Special Order Furniture (noncode), will work with you and the manufacturer to expediate furniture orders. v. What is Offeror’s average Fill Rate?
x Order Fill Rate – The percentage of orders that were 100% filled on the first delivery schedule for the ship-to location – 97.70%.
x Line Fill Rate – The percentage of line items ordered that were 100% filled on the first delivery scheduled for the ship-to location – 99.22%
On-Time Delivery – The percentage of deliveries that were made on the promised schedule for the shipto location – 99.13% Redlands Regular Meeting of 09-03-24
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 vi. What is Offeror’s average on time delivery rate? Describe Offeror’s history of meeting the shipping and delivery timelines.

The closest calculation to an on-time delivery percentage would be our percentage for Orders Delivered Next Day. Although we track this performance result, we do not tabulate it like we do our fill rates. Each warehouse location has a percentage of orders delivered next day. Depending on their location, they may service more remote locations than other warehouses. Overall, as a company, our on-time delivery percentage could be estimated at 99% and has historically ranged in the 97-99% range.

On-Time Delivery – The percentage of deliveries that were made on the promised schedule for the shipto location – 99.13% vii. Describe Offeror’s return and restocking policy.

Your complete satisfaction is our primary concern. At Office Depot, we want to be sure that every purchase is the right one for you. If you are dissatisfied with your stocked (coded) furniture purchase for any reason, you may return most furniture items in their original packaging within 14 days of purchase for a replacement or full refund.

To place a return online, click on the Order Number under Order Tracking. Click on the Begin Return link on the Order Detail page to start the return process. For further assistance in processing your return online, or if the order does not have a Begin Return link, please contact the Technical Support Desk at 800.269.6888.
*Please Note: Only one return per order may be processed online. If an additional return is required, please contact Customer Care at 888.263.3423.

Exceptions:

To the extent Customer requires Office Depot to provide warranties on products sold to Customer, Office Depot’s warranties shall be limited to Office Depot-branded products. For all other products, Office Depot will pass through to Customer, to the extent permissible under applicable law, all manufacturer-supplied end-user warranties. Workspace Interiors guarantees all the products sold.

Should the end user encounter manufacturer warranty issues, Workspace Interiors will work on your behalf to complete prompt repair or replacement of furniture with the manufacturer. Errors and damages that occur as a result of a Workspace Interiors error will be handled promptly through repair or return and replacement of the product. Office Depot’s delivery service is described under Appendix D per the proposal format of the RFP. Please reference the full manufacturer warranties in this response.

Please refer to Tab 3 Attachment 3.2 Warranties.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 ix. Describe Offeror’s customer service/problem resolution process. Include hours of operation, number of services, etc.

Catalog/Coded Furniture
The National Customer Care Desk is available by toll-free phone, email, online CHAT, and toll-free fax Monday through Friday between the hours of 7:00 a.m. and 8:00 p.m. EST (CHAT 8:00 a.m. to 11:00 p.m.

Eastern Time). We also provide online ordering 24/7/365, which includes many friendly services such as live inventory status, customized shopping carts, full detailed descriptions of products, and variable search parameters. Online “chat” assistance is currently available Monday through Friday from 8:00 a.m. – 11:00 p.m. EST for Contract customers and 24 hours a day, 7 days a week for retail customers.

Your Participating Agency’s designated Account Management Team will be the secondary contact for all account related issues or concerns. Once your contract has been awarded, a customer-specific plan will be provided with contacts and phone numbers.

More than 90% of the queries to our Customer Care Team are resolved during the initial contact. Unless there are extenuating circumstances, most remaining issues are resolved within a four-hour timeframe.

We offer several levels of problem resolution:
• Immediate resolution on the phone
• Standard research/resolution time within two hours
• Extended research/resolution time within four hours
• Complex circumstances involving one or more departments and/or locations with mutual Management involvement and/or approval may take several hours or days for final resolution.

Issue resolution and problem escalation will be managed through our formal Customer Resolution Form (CRF) process to ensure each issue is documented, tracked, and monitored until resolution. Office Depot’s problem resolution CRF is a software system that tracks every issue not resolved on the first contact. This system ensures no problem goes unresolved. Every issue that can’t be resolved on the initial phone call is identified as mission critical, urgent, or important and then escalated through the CRF process until resolved in our agreed-upon SLA terms.

Workspace Interiors by Office Depot relies on our proven processes for quick resolutions to needs as they arise with implementation via a single platform on a national basis. These processes help us minimize risks by being a proactive partner from the start of all projects, regardless of size or scope. In the event of any issues that may arise, we would rely on our team of furniture experts to respond with urgency, backed by our leaders within the organization. The regional sales director of Workspace Interiors is ultimately responsible for the overall success of every opportunity that runs through the organization. The sales director takes pride in empowering Workspace Interiors’ associates to grow professionally by increasing knowledge and capabilities to better serve and delight our customers. Team members are further empowered through open communication for collaboration and problem solving, backed by tools required to get the job done.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 x. Describe Offeror’s invoicing process. Include payment terms and acceptable methods of payments. Offerors shall describe any associated fees pertaining to credit cards/p-cards.

Office Depot can provide Participating Agencies a complete Individual Invoice and Consolidated Billing program on a local, department, or organization wide level. Multiple fields can be customized to accommodate the specific terminology of your order process. Region 4 ESC accounts can be implemented to require and/or validate specific account information at the time of placing your order.

Various options available depending on whether the billing is in paper or electronic format.

Invoice Billing
An invoice is generated for each order placed by the Participating Agency end user. The invoice can be sent either in daily, weekly, semi-monthly, or monthly intervals directly to the primary address or indirectly to the “Ship-To” location(s). Also, any of the “Header Titles” that are listed under the optional information section can be renamed as necessary. This can be done by paper or electronic format.

Standard information on all invoices:
• Account Number
• Account Manager
• Order Number
• Order Date
• Ship Date
Optional information that can be added to the invoice:
• “Ship-To” ID
• Department Name/Number
• PO Number
• Release Number
• Desktop Location
Media Types Available for Invoice Billing:
• Paper
• EDI
• ePDF
• eXLS
• eTXT
• CSV
• FTP (File Transfer Protocol)
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Consolidated Billing
A consolidated or summary bill is generated for all orders reconciled within a given time period. Your consolidated bill can be sent weekly, semi-monthly or in monthly intervals directly to the primary address or indirectly to the “Ship-To” location(s) by paper or directly to the primary address electronically.

Summary bills can be sorted, totaled or have page breaks with any of our header options. Also, any of the header titles can be renamed as necessary.

If Participating Agencies select consolidated/summary bill, they must agree to pay the invoice in full. If they have any disputes, they simply need to advise Customer Care or your Sales Representative, who will research and issue a credit memo for valid dispute(s), which will be reflected on the subsequent consolidated/summary invoice. Participating Agencies cannot short or partial pay consolidated/ summary invoices.
• Annual spend must be $60K or greater, and electronic delivery is preferred. • When Agencies send payment, simply include the consolidated/summary invoice number on your remittance.
eBill EDGE
Office Depot has developed an entirely new Green billing system. With eBill EDGE Region 4 ESC Participating Agencies will now be able to receive their billing documents in PDF or XLS format as a file attachment sent via email.

The advantages of eBill EDGE for Participating Agencies as customers are listed below. • Bills will be received more quickly via email than postal mail, allowing more time for processing. • Bills can be emailed to multiple recipients, eliminating the need to produce and distribute paper copies.
• Bills can be stored electronically, eliminating the need for bulky physical storage. • Agencies can contribute to “green” initiatives by reducing their carbon footprint. • Agencies can opt to receive in an Excel format that can be directly uploaded to their accounts payable system.

Office Depot has various eBill formats from which to choose to best fit Participating Agencies’ needs.

PDF – We have three PDF formats to choose from:

1. PDF Invoice – Our most popular invoice format. Customers choosing this format can opt to sort the SKU items by cost center, ship-to location, or purchase order.

2. PDF Consolidated with Detail – For those who wish to pay by consolidated bill, this format can sort and subtotal the invoices by cost center, ship to location, or purchase order.

3. PDF Consolidated with NO Detail – For those who wish to pay by consolidated bill and do not need to see line item detail. Offers the same sorting and subtotaling options in a summarized view.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 XLS – We offer several Excel formats as well:

1. Excel with Detail and Logo – All order detail presented in a spreadsheet format with key data summarized at the top of the sheet. Sorting and subtotaling options are available.

2. Excel with Detail and NO Logo – Ideal for those looking for a file that is easily uploaded to their payables system. Can also be sent without column headings for a “data only” file.

3. Excel with NO Detail with Logo – Perfect for customers requiring an Excel format without item detail. Sorting and subtotaling options are available as is the ability to exclude summarized data and/or headings at the top of the sheet.

Signing up for eBill EDGE
If Participating Agencies would still like their current paper bill format and would like it sent via email, then either they or their Account Representative can send an email to [email protected] with Agency Name, Contact Information (email and phone number), and Account Number. Ideally, a departmental mailbox like [email protected] should be used.

If a Participating Agency would like to change their bill format, please review the sample formats, select the one they prefer, and have the Agency’s Account Representative send an email to [email protected] with the necessary information.

Electronic Data Interchange (EDI)
EDI technology has been used since 1989 by Office Depot customers to speed purchasing, invoicing and banking. Typically, EDI systems employed by our customers are often linked directly to corporate accounting systems. EDI users have the option to create their order in an interactive mode using the search and browse capabilities of the Office Depot Internet catalog. After Participating Agencies create the order, it is routed back to their EDI system. There it is converted to the universally accessible ANSI x .12 format before being sent through the standard EDI processing.

E-Procurement Integration
Office Depot processes well over 100,000 orders per week via third-party e-procurement platforms. We can integrate through EDI or XML for a dynamic punchout experience. We are one of the largest suppliers on the Ariba network and the Perfect Commerce platform. We have agreements with all of the major players in the third-party e-procurement market, including Ariba, PeopleSoft, Jaggaer, Oracle, Data Stream, SAP, and more.

Store Purchasing Card (SPC)
We have more than 1,300 Office Depot/OfficeMax retail stores nationwide. Our national retail program allows our customers to shop at any of our retail locations for emergency, after hours and weekend purchases. Our Store Purchasing Card (SPC) is distributed to authorized users permitting them to make retail purchases in an Office Depot/OfficeMax retail store while receiving your negotiated contract pricing. Functionality within our network has been developed to provide multiple payment options including: Account Billing Only, Both Account Billing and Other Payment (cash, check or credit card) and Cash, Check, or Credit Card.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Procurement Cards (P-Cards)
Office Depot accepts credit card payments by Visa, MasterCard, or American Express. All Office Depot purchases can be paid with this card, whether by phone, fax, internet or in-store shopping, including Copy & Print projects. We offer Level II and up to Level III data for procurement card purchases. The details of the Level III data reporting are worked out between our customers and their respective banks.

This includes such information as – SKU number, quantity detail, purchase order number, department number, or other specified fields of information.

The customer is required to register each P-Card in order to be offered this service. The registration of P-Cards is done in bulk during contract implementation or on an individual basis when needed and does require an overnight system roll-up process, which means there is a one day wait required from registration before the initial use in a Retail Store.

Payment Terms
Our standard billing payment terms are Net 20 days from invoice date. We will work with each customer to accept the payment methods that are mutually agreed and acceptable to the customer. xi. Describe Offeror’s contract implementation/customer transition plan.

Office Depot will provide Region 4 ESC Participating Agencies a dedicated and experienced global implementation team to larger customers needing special account set-ups to ensure your new Furniture, Installation, and Related Services contract is professionally and seamlessly implemented accurately and on time. Each member of our team will have specific responsibilities and progress milestones that will be identified and communicated to exceed implementation expectations.

Implementation Team Roles and Responsibilities:
• Introduce key stakeholders
• Review account performance requirements
• Identify required account set up information to be provided to the implementation team • Review invoice and reporting requirements
• Review delivery requirements
• Review approval work flows
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Implementation Project Plan
The plan establishes a jointly agreed set of activities and timetable between Region 4 ESC Participating Agencies and Office Depot for all significant events, from awarding the contract to starting of full-scale service delivery. The plan will enable us to:
• Set project scope and requirements
• Agree on short, medium and long-term objectives and
schedule reviews
• Outline roles and responsibilities for each activity
• Establish dependencies between key activities
• Control processes for monitoring and reporting progress • Outline contract criteria between both parties
• Confirm ordering methodologies and eBusiness strategies Implementation Checklist
The checklist details all operational aspects of the contract, facilitating communication between all parties. It will provide a key method of monitoring progress against agreed objectives, which include:
• Outlining local account structure
• Collating data
• Planning customer site visits and onsite training requirements • Tracking logistics and warehousing requirements
• Specifying local service-level agreements
Transition from Existing Suppliers
Office Depot will once again develop a thorough understanding of your new contract which is fundamental to a successful transition. Your implementation manager is responsible for working with the internal Office Depot teams, including key account managers, customer care and contract support teams, to effectively communicate contract objectives and ensure that each party meets their related responsibilities.

Communication Needs
Clear communication is vital to the successful transition of suppliers and the smooth implementation of your new contract. This includes:
• A list of stakeholders and their information requirements • Reports, emails, and newsletters
• Key pieces of information related to the contract
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Relationship with Incumbent Suppliers
The transfer phase is critical to successfully launching of your new contract. Therefore, we place a high priority on establishing effective communication with incumbent suppliers.

Together, we will:
• Define the contract transfer strategy
• Agree to account enhancement and additional solutions • Establish transfer dates
Program Launch and Marketing
As explained earlier herein this tab, to maximize contract compliance and value, Office Depot will provide a detailed program launch designed to make your end users aware of our new partnership. We will launch our program with a series of marketing activities including:
• Office Depot Welcome Letter introducing the benefits of the contract • Schedule of live training
• Easy-to-understand online user guide
• Introduce Website Tutorials
Road Shows: We will hold training sessions at principal locations to be covered by the new contract.

These sessions should be attended by members of the local team, including the implementation manager and global sales manager. Sessions will provide an opportunity to outline the benefits of the contract, highlight the savings and the industry-related environmental initiatives and improvements.

User Guides: We will agree to the format and distribution methods of user guides designed to communicate account details, order methods, return procedures, frequently asked questions, and service support team contacts. These guides will be available to end users during and after contract implementation.

Store Purchasing Card: The Store Purchasing Card enables your organization to take advantage of negotiated contract pricing at any of our more than 1,300 North American retail locations.

End-User Training
Our approach to end-user training and contract awareness incorporates a number of initiatives which include:

Onsite Training: We will schedule training at key locations to brief end users on how to buy furniture/ supplies with Office Depot ePurchasing tools.

Website User Guides: These comprehensive guides will be made available online in Adobe Acrobat PDF format.

Ongoing Support: Our eBusiness help desks and local customer care teams will be available to all your end users.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Website Tutorials: We will provide end users with simple-to-use online tutorials to assist them with ordering procedures.

Web Conferencing: Our eBusiness teams can establish a net conferencing training service for remote locations as needed.

Creative Services
Special Order/Project Furniture
The design development process begins with an initial meeting—coordinated by the Workspace Interiors business development manager—held for all participating parties in order to discuss expectations for the project. At this meeting, we will develop a comprehensive project program taking into consideration all aspects most important to our customer.

Upon assessing the project requirements, the Workspace Interiors team will pull from our extensive list of major furniture manufacturers to define the most suitable product solution. Based on the programming developed in the initial meeting, the Workspace Interiors project designer will develop furniture typicals for review. Our collaborative teamwork ensures that every Workspace Interiors design team member will be familiar with each proposed solution.

Following the completion of the first round of typicals, a meeting will be scheduled with our customer.

During this collaborative discussion, all furniture components will be critiqued; making any adjustments necessary until a final typical is created. Our project designer will then draw up the final typical and forward for official approval.

Once the final typicals have been reviewed and approved by our customer, the Workspace Interiors project designer will prepare an overall layout, showing the furniture in the base building shell. At this time, finish selections will also be prepared and reviewed for approval.

With the approval of the overall layout and specified finishes, Workspace Interiors will next conduct an internal audit to ensure that everything has been accounted for. Any outstanding or concerning issues noted during the audit will be discussed internally amongst the team in order to prepare a move forward plan. Following this meeting, the Workspace Interiors project coordinator will prepare a formal proposal for review.

Another meeting with our customer will be scheduled to review the formal proposal. A sign-off on the final drawings and a formal proposal will be required to place the order.

Upon receipt of the signed proposal, drawings and the deposit check, the Workspace Interiors project coordinator will prepare to release the orders to each manufacturer.

For each project, it is the responsibility of the Workspace Interiors business development manager to complete their workbook and define the individual roles and responsibilities of our internal team.

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ORDER ENTRY & PRODUCTION
Once the deposit check and approved proposal have been submitted by our customer, the Workspace Interiors project coordinator will process and place all purchase orders with the manufacturers. Once the orders have been placed, the project coordinator will check all manufacturer acknowledgments against the approved for any discrepancies. The project coordinator will work directly with the manufacturers on any discrepancies or outstanding issues to ensure the order is shipped properly.

The Workspace Interiors project coordinator will also maintain a status report of manufacturers on the project and their respective ship dates. This report is submitted to the entire team on a weekly basis.

Upon completion of order placement, the Workspace Interiors project designer is notified and begins the preparation of installation drawings. All installation drawings will be forwarded to the foreman on job for their reference during installation.

The Workspace Interiors project manager will contact the building manager on site regarding any documentation required for access to the building. The project manager will then work to supply the building manager with all requested documentation in order to ensure we will have access to the job site prior to installation.

As the installation date gets closer, the project manager will prepare a delivery schedule. They will contact the building to coordinate delivery times and dates.

Upon delivery, all products will be verified and any damages will be cataloged. The Workspace Interiors project coordinator will claim any damaged product with the manufacturer and any necessary replacement pieces will be ordered.

INSTALLATION
As the installation date draws near, the Workspace Interiors project consultant will monitor all shipments and verify that all specified product has been received. The project manager will also attend weekly construction meetings as required by our customer, and will walk the space with general contractor prior to furniture delivery to ensure the area is cleared and ready to accept the installation.

On delivery day, the installers will be on site to unpack all scheduled loads. Using predetermined locations, all products will be placed and staged for installation. The furniture install will continue daily for the allotted time given by the project schedule.

Upon completion of the installation, the Workspace Interiors business development manager will walk the space with our customer to note any punch list items. A final sign-off will be requested at the end of the walk through.

The Workspace Interiors business development manager will work with their project coordinator to resolve any necessary punch list items. Orders will be placed for any furniture items that are missing or may need replaced. Once the replacement acknowledgments have been received by from the manufacturer, the project coordinator will provide a delivery schedule for any outstanding items. They will coordinate with the customer to schedule an appropriate time to install the replacements.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Once the punch list has been received, delivered and installed, the Workspace Interiors business development manager will conduct a post-installation meeting with the customer to ensure their expectations were met. If requested by the customer, Workspace Interiors will conduct a product training orientation at a time of the customer’s choosing.
xii. Describe the financial condition of Offeror.

Office Depot is one of the largest office products distributors in the world. On November 5, 2013, Office Depot and OfficeMax completed their merger of equals. By combining both companies, Office Depot, Inc., is a stronger, more efficient global provider of products, services and solutions, fully committed to setting a new standard for serving the workplace and home needs of today and tomorrow through innovation and exceptional customer experience. The Company in 2018 achieved annual sales of over $11 billion.

Office Depot is a financially strong organization with the balance sheet to prove it. The Company stock trades publicly on the NASDAQ (ODP). We maintain the highest standards in our financial reporting with a very strong financial team that is fully engaged and dedicated to the highest standards of financial responsibility. In addition, Deloitte & Touche has audited Office Depot’s balance sheets, thus ensuring our financial integrity and position in the marketplace.

Region 4 ESC Participating Agencies can assess Office Depot’s financial standing in the marketplace with the following details:
• Office Depot’s Federal Tax Identification number: 59-2663954 • Dun & Bradstreet number: 15-353-1108
Additional financial ratings, ratios, and corporate information are available to the public. Copies of our SEC Filings and Annual Reports can be accessed through the following link:
http://investor.officedepot.com/phoenix.zhtml?c=94746&p=irol-irhome For additional information, please refer to the Appendix D, Tab 3 Attachment 3.3D.1, Office Depot Dun & Bradstreet Report.
xiii. Provide a website link in order to review website ease of use, availability, and capabilities related to ordering, returns and reporting. Describe the website’s capabilities and functionality.

Office Depot offers a demonstration login. The information is as follows:
• Type in: https://business.officedepot.com
• LoginName: bid production
• Password: production
• Click: Login
Please note: The prices shown under this website do not reflect the prices offered in the proposal.

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ONLINE WEBSITE ORDERING CAPABILITIES AND FUNCTIONALITY
Office Depot offers a fully integrated, real-time, business-to-business website. The B2B site is an awardwinning, OBI-compliant (Open Buying on the Internet), robust website for use by our contract customers in a highly controlled, secure ecommerce environment. The site is owned, managed, and maintained by Office Depot. Independent sources have repeatedly rated Office Depot’s site highest among all Internet retailers in the country.

The ever-evolving architecture of the site is designed to provide a one-stop reference/research tool, increase productivity, reduce expenses, and lower the overall cost of managing the office products commodities. The popularity of the site is evidence of its consumer acceptance. Today’s competitive business climate requires efficient, lean operations by doing more with less. With the constant updates/enhancements to the site, Office Depot continually offers added value and convenience with our World Class Electronic Commerce Solutions.

As an ecommerce pioneer, Office Depot has connected more than 325,500 mid-to-large corporations with over 1,388,000 users. Seventy-five percent (75%) of our contract business comes via the internet. By utilizing our knowledge and experience, you can integrate systems that make online ordering not only easy for Region 4 ESC participating agencies but for their users, too.

Our Electronic Commerce Leadership and Experience
Our robust and award-winning website has been recognized as one of the Top 5 websites on the Net for its features, user friendliness, and high volume of activity. We are a founding member of the OBI, and have the most advanced internet ordering website, as well as extensive third-party ERP integration experience, with over 1,500 third-party integrations and punchout solutions. Our contract customer website offers the following advantages:

Excellent Management Tools:
• Online Reporting – no need to ask for reports when they are at your fingertips. 12 months of downloadable and exportable order history (cost center, ship-to, user, item SKU, etc.) • Bulletin Board – to communicate program information and post your logo • Billing Information – POD verification, reprints of invoices or packing slips • Set Spending Limits – create hierarchy restrictions, approvals, workflow process levels • Restrict Items – from being purchased at the user level by department, class, item and/or dollar amounts
• Email Approval Release – online email approval release (HTML) • Price Verification – see your contract prices on all items • Real-time credit card authorization
• Administrator User – approved management ‘super users’ have the ability to change personal profiles, ship-to’s, restrictions, approvals, etc.
• Create Profiles – define parameters/capabilities for each user as well as all their information • Group Login Identities – optional single login for cost centers, locations, departments, etc.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 • GPS Order Status – know exactly where your packages are from the time you ‘click’ your order to when the packages arrive at your desk, including electronic signature capture • Best Value Items – all core items are identified and float to the top of all searches • 4 Accounting Fields – for customization and identification of cost centers and billing/orders information
Easy to Use:
• Shopping Lists – create Corporate wide ‘best value’ lists and Personal items lists
• Real Time Inventory – make intelligent choices based on real product shipping location inventory
• Online Backorder – intelligent backorder information, providing alternative options
• Online Returns – simplest and fastest method available for item pickup and credit
• Order Reminders – schedule reoccurring or one-time
reminders
• Future Orders – flexible delivery dates, or build your shopping cart for later orders
• Advanced Search – narrow your results by product, category, description, use, price, size, etc.
• Toner/Ink Find – fast method to search by manufacturer, make, and model for those supplies that fit your machine.
• Compare Items – side-by-side comparisons, describing
function, and capabilities
• Order Notification – detailed user information on your approved orders
• Live Online Chat – instant message our customer care for any questions you may have on a product recommendation, order status, or online web functionality Many Categories – Huge Selection:
• 30K items – available next business day
• Print on Demand – download your customized jobs directly on the same site and have them delivered with your supplies
• Technology Products – we offer over 300,000 products from more than 500 manufacturers • Furniture – we stock over 1,000 furniture items in our warehouses • Janitorial and Breakroom – hundreds of the most common items you need • Promotional Items – put your logo/brand or special event information on just about anything • Brand Identity – download and create your own stationery, or pull from your private warehoused items we have already created
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Much like our ecommerce and web-based procurement capabilities and functionality, we offer the same features for our own website, including authorization, approval routing, and restrictions.

User Profiles
We will establish a unique User Profile for every user you authorize to utilize the B2B site. Their user profile will contain their contact, delivery and billing information as well as their ordering permissions.

Super User Account Management Capabilities: This option allows pre-appointed Region 4 ESC Super Users to control Account Management details such as:
• Activating or disabling passwords for internal users
• Controlling/monitoring Blanket POs usage
• Adding and deleting Ship-To’s
• Managing Cost Centers/Departments
• Updating User profiles
• Editing or removing users
• Placing orders for otherwise restricted items (due to product type or dollar limit) • Creating multi-tiered approval workflow templates for each user • Formatting and running usage reports
• View online Proof of Deliveries (includes name, date, and time received) Super User Authorized User Management: Key permissions are controllable on a user-by-user basis:
• Password
• Ability to Create Only or Place Orders
• Unit Price Dollar Limit
• Line Item Dollar Limit
• Order Total Dollar Limit
• Ability to Override Restrictions
• Management Notification/Approval Requirements (i.e., Single or multi-tiered approval process) • Eligible and Default Ship-to’s
• Eligible and Default Department Number
• Eligible and Default Purchase Oder (if necessary)
• Eligible and Default Release (if necessary)
• Payment Method (i.e., specific charge card number)
• History Viewing Capabilities
• Usage Report Viewing Capabilities
In addition to the above listed features and benefits of our online system, the following features may benefit Region 4 ESC participating agencies.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Smart Cart Feature: Online shopping tool to help end-users compare items, save money, and go green.

Three different Smart Cart tools can be activated at any time as a cost-saving feature:
• Smart Value Cart will remind end users of available core list items during the shopping process.

Example: An end-user places a package of self-stick notes in their cart that is not part of the core list. If there is a comparable package of self-stick notes (e.g., standard yellow vs. the bright colored notes initially selected) on the core list, the cart will provide a pop-up alternative showing the item and the potential savings by changing the selected item to the core item. • Private Brand Cart, like the Best Value Smart Cart, will make lower cost alternative suggestions during the shopping process; however, the key element recommends private brand, lower cost alternatives. Example: An end user places the national brand Post-It sticky notes in their cart. If there is a comparable item in a private brand with a lower cost, then the alternative will be suggested.
• Green Cart works in a similar fashion as the other Smart Carts, but may suggest items that have a higher initial cost. Example: An end user selects a 12 pack of AA batteries. The smart cart may suggest a package of rechargeable AA batteries. The rechargeable batteries may have a higher initial cost; however, due to the ability to recharge and reuse the batteries, overall cost per use goes down over the life of the battery.

Region 4 ESC participating agencies may select to have only one or any combination of all three Smart Carts loaded to its account based upon business needs. The Smart Cart tools allow end users to make better purchasing decisions to meet their business needs.

Online Returns Process
Office Depot has a feature on our website allowing our customers the ease of processing online return requests. Online return requests may be created by following these steps:
• Click on order tracking towards the top of screen
• Then click on the order number you need to place a return on • On the order detail page you click on submit return
• Then select the item or items you want to return and hit continue • Last review the information for the return and hit submit return at which point you will get a confirmation number for the return
Purchasing Authorization
Our system offers an approval hierarchy capability – from a single approver up to 11 approval levels – that can be accomplished within an approval workflow set up and managed by the customer’s authorized Administrator(s). Each approval level within a workflow can be directed to one approver or a group of approvers. If an end user tries to order something beyond his or her dollar limit, our system will automatically send an email to the person’s approver or approver group for approval, and an additional email will be sent notifying the end user and approvers when the order has been approved on their approval level. A proxy approver feature allows workflow approvers who will be out of the office to designate someone else to approve in their behalf. Optionally, each workflow can be customized to bypass the approval process for orders that fall below a minimum dollar threshold, or for orders that Redlands Regular Meeting of 09-03-24
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 contain only contract items. This automated approval process is implemented in the beginning stages of your account or can be added at any time.

Within the Office Depot system, each end-user has a unique identification number and password to ensure that only that person is authorized to access the Office Depot catalog. Each unique profile is tied to your specific cost centers, ship to locations, purchase levels and spending limits.

The Super User sets up a “User Profile” for each new user of the system. Each user is given “permissions” during the original implementation by the designated Super User.

At the bottom part of the screen, you will see a heading “User Settings and Permissions.” Under each category, the user is given permission (or denied access) to each shopping decision.

For example, you will see drop-down menus following the words, “This user can…” • Select Any, Use only Default or Select from Specified list of Ship To • Select Any, Use only Default or Select from Specified list of PO Number • Select Any, Use only Default or Select from Specified list of Release • Select Any, Use only Default or Select from Specified list of Cost Center • Place and Release Orders
• Query Any Placed Orders
• Modify Placed Orders
• Cannot purchase restricted items, etc.

This section is followed by “Dollar Limits” (Per Unit Price, Per Extended Line Item, Per Order).

Participating Agencies can customize the permissions for a particular user using all of these criteria at the initial set up of the account.

ONLINE REPORTING/DASHBOARD
Online Smart-Dashboard: This highly innovative self-service tool:
• Allows real-time access to important account information • Displays year-to-date and monthly spend analysis by ship-to, cost center, and user • Identifies opportunities to utilize additional Office Depot services that can result in cost savings • Features real-time video overview of account activity and data export capability The dashboard shows your spending patterns with at-a-glance charts and graphs, helps identify your savings and office supply benchmarks, and provides insights to online user activity and behavior. Only general account and order information is available through the Internet for a period of 12 months.

Our system provides the ability to:
• Manage visibility to information based on your user roles • Create, analyze, and print usage reporting
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 • Sort the history of the purchases by product type, PO, and ship-to location • Manage and control your spending on office supplies
During the implementation phase, the Super User will designate those Region 4 ESC Participating Agencies end-users who will have access to view your online reports. We can also send you your reports electronically via email within 48-72 hours of your request. The general format is in Excel, but Region 4 ESC Participating Agencies can be set up to receive CSV files automatically by email. As an endorsed vendor, Office Depot will identify the reports required and their formats. They can be sent on a prescheduled basis or by request. You are not limited to the formats and can request customized reports at any time.

The Dashboard, an innovative self-service tool identifying:
• Your spending patterns with at-a-glance charts and graphs • Identifying your savings and office supply benchmarks • Providing insights to online user activity and behavior This dashboard has it all. Everything we’ve built into Office Depot’s dashboard will make it simpler for you to manage your bottom line.
• Annual spend
• Spend by category and user
• Snapshot of user activity
• Average Order Value (AOV) overview
• A synopsis of Office Depot services, including: Copy & Print Depot™, Managed Print Services, eBilling, Store Purchasing Card, and Technology products • Data refreshed monthly
Screenshots are provided in the next section.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Online Dashboard Screenshots
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ECOMMERCE/WEB-BASED PROCUREMENT SYSTEMS
Office Depot continues to lead in the B2B eCommerce space. We support enterprise sales by winning new business, retaining/growing existing customers, and providing the right tools and online experience at the right time.

As mentioned, Office Depot has the most advanced internet ordering website as well as extensive thirdparty ERP integration experience, with over 1,500 third-party integrations and punchout solutions.

We have completed many integrations with customers using ReqLogic.

In addition, the following is a short list of companies/platforms which we've integrated:

ERP and Finance Systems:
x Banner
x Buy Efficient
x Financial Edge
x Great Plains
x Lawson
x Oracle
x Ormed
x PeopleSoft
x ReqLogic
x SAP
x Customers using IBM AS400 systems
We have also integrated with the following middleware providers who may also provide accounting/ financial services.
x Aeroxchange
x Allison Royce & Associates
x Ariba
x Coupa
x DSSI
x eSchool Mall / Mercury Commerce
x Elcom
x Epylon
x ePS (eProcurement Services)
x Hubspan/Liasion Technologies
x Hubwoo
x IBX
x Infor (aka Datastream)
x JP Morgan/XIGN
x OB10 (Tungsten Network)
x Ops Technology(RealPage)
x eProcurement Services
x Periscope/NIGP Codes
x Perfect Commerce
x P2P Solutions
x Procurement Partners
x Puridiom
x UNSPSC.org
x Quadrem
x Skyward
x Unimarket
x Verian
x Workday
x Adelpo Captial
x Spend Management
x Jaggaer (Sciquest)
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Electronic Catalogs
Internet based catalogs:
• Round-trip – xCBL
• Punch-out – cXML
• Open Catalog Interface (OCI) - OCI
• Oracle Direct – Transparent Punch-out
Static/Hosted Catalogs:

As mentioned, Office Depot supports all types of delimited data-feeds, (i.e., txt, csv, pipe delimited). The below lists some of mainstream standard hosted catalog formats we support:

In addition, Office Depot will partner with our customers requiring a hosted catalog that is not part of this list. Our eContent Team will work closely with your technical team and share best practices to help you create a hosted catalog solution that suits your business needs.

Office Depot has supported online catalog access through Coupa via cXML a/k/a punchout. Office Depot also supports xcBL and OCI. Office Depot has implemented over 1,000 external interface relationship partnerships. These partnerships range from a simple Hosted catalog and EDI purchase order to a full XML solution including Direct catalog interface (Punch-out/Round-trip), purchase order, acknowledgment and billing. Lawson has the ability to produce electronic purchase orders in both EDI and XML format. The Lawson system supports both a Hosted Catalog and direct supplier catalog interface (Punch-out/Round-trip). Office Depot also supports both Hosted catalog and Direct webcatalog interface.

Hosted catalog content can be provided in Region 4 ESC custom format or Standard Lawson format.

Office Depot supports various XML formats for direct catalog interface. We routinely implement cXML (Ariba format) xCBL (Commerce One/Perfect Commerce format) and numerous XML direct punch-out strategies. Our routine tests of Direct Connect and purchase order submit with Lawson have been very successful.

We support a diversity between Punchout format and purchase order submit; if Region 4 ESC Participating Agencies prefer to connect directly using XML format but would like to submit purchase orders in EDI format, Office Depot can easily accommodate.

Updates are instantaneous. Catalog information resides on an Office Depot web server, not on your desktop, so your system is not burdened by memory hogging downloads and updates. In addition, access to order information requires no special programming or additional help from MIS specialists.

Punchout
Office Depot has extensive experience with both punchout and customer-hosted catalogs. Office Depot has integrated punchout with more than 500 customers. We support CXML Punchout, OCI Roundtrip, and XML (Oracle) TapOut, as well as Transparent Punchout. Trust us to implement:
• Standard Punchout (one login and password for all of an organization’s users), all users see all order history and shopping lists
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 • User-level Punchout (separate logins for each user, allowing for personalized shopping lists). Users also would view only their own orders on Order History
• Spend (demand) management functions such as the Top 50 items ordered list, default product search order, preferred (a/k/a Contract or Best Buy) items during search drill down, the ability to hide restricted items, and custom company information on email acknowledgements (e.g., the Office Depot account representative name and phone number displayed at the bottom of the email)
The advantages of punchout with Office Depot include: dynamic pricing, viewable real-time inventory, enhanced search functionality, access to all features and functions of the Office Depot B2B website, the ability to view icons for contract and restricted items, and the spend management capabilities described above.

Office Depot currently supports about 200 customer-hosted and third-party-hosted catalogs. Ariba, Workday ERP, Jaggaer, CIFs, Perfect Commerce PUPs and CUPS, and formats of most other third-parties are supported. We also support any flat file specification directly from customers. Hosted catalog formats are available as Excel or delimited files.

We can also:
• Supply an Excel file of all items and/or item changes via various electronic delivery formats • Zip and email the catalog directly
• Supply images (via various electronic delivery formats) of items in .jpg or .bmp format Our punchout capabilities include:
• Restrict Items – from being purchased at the user level by department, class, item and/or dollar amounts
• Best Value Items – all core items are identified and float to the top of all searches • 4 Accounting Fields – for customization and identification of cost centers and billing/orders information
• Shopping Lists – create corporate-wide ‘best value’ lists and personal items lists • Real Time Inventory – make intelligent choices based on real product shipping location inventory • Online Backorder – intelligent backorder information, providing alternative options • Online Returns – simplest and fastest method available for item pickup and credit • Advanced Search – narrow your results by product, category, description, use, price, and size • Toner/Ink Find – fast method to search by manufacturer, make, and model for those supplies that fit your machine
• Compare Items – side-by-side comparisons, describing function, and capabilities • Order Notification – detailed user information on your approved orders • Live Online Chat – instant message our customer service for any questions regarding product recommendation, order status, or online web functionality Redlands Regular Meeting of 09-03-24
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KEY REPORTING CAPABILITIES
One of the most powerful tools Office Depot offers is extensive usage and tracking reports for everything you purchase from Office Depot. This information will be customized to your overall program for the entire account, covering all products and orders for each line of business you purchase from Office Depot. Office Depot and Region 4 ESC Participating Agencies will set up a customer-centric business review, which will include a rolled-up summary report for corporate purchasing summarizing local activities, performance, and compliance within the corporate program. We will assist you with analyzing spend and usage data as well as monitoring performance. This will allow you to drive greater usage to your core list, identify rogue spending outside preferred contract stationer, and see actual product usage.

Office Depot can easily accommodate your reporting needs. Historically and currently, there is no additional charge for these reports, which can be sorted in up to nine levels using a combination of any of these fields:
• Customer Number
• Customer Product Code
• Customer Department Number
• Office Depot Product Code
• Office Depot Catalog vs. Non-catalog products
• Contract vs. Non-Contract Products
• End-User Name of Desktop Location
• Office Depot Merchandise
Department
• Parent Number if usage is rolled
up by groups
• Ship-to or Location Number
• Ship-to by City, State, or Zip
• Office Depot Product Categories
• Purchase Order Number
• Product Description
• Contact Name
• Order Source
• Customer Size
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Formats and reports available include, but are not limited, to the following options:

Usage Reporting
• Item and dollar usage
• Descending dollar usage
• Descending times item sold
• Descending quantity usage
• Contract vs. Non-Contract
• Customer department number
• Desktop location or end-user name
• Ship-to or location number
Cost Savings Opportunity Reporting
• Customer product code
• Office Depot product code
• Office Depot merchandise department
• Office Depot product category
• Product description
Order Method Reporting
• Internet
• Fax
• Phone
• Store Purchasing Card
• Procurement Card
Distribution Cost Reporting
(Average order size)
• Customer number
• Ship-to or location number
Product Reporting
• Minority products
• Recycled products
• Manufacturer name
• Product description
• Unit of measure
• Quantity sold for period
• Dollar amount sold for period
Workspace Interiors has the ability to customize ordering websites for both in-stock and special order products to meet our customers specifications. Please visit our Workspace Interiors website for more information https://www.workspaceinteriorsod.com/.

Please refer to our Attachment 3.1 Sample Reports in Tab 3. xiv. Describe the Offeror’s safety record.

The following table below shows Office Depot’s incident rate for 2016 - 2018.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Year Hours
Worked
Number of
Recordable Cases
Incident
Rate
OSHA Recordable
Rate for Industry
Number of
Fatalities
2016 48,132,307 773 3.2 3.4 0
2017 45,331,118 726 3.2 3.4 0
2018 41,535,321 668 3.2 3.4 0
The table below shows Office Depot Lost Work Case incident rate for 2016 - 2018 .

Year Hours
Worked
Number of
Recordable Cases
Incident
Rate
OSHA Recordable
Rate for your
Industry
Number of
Fatalities
2016 48,132,307 206 1.0 3.4 0
2017 45,331,118 193 1.0 3.4 0
2018 41,535,321 207 0.99 3.4 0
Office Depot is committed to providing a safe environment in which our associates work and our customer’s shop. We continue to enhance our associates' skills, ensuring safe work practices through effective associate education, training, communication, and supervision. Safety is an underlying value that we actively promote and practice every business day. Office Depot's Safety and Health program relies on each associate's active involvement to achieve our safety expectations.

The Office Depot safety program is led by our Senior Director of LP Systems Technology, Investigations and Safety & Supply Chain Safety Consultant, and Retail Safety Consultant who oversee safety processes for their respective businesses. Additionally, 45 Field Loss Prevention & Safety Managers help drive field safety leadership to both our retail and supply chain locations.

Safety training for all new associates during their orientation, in order to inform them of safe work practices, including but not limited to proper procedures when operating machinery, forklifts, and expected behaviors.

Required program maintenance and annual safety training for all associates, which includes lockouttagout, powered industrial trucks, conveyor and dock safety, incident management, hazard communication, and behavioral safety.

Coordination of safety committees, documenting and investigating all incidents, maintaining continuous safety awareness training programs, and sharing and implementing best practices.

Performance metrics are integrated into leadership goals and compensation bonus structures. Monthly performance metrics are distributed to field and onsite leadership teams, as well as reviewed with executive management.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 xv. Provide any additional information relevant to this section.

GREEN/SUSTAINABILITY
Green Products
Office Depot offers its customers an assortment of green products to add to their programs. All green products are classified according to their environmental attributes and are assigned a Light, Mid or Dark Green shade. We have a dedicated section on the website for information, resources, and solutions that will guide you toward making environmentally-smart decisions. Products classified as green possess, and are labeled with, at least one of the following environmental attributes:

Save Resources/Avoid Waste
Recycled – contains post-consumer and/or post-industrial recycled materials Remanufactured – made from quality components of previously used products Recycling Solutions – designed to make recycling simple and convenient Designed for Recyclability – easily disassembled by you after use Helps Avoid Waste – reduces or eliminates material waste and/or chemical use Leadership Forestry – made with fiber from Forest Stewardship Council (FSC) certified forests or sourcing programs
Responsible Agriculture – source from farms that meet specific leadership standards Plant-Based/Biobased Materials – made using tree-free agricultural products or by-products Compostable – made from materials that can quickly break down into organic matter (within commercial composting facilities)
Refills/Refillables – designed for continued use, helping avoid single-use disposables Reusables and Avoid Disposables – designed to be used repeatedly, helping avoid single-use disposables
Rechargeable and Avoid Disposable – designed to be used repeatedly, helping avoid singleuse disposables Redlands Regular Meeting of 09-03-24
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Save Energy – Avoid Emissions
Energy Efficient/Helps Conserve Energy – designed to use less energy used by other products Renewably Powered – designed to work without relying on an electric connection or disposable batteries
Made with Renewable Energy – manufactured using either solar, wind, geothermal or fuel cell energy
Carbon-Balanced – all or part of the carbon dioxide emissions have been calculated and offset with credible carbon offsets
Use Safer Chemicals/Avoid Exposure
Reduced Harsh Chemicals – made with fewer harsh chemicals, or safer chemicals than typical alternatives
Chlorine Free – unbleached or bleached with Process Chlorine Free (PCF) or Total Chlorine Free (TCF) methods
Plant-Based/Biobased Materials – made using tree-free agricultural products or by-products Biodegradable in Water – safely breaks down in freshwater or marine environments after use Providing our customers with green options and education is important to Office Depot. Our green programs are below, followed by details of a few of our programs that help enable customers to purchase greener.

Summary of Green Programs
Greener Purchasing Solutions:
• Office Depot GreenerOffice Rating – an industry first green rating system • Green Book – an industry first, first published in 2003, an all-virtual version debuted in 2016 • Greener Purchasing Program Guide – designed for customers interested in purchasing greener but not sure where to start
• Greener Office website with over 14,000 econscious products • Greener Alternatives Tool – Greener Alternatives report with greener choices • Green Select Cart – a web-based “Green Smart Cart” that helps end-users identify greener alternatives at the point of purchase
• Green Purchasing Policy Templates – prewritten best-practice greener purchasing policy templates that can be modified for your own initiatives Redlands Regular Meeting of 09-03-24
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Greener Operations:
• GreenerOffice Delivery Service – an innovative and industry first, reusable tote and bag delivery program
• Recycling solutions – take back and fee-based recycling options for products • Reusable promotional products
• Energy-saving power strips
• Water filtering solution
• Minimum Order Value Incentives
Green Reporting, Reviews & Communication:
• Green Business Review – Our Green Business Review (GBR) shows purchasing baseline so we can discuss options for improvement
• LEED Credit Report – We support buildings pursuing LEED for Existing Buildings (EB) with preand post-performance period LEED EB Credit Reports • Custom Green Spend Reports – Personalized reports uniquely suited for each customer’s need • Paper calculator – We can help you understand the environmental footprint of your paper choices Detail of Selected Programs
• Green Product Assortment: Office Depot was the first in our industry to introduce a “green” catalog called “The Green Book™” in 2003, which has been published every year since. Our overall green assortment from 2003 – 2018 on our website, catalogs and special orders has grown from 2,000 products to over 14,000. Additionally, we have a dedicated green storefront on our website to help make finding greener choices easier, featuring products with greener attributes and ecolabels in nearly all categories from supplies to furniture and cleaning products. • Green Reporting: You can’t manage what you don’t measure; hence the importance of green spend reports and tracking for our customers. We help customers evaluate their green spend at a glance with our Green Business Reviews (GBRs). This report shows your purchasing history according to the Office Depot GreenerOffice Rating system so customers can decide when and where to go greener.
• TreeUp Program: Office Depot has teamed up with the Arbor Day Foundation to offer TreeUp — a simple program designed to help your organization reduce its impact on the environment and meet sustainability goals. Here’s how it works:

1. We use a custom paper calculator to estimate the amount of wood used and carbon emissions created by your paper
purchase.

2. You choose how you want to offset your environmental impact, through either planting trees or offsetting carbon.

3. The Arbor Day Foundation will either plant trees for $1 per tree or offset carbon at a rate of $7 per ton.
f
r
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18

4. You will also receive a certificate highlighting your impact on our planet through tree planting and carbon offsets.

It’s a straightforward approach to more sustainable paper purchasing. Office Depot representative can speak with agencies about planting trees and offsetting carbon through TreeUp through this program.

Corporate Sustainability Report
Office Depot has published a Corporate Sustainability Report since 2003. The current Office Depot Corporate Citizenship Report and past issues are available online at http://www.officedepot.com/sustainabilityreport.

Sustainability and LEED Project Support
For our special order projects, Workspace Interiors is committed to supporting continued education and sustainability. Utilizing our LEED Accredited Professionals and manufacturer partners, we have an infrastructure in place to help you meet sustainability goals.

For our customers with LEED certification goals—or just those wishing to incorporate a little good into their projects—our highly trained team will work with you every step of the way to ensure all possible credits are achieved, proper documentation is obtained, and strategic processes are maintained.

ANEW
Our partnership with ANEW—a company dedicated to repurposing surplus furniture, fixtures and equipment—is just one more demonstration of how Workspace Interiors is dedicated to sustainability.

If your project includes a surplus, ask us how we can connect you to this amazing program.

At Workspace Interiors, we also understand that promoting environmentally preferable products involves more than the products themselves. In conjunction with our manufacturer partners, Workspace Interiors has implemented measures to, not only ensure that environmentally conscious customers have a substantial product offering to choose from, but that those products can be ordered and delivered in an environmentally responsible manner.

While there is always more to achieve, you can rely on Workspace Interiors to continue to review our service and our product offerings—as well as our internal practices—to make sure we are taking care of our customers, our communities and our environment.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18

SOCIAL/DIVERSITY INITIATIVES
Office Depot’s is a company practicing social and environmental responsibility as evident in our evolving, refining, and aligning of the following areas: planet, people, community, and prosperity. Our current Corporate Sustainability Report provides a detailed
glimpse into our practices. Please search on the link
below for the latest copy of our Corporate Sustainability Report: www.officedepot.com/sustainabilityreport.
#depotdifference Overview
In 2018, Office Depot launched a new community
investment mission, called #depotdifference. As our
company changes and evolves in exciting ways, so has the way we impact our communities, and #depotdifference
brings an employee-centric, hands-on approach to
empower us all to make a difference. Led by our
Community Ambassador Network in North America and
guided by the Community Investment Team at corporate
headquarters, #depotdifference strives to get all 50,000 associates involved in the communities we serve and call home.

Through #depotdifference, Office Depot is focused on
issues and causes that not only align with our business, but that speak to who we are as an organization; a
company that enables opportunities for people to
succeed, no matter their challenges or circumstances.

Specifically, the #depotdifference program supports nonprofit and community organizations through volunteer and philanthropic initiatives primarily impacting three areas of focus:

Empowering Education: Supporting early childhood education, K-12 success and college/career attainment.

Championing Minority-Led Entrepreneurship: Supporting organizations that foster entrepreneurial leadership in economically distressed communities.

Strengthening Communities: Supporting local communities through our commitment to volunteerism, associate engagement, disaster relief and diversity.

This is our mission and our goal. Each of these cause areas are supported by robust employee-led volunteerism, with a focus on celebrating diversity of all kinds.

In our inaugural year, we launched a portfolio of #depotdifference programs that engaged thousands of associates and impacted many of our largest communities. Depot Day of Service, our company's firstever, biggest volunteer service event of the year, was unveiled with over 2,000 associates, family members and friends serving tens of thousands of hours of volunteer service.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Start Proud!, Office Depot's new back-to-school philanthropic initiative, partners with Title 1 schools to provide thousands of backpacks, supplies and other support to the students, parents and teachers of that school community. Mentorship Movement, gives interested associates committed, longer-term mentorship opportunities; creating relationships with great possibility of changing futures and impacting lives.
#depotdifference is just getting started! More new exciting announcements and programs will be following, as we become even more involved in local communities. #depotdifference Signature Programs:

Depot Day of Service
In spring 2018, Office Depot announced the launch of its flagship companywide volunteer celebration called "Depot Day of Service," which was piloted in eight markets across North America on April 28 and May 5. With over 2,000 volunteers participating in the inaugural year, Depot Day of Service became an instant tradition. During this annual, spring volunteer campaign, the company will host volunteer projects throughout the campaign week, leading-up to a large-scale community project, when all associates, family members and friends of Office Depot, nationwide, will be encouraged to come out in their red t-shirts, roll up their sleeves, and join in the fun of their local community service project.

This past year, in the South Florida headquarters region, Office Depot partnered with a variety of organizations on a series of service projects, including:
x Planting 11,000 plants to restore sea dunes in Pompano Beach with the Youth Environmental Alliance (YEA)
x Preparing meals for deserving youth in Boca Raton with Place of Hope x Building homes for two deserving families in West Palm Beach with Habitat for Humanity's Women Build program
x Donating over 10,000 books to benefit the Literacy Coalition of Palm Beach County x Hosting the largest volunteer event in Palm Beach County School District history, revitalizing a local elementary school in the heart of Delray Beach with the Palm Beach County Education Foundation
Additionally, Office Depot team members rolled up their sleeves in other major cities across North America volunteering to complete large-scale projects with local organizations, including:
x Sorting, packing and helping to ship donated food to local charities with Second Harvest Food Bank of Metrolina in Charlotte, North Carolina
x Refreshing local schools with Hands On Atlanta in Atlanta, Georgia and Keep Austin Beautiful in Austin, Texas
x Beautifying a local park with the Chicago Park District in Chicago, Illinois and farm with the San Francisco Recreation and Park Department in San Francisco, California x Working with the Boys & Girls Club of Philadelphia to transform their Germantown Clubhouse with a fresh coat of paint and new landscaping in Philadelphia, Pennsylvania Redlands Regular Meeting of 09-03-24
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 x Preparing and serving dishes at Robin des Bois, a non-profit restaurant that donates all profits to local community organizations in Montreal, Canada
The Depot Day of Service program will expand to additional Office Depot communities in 2019 and beyond, so that more associates can have the opportunity to engage directly with their local communities and establish stronger and further-reaching relationships in the future.

Start Proud!
This past summer, Office Depot launched Start Proud!™, its new signature back-to-school philanthropic initiative. Start Proud!™ was created to help foster brighter beginnings for schools in low-income communities nationwide and to give students, parents and teachers the supplies they need to start the year confident, prepared and proud.

This new program officially kicked-off in July 2018 when associates in South Florida, Atlanta, Austin, Charlotte, Chicago, Philadelphia and San Francisco hosted backpack bundling bashes in their markets.

At these bashes, associates, friends and family members came together to assemble 20,000 fully stocked backpacks for deserving students in their communities.

On Friday, August 3, Atlanta-area associates held the first of 10 Start Proud! celebratory assemblies across the nation. These inspiring campus celebrations included remarks from Office Depot's senior executives, the school's principals, the district's superintendents, National PTA representatives. At each Start Proud! event hundreds of excited students gathered and cheered when it was announced they would all be receiving brand new backpacks with supplies. Office Depot also donated another 1,000 backpacks to each school district to assist with ongoing needs at other Title I schools in their area throughout the 2018-2019 school year. One "All-Star Teacher" from each school was also celebrated for their extraordinary efforts in the classroom and given approximately $1,000 worth of premium supplies.

Finally, teachers at each school were surprised with an additional donation of six palettes of classroom supplies to share and help them start the year off right.

The Start Proud! program will expand to additional districts and Title 1 elementary schools in 2019, to engage more of our associates in this critical work to support deserving teachers, students and families.

Mentorship Movement
In September 2018, Office Depot was excited to announce its newest "pilot" Community Relations Initiative: Mentorship Movement! Presenting a completely different dimension to the #depotdifference commitment to education, the Mentorship Movement offers South Florida associates the opportunity to help change the lives of hundreds of local at-risk youth who are in need of a caring, responsible adult mentor.

Through a strategic partnership with the United Way of Palm Beach County's Mentoring Center, Office Depot selected five amazing mentoring charities to take part in our initiative, with a goal of matching over 50 Office Depot HQ associates (in this first pilot year) with a young person who is currently receiving support from one of these best-in-class charities.

Our five partner mentoring charities are:
x Boys & Girls Clubs of Palm Beach County (bgcpbc.org/programs) Redlands Regular Meeting of 09-03-24
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 x Healthy Mothers, Healthy Babies (hmhbpbc.org/mentor)
x Milagro Center's "Mentoring Miracles" (milagrocenter.org/programs/#mentors-and-volunteers) x The Path to College (pathtocollege.org/mentor)
x Take Stock in Children (takestockpalmbeach.org/how-to-get-involved/become-a-mentor) Office Depot looks forward to growing this program to give associates in additional markets the opportunity to participate in the years to come!
Season of Service
While #depotdifference is a year-round program, our volunteer initiatives kick into high gear during the holiday season, when so many communities are in need of extra support. To spread our holiday cheer and put our passion into action, #depotdifference will host its very first holiday campaign, Season of Service, during the winter holiday season.

The Season of Service campaign includes heart-warming and meaningful volunteer and philanthropic projects, including:
x Collecting and distributing non-perishable food items for soup kitchens and food banks in our communities
x Serving meals at the Ronald McDonald House
x Collecting, delivering toys and celebrating the holiday season with Boys & Girls Clubs x Local Ambassador Committees work with our community relations staff to design, plan and promote the Holidays campaign, so all associates and family members can get involved in making the season a bit brighter for our neighbors in need.

Annual Investment
Resources Donated:

Corp. Donations (t) - $1.5M
Customer Donations (Ed. 365/POS) (t) $215K
Product Donations (t) $21M
Diversity Initiatives
Office Depot is committed to the economic development of the communities in which we work and live.

This commitment is evident in our industry-leading multi-dimensional approach to small business development. Our Supplier Diversity Program assists diverse suppliers in building community, business, and customer relationships that inspire organizational growth and empowerment within every aspect of our business.

The goals of Office Depot’s Supplier Diversity Program are:
• To form strong partnerships with diverse suppliers.
• To pursue nationally certified diverse suppliers that reflect today's diverse global marketplace.

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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 • To ensure that diverse suppliers are well represented in our product assortment and have an equal opportunity in our supplier selection process.
• To affiliate with national organizations such as the National Minority Supplier Development Council (NMSDC), the Women's Business Enterprise National Council (WBENC), the Small Business Administration (SBA) as well as other organizations that share our goal of making a positive impact on economic development through supplier diversity.
• To effectively highlight the products of diverse suppliers in our national full line catalog. • To empower diverse suppliers to become self-sustaining providers of goods and services to our customers and us.

Office Depot is proud to offer the most comprehensive Supplier Diversity model of its kind, in order to give diverse suppliers the best opportunities to grow and prosper. We actively seek out promising diverse suppliers, which include: Certified minority, women, disabled, veteran, LGBT, and small [SBA 8(a), SDB, and HUB Zone] enterprises to ensure equal opportunity in our supplier selection process.

Our Supplier Diversity team includes:
x Kelley Byrd, Sr Manager Implementation & Diversity manager responsible for Tier I Diversity Program
x Michael Barbee, Diversity Accounts Manager responsible for Tier I Sales x Tira Mann, Consultant, Supplier Diversity Strategy Tier I Operations x Suzanne Lynch, Consultant, Supplier Diversity
Strategy Operations
x Carmen Deale, Program Manager, Supplier Diversity
Merchandising Tier II
Our program is made up of three dimensions: Tier I, Tier II (vendor diversity), and Supplier Diversity (indirect
procurement). The three dimensions of our Supplier Diversity model have set the following standards to help us to
measure and maintain the success of this process:
x Enhance capabilities of diverse suppliers
x Expand the capacity of diverse suppliers to compete
more effectively
x Increase turnover of all diverse supplier products
x Leverage efforts with other corporations to create
large-scale diverse supplier opportunities
x Increase market reach and density
x Increase purchases from diverse suppliers
x Reduce buying costs of doing business for all suppliers and vendors Redlands Regular Meeting of 09-03-24
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 Vendor Diversity (Tier II)
The Office Depot Vendor Development team is committed to satisfying our customers' needs and exceeding expectations by offering the highest quality products at the lowest delivered cost, while fulfilling their diversity purchasing needs.

To support our commitment, the Office Depot vendor development process is organized into five key strategies. They include:
• Seeking out diverse suppliers through referrals, vendor fairs and tradeshows • Offering diverse suppliers an equal opportunity in the vendor selection process • Forming partnerships with diverse businesses and HUB member organizations including the National Minority Supplier Development Council (NMSDC), Women's Business Enterprise National Council (WBENC), the Small Business Administration (SBA), and National Gay’ & Lesbian Chamber of Commerce (NGLCC)
• Marketing diverse suppliers to provide them with national exposure through Office Depot‘s national catalogs, including our Diverse Supplier catalog, www.officedepot.com, business.officedepot.com, and various diversity magazines that focus on the business of diversity • Empowering diverse suppliers by raising their capabilities and making them the best source from which to buy
The Office Depot Vendor Development team has officially been in place since December of 1999 and in that time has generated over $3.5 billion in sales.

Supplier Diversity
The Office Depot Supplier Diversity team works to provide opportunities for qualified, competitive small businesses, and women- and minority-owned businesses. The team was officially created in 2002, but has already achieved so much. For example:

The Office Depot procurement team has participated with the NMSDC and WBENC in several capacities in the pursuit of advancing the supplier diversity initiative at Office Depot and within other corporations, including sitting on the Board of Directors of various local councils.

Since its inception, supplier diversity has accumulated spend with diverse suppliers of over $235 million. 2018:
• Tier I Sales for 2018 = $143,303,873
• Total Tier II Sales for 2018 = $311,869,155
2017:
• Tier I Sales for 2017 = $170,819,000
• Total Tier II Sales for 2017 = $284,000,000
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 2016:
• Tier I Sales for 2016 = $220,000,000 – 2% of Total Revenue • Total Tier II Sales for 2016 = $312,228,158 – 3% of Total Revenue Tier I Reseller Program
The goal of the Office Depot Tier I Reseller program is committed to providing the following to interested customers. Office Depot is committed to:
• Developing an alternative growth vehicle that increases market share by providing:
• Choice – The reseller network has many certifications available to customers to help them meet their diversity corporate goals.
• Collaboration – The Office Depot Sales team, diversity reseller, and the customer work together and develop a program which meets everyone’s goals.
• Innovation – The diversity reseller uses a consultative approach to provide best practices, technology, and develops new solutions to support a customer’s needs. • Strengthening our position within minority, women, and small business segments • Initiating job creation, economic, and business development in markets served • Facilitating establishment of new minority- and women-owned businesses A prominent feature that sets the Office Depot Tier I program apart from our competitors is the mentorprotégé support we provide our partners. This benefit allows for training and development of our Tier I partners that leads to their long-term growth and economic viability.

Office Depot combines world-class ecommerce, distribution, and product assortment capabilities to give Tier I partners a superior position in the marketplace and maximum opportunity for profitable growth.

We provide product, order fulfillment, and a shared services package (customer service, sales and marketing support, etc.) that benefit our Tier I partners with:
• Brand association
• Purchasing power
• Efficient supply chain
• Marketing expertise
• Training expertise
• Ecommerce platform
• Mentor-protégé support
• Customer Benefits
Our Tier I Reseller Program provides customers with a legitimate and viable solution to their supplier diversity needs. Tier I customers benefit from:
• Broader product assortment
• Easier order entry options
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FURNITURE INSTALLATION AND REATED SERVICES SOLICITATION NUMBER 19-18 • Enhanced distribution capabilities
• Enhanced customer service
• MWDVE purchasing credit
IN SUMMARY, THE OFFICE DEPOT® DIFFERENCE.

Your trusted advisor – Providing business solutions is all we do – it’s not simply a part of what we do.

Accessible anytime, anywhere – We offer world-class support from real humans. Be face-to-face with us.

Chat with us. Text with us.

Quality control – While some mass online competitors deal directly with 3rd-party vendors, we deal directly with our vendors so you know our products can be trusted.

Multi-channel services – Shop at any of our stores, or order online and pick up in store within an hour.* Why wait two days when you can get it now?
Pricing model – We offer incredible value with structured pricing you can rely on and build business plans around.

Supply chain success – We deliver to 97% of the US population next business day, including Alaska, Hawaii and Puerto Rico. Plus, you can conveniently pick up your order at any of our 1,300+ stores.

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TAB 3 – PERFORMANCE CAPABILITY
ATTACHMENT 3.1

BUSINESS REVIEW REPORT
CUSTOMER NUMBER: 123456789
CUSTOMER NAME: ABC CORP
REVIEW PERIOD: JAN 01, 2018 - OCT 31, 2018

ORDER SOURCE
TOTAL SPEND TOTAL # OF ORDERS AVERAGE ORDER SIZE AVG ORDER BELOW $50 TOTAL SPEND $327,438 2,403 $136.26 $22.98
TOTAL SPEND TOTAL # OF ORDERS % OF TOTAL ORDERS # of ORDERS BELOW $50 ECOMMERCE $298,651 2,162 89.97% 952
TELEPHONE/FAX $1,987 65 2.70% Save $11,043 by
STORE PURCH $23,370 174 7.24% consolidating your orders NONCODE $3,430 2 0.08% below $50 by 20%.
*Order count includes split orders

STATISTICALINFORMATION

PRIVATE BRAND RECYCLED HUB
Total SPEND $183,527 $51,589 $9,052
% of Total SPEND 56.05% 15.76% 2.76%

PURCHASING TREND

JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC
TOTAL SPEND $34,133 $32,639 $28,595 $34,094 $33,389 $30,996 $29,438 $32,234 $30,973 $40,946 $0 $0 % of ECOM 91.6% 92.1% 91.0% 92.7% 92.4% 91.0% 95.5% 94.3% 89.3% 92.0% 0.0% 0.0% SPEND by PRODUCT CATEGORY
CATEGORY YOUR % YOUR SPEND BSD AVG % OPPORTUNITY
Paper 44.18% $144,671 17.34% $0
Ink and Toner 13.55% $44,352 22.75% $30,140
Office Essentials 8.59% $28,134 13.35% $15,579
Cleaning and Breakroom Supplies 7.31% $23,941 8.46% $3,760 Technology 6.58% $21,538 6.94% $1,186
Writing and Drafting 6.33% $20,719 5.13% $0
Filing and Binding 4.52% $14,803 7.21% $8,805
Furniture 4.06% $13,295 9.49% $17,779
Labels and Forms 2.82% $9,218 2.43% $0
Copy and Print Depot 1.95% $6,396 3.16% $3,951
Miscellaneous 0.11% $371 3.72% $11,810
Managed Print Services 0.00% $0 0.02% $65
$45,000
$40,000
$35,000
$30,000
$25,000
$20,000
$15,000
$10,000
$5,000
$0

JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC
100.0%

90.0%

80.0%

70.0%

60.0%

50.0%

40.0%

30.0%

20.0%

10.0%

0.0%
TOTAL SPEND % of ECOM
V: 10/12/2013 Created:11/06/13

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Redlands City CouncilSeptember 3, 2024

Redlands City Council
September 3, 2024