Staff Report - Cooperative Purchase Contract Replacement Aerial Trucks

City of Sacramento
City Council - 5PM Report
915 I Street Sacramento, CA 95814
www.cityofsacramento.org
File ID: 2023-00544 5/30/2023 Consent Item 14.

Cooperative Purchase Contract: Replacement Aerial Trucks File ID: 2023-00544
Location: Citywide
Recommendation: Pass a Motion: 1) approving the use of the Sourcewell cooperative purchase agreement with Terex Utilities, Inc. (Contract No. 110421-TER) for the purchase of two replacement aerial trucks in an amount not to exceed $502,786; and 2) authorizing the City Manager or the City Manager’s designee to execute the purchase specified above.

Contact: Bobbie Small, Program Specialist, [email protected], (916) 808-6711; Alison Kerstetter, Fleet Manager, [email protected], (916) 808-1163, Department of Public Works
Presenter: None
Attachments:
1 - Description/Analysis
2 - Contract
Additional Description/Analysis
Issue Detail: The Department of Public Works, Fleet Management Division, has a customer requirement to purchase two replacement aerial trucks for the Department of Public Works, Urban Forestry Division. The two new trucks are needed because they will replace two existing trucks that have reached the end of their useful life. The aerial trucks will be used in assisting in cutting and maintaining the trees within the City.

Policy Considerations: The recommendations in this report are in accordance with City Code Chapter 3.56, which requires City Council approval of purchases of $250,000 and above.

Economic Impacts: None.

Environmental Considerations: No environmental review is necessary because the recommendations in this report involve the purchase of vehicles and are not considered to be a project in accordance with Section 15378(b)(2) of the California Environmental Quality Act guidelines.

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File ID: 2023-00544 5/30/2023 Consent Item 14.

Sustainability: The recommended purchases are consistent with the Fleet Sustainability Policy adopted by City Council on December 12, 2017 (Resolution No. 2017-0478). There are currently no demonstrated electric options for this kind of heavy-duty vehicle.

Commission/Committee Action: None.

Rationale for Recommendation: The recommended purchase of the aerial trucks is a part of the normal replacement schedule completed by the Fleet Management Division each year. The trucks are essential in ensuring the trees within the City are trimmed and do not cause harm to the citizens or their property.

After reviewing the available purchase options, the Fleet Management Division has determined that the Sourcewell cooperative purchase agreement with Terex Utilities, Inc. represents the most advantageous purchasing strategy. The contract was competitively bid nationally, and Sourcewell receives greater discounts from the manufacturer due to a higher purchase volume than the City would receive if issuing its own bid.

In an ongoing effort to maximize cost savings and staff resources, many government agencies share contracting efforts through cooperative purchasing. This procurement method increases pricing competitiveness and lowers operating costs through volume buying. When comparing the administrative costs of procurement, staff considers product research, source selection, specifications, advertising, staff reports, awarding, protest, and administration of the contract.

The City has used both regional and national cooperative purchase agreements to complement its own contracting initiatives. Cooperative purchasing enables City departments to evaluate a broader range of contracting opportunities and to share resources with other jurisdictions. Cooperative purchasing also leverages internal and external resources to maximize cost savings opportunities for the City.

Financial Considerations: The recommended purchase, in a total amount not to exceed $502,786, will be made from the Department of Public Works Fiscal Year (FY) 2022/2023 operating budget (Fleet Fund, Fund 6501) and will be charged to the Department of Public Works Landscape and Lighting Fleet Project (I06152000, Fund 2232). Sufficient funding exists in the Department’s FY2022/23 operating budget and the Public Works Fleet Project (I06152000) to support the recommended purchase.

Local Business Enterprise (LBE): Terex Utilities, Inc. is not an LBE. The minimum LBE participation requirement is waived for the City’s use of cooperative purchase agreements that have

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File ID: 2023-00544 5/30/2023 Consent Item 14.
been competitively bid, evaluated, and awarded by other governmental agencies that may or may not have similar LBE programs.

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2 - Terex Utilities, Inc. Terms and Conditions of Sale, U.S. and Canada (except Quebec), Rev. 15 March 2021 TERMS AND CONDITIONS OF SALE TEREX SOUTH DAKOTA, INC./TEREX UTILITIES, INC. U.S. and CANADA (except Quebec) 1. Terms and Conditions. The provision by Seller to Buyer of any Equipment or Parts (collectively referred to as Products) shall be exclusively governed by these Terms and Conditions of Sale (Terms and Conditions) and Sellers sales order acknowledgement (collectively referred to as Agreement). This Agreement cancels and supersedes any and all terms and conditions previously issued by Seller and shall remain in effect unless and until superseded in writing by Seller. Acceptance of an order for Products by Seller shall be deemed to constitute a binding agreement between the parties pursuant to these Terms and Conditions and Buyer agrees that the order may not thereafter be countermanded or otherwise changed without the explicit prior written consent of Seller. No other terms and conditions shall apply, including the terms of any purchase order submitted to Seller by Buyer, whether or not objected to by Seller or whether or not such terms are inconsistent or conflict with or are in addition to these Terms and Conditions. These Terms and Conditions shall be deemed accepted by Buyer if any of the following occurs: (i) if confirmed by Buyer, (ii) if undisputed by Buyer within ten (10) days after receipt, or (iii) if Seller delivers Products to Buyer. Any communication construed as an offer by Seller and acceptance thereof is expressly limited to these Terms and Conditions. The Products are intended for industrial/commercial use by professional contractors and their trained employees and are not intended for use by consumers. 2. Terms of Payments. Payment for Products purchased by Buyer shall be made in accordance with any of the following terms, provided they have been previously arranged with and expressly approved by Seller in writing: (1) cash in advance; (2) confirmed, irrevocable letter of credit established in such amount and form and at such time and at such bank as shall be approved by Seller in respect of each order; (3) credit account purchases for which payment will be due and payable on net thirty (30) day terms, plus service and other charges applicable to past due amounts in accordance with Seller's written notices; or (4) other payment arrangements expressly approved by Seller in writing prior to or at the time the order is placed. If any Buyer credit account purchase is not paid in accordance with Seller's credit payment terms, in addition to any other remedies allowed in equity or by law, Seller may refuse to make further shipments without advance payment by Buyer. Nothing contained herein shall be construed as requiring Seller to sell any Products to Buyer on credit terms at any time, or prohibiting Seller from making any and all credit decisions which it, in its sole discretion, deems appropriate for Seller. Seller shall have the right, at its option, to charge interest on all amounts not paid when due and Buyer agrees to pay such interest calculated on a daily basis, from the date that payment was due until the Seller receives payment in full, at the rate of 1.5% per month or the maximum rate permitted by applicable law. Unless otherwise agreed in writing between Seller and Buyer, Seller may, in its sole discretion, increase or decrease the price of any Product, as Seller deems reasonably necessary, at any time prior to shipment and invoice Buyer for the same. If Buyer orders the chassis through Seller, the chassis payment is due upon receipt of chassis by Seller and the balance owed for the completed unit is due in accordance with agreed upon payment terms. When supplied by Buyer, Seller will inspect the chassis upon receipt and will notify Buyer of any chassis mounted components (including but not limited to fuel tanks, air tanks, battery boxes and exhaust systems) that require relocation. Buyer will be invoiced for such work upon completion of the finished Equipment. 3. Taxes and Duties. Unless otherwise noted, prices quoted do not include taxes or duties of any kind or nature. Buyer agrees that it will be responsible for filing all tax returns and paying applicable tax, duty, export preparation charge and export documentation charge resulting from the purchase of the Products. In addition, in the event any other similar tax is determined to apply to Buyer's purchase of the Products from Seller, Buyer agrees to indemnify and hold Seller harmless from and against any and all such other similar taxes, duties and fees. All prices quoted are U.S. dollars unless otherwise specified. The amount of any present or future taxes applicable to the sale, transfer, lease or use of the Products shall be paid by Buyer; or in lieu thereof, Buyer shall provide Seller with a tax exemption certificate satisfactory to the applicable taxing authority proving that no such tax is due and payable upon such sale, transfer, lease or use. 4. Title, Property, Risk and Delivery. Unless otherwise stated in writing, for all intra-continental United States shipments, all prices and delivery are FCA, point of manufacture (Incoterms 2020); for all other shipments, all prices and delivery are FAS, named port of shipment (Incoterms 2020). Title and all risk of loss or damage to Products shall pass to Buyer upon delivery, as per Incoterms 2020. Any claims for loss, damage or delay in transit must be entered and prosecuted by the Buyer directly with the carrier, who is hereby declared to be the agent of the Buyer. Seller shall not be liable for any delay in performance of this agreement or delivery of the Products, or for any damages suffered by Buyer by reason of delay, when the delay is caused, directly or indirectly, by a force majeure event described in Section 20 herein or any other cause beyond Seller's control. Claims for shortages in shipments shall be deemed waived and released by Buyer unless made in writing within five (5) days after Buyer's receipt of shipment. Seller's responsibility for shipment shall cease upon delivery of the Products to the place of shipment, and all claims occurring thereafter shall be made to or against the carrier by Buyer. Delivery shall generally be 240 to 270 days after receipt by Seller of a signed Order, provided that, where applicable: (1) Seller receives the chassis a minimum of 90 days prior to scheduled delivery, (2) drawings are timely sent by Buyer and the approved drawings are returned to Seller by Buyer by the requested date, (3) all vendor-supplied components and Buyer-supplied accessories are received by Seller by the date necessary to comply with scheduled delivery. Seller shall not be liable for any delay in performance of this agreement or delivery of the Products, or for any damages suffered by Buyer by reason of delay, when the delay is caused, directly or indirectly, by a force majeure event described in Section 20 herein or any other cause beyond 3 - Terex Utilities, Inc. Terms and Conditions of Sale, U.S. and Canada (except Quebec), Rev. 15 March 2021 Seller's control. Claims for shortages in shipments shall be deemed waived and released by Buyer unless made in writing within fifteen (15) days after Buyer's receipt of shipment. Seller's responsibility for shipment shall cease upon delivery of the Parts and or Equipment to the place of shipment, and all claims occurring thereafter shall be made to or against the carrier by Buyer. 5. Delays Caused By Buyer. In the event of a delay in shipment or delivery due to delay by Buyer in furnishing deliveryinstructions, arranging a method of payment satisfactory to Seller, submitting valid import permits or licenses, or any other delaycaused by Buyer or at Buyers request, if the Products are not shipped or delivered within five (5) days from the first date theyare ready to be shipped or delivered, then Seller shall be entitled to charge, as compensation, any additional costs incurredrelated to such delay. If the Products are not shipped or delivered by the date which is ten (10) days from the first date they areready to be shipped or delivered, then Buyers order shall be deemed cancelled and Seller may, in its sole discretion, sell suchProducts to another buyer without any liability or responsibility to Buyer whatsoever. Seller shall have the right to keep paymentson account already received from Buyer, and the difference between the sales price (increased by any other and all furthercosts, including but not limited to attorneys fees and expenses, storage and other costs, and interest accrued thereon) and theprice received from another buyer shall constitute a debt of Buyer and bear interest at the same rate set forth in Section 2herein. Seller shall be entitled to claim for any further damages suffered as a consequence of Buyer's breach of its obligationshereunder.6. Cancellation. Prior to delivery to place of shipment, a Product order may be cancelled only with Seller's prior consent andupon terms indemnifying Seller from all resulting losses and damages. Seller shall have the right to cancel and refuse tocomplete a Product order if any term and/or condition governing this agreement is not complied with by Buyer. In the event ofcancellation by Seller, or in the event Seller consents to a request by Buyer to stop work or to cancel the whole or any part ofany order, Buyer shall, in the event that Seller asks Buyer to do so, make reimbursement to Seller, as follows: (i) any and allwork that can be completed within thirty (30) days from date of notification to stop work on account of cancellation shall becompleted, shipped and paid in full; and (ii) for work in progress and any materials and supplies procured or for which definitecommitments have been made by Seller in connection with the order, Buyer shall pay such sums as may be required to fullycompensate Seller for actual costs incurred, plus fifteen percent (15%). Buyer may not cancel any order after Seller's delivery toplace of shipment. Orders for "Special" Equipment may not be cancelled after acceptance, except by Seller. Items of "Special"Equipment are those that differ from standard Seller specifications, have a limited market, or incorporate specifications that havebeen determined for a specific application. Determination of whether an item of Equipment is Special shall be made by Sellerin its sole discretion.7. Inspection and Acceptance. Buyer agrees that it shall inspect the Products immediately after receipt and promptly (in noevent later than fifteen (15) days after receipt) notify Seller in writing of any non-conformity or defect. Buyer further agrees thatfailure to give such prompt notice or the commercial use of the Products shall constitute acceptance. Acceptance shall be finaland Buyer waives the right to revoke acceptance for any reason, whether or not known by Buyer at the time of such acceptance.The giving of any such notice by Buyer shall automatically cause the provisions of Sellers warranty to apply and govern therights, obligations and liabilities of the parties with respect to such nonconformity or defect, provided under no circumstancesshall rejection give rise to any liability of Seller for incidental or consequential damages or losses of any kind. Seller shall not bebound by any agent's, employees or any other representation, promise or inducement not set forth herein. Sellers catalogues,technical circulars, price lists, illustrations, drawings and any other similar literature are for Buyers general guidance only andthe particulars contained in them shall not constitute representations by Seller and Seller shall not be bound by them.8. Warranty for New Products. Seller warrants its new Equipment and Parts manufactured and sold worldwide, to be free,under normal use and service, of any defects in material or workmanship for a period of twelve (12) months from the date ofdelivery (as limited by Sellers Limited Product Warranty); provided that Buyer sends Seller written notice of the defect withinthirty (30) days of its discovery and establishes that: (i) the Equipment has been operated and maintained in strictcompliance with Sellers operating and maintenance manuals ; and (ii) the defect did not result in any manner from theintentional or negligent action or inaction of Buyer, its agents or employees and (2) a new machine registration certificatehas been completed, signed and delivered to the Seller within thirty (30) days of the Equipments in-service date. Ifrequested by Seller, Buyer must return any defective Product to Seller's manufacturing facility, or other location designatedby Seller, for inspection, and if Buyer cannot establish that conditions (i) and (ii) above have been met, then this warrantyshall not cover the alleged defect. Failure to give written notice of defect within such period shall be a waiver of this warrantyand any assistance rendered thereafter shall not extend or revive it. Accessories, assemblies and components included inthe Products of Seller, which are not manufactured by Seller, are subject to the warranty of their respective manufacturers.This warranty shall not cover any item on which serial numbers have been altered, defaced or removed. Maintenance andwear parts are not covered by this warranty and are the sole maintenance responsibility of Buyer. This warranty is limited tothe original purchaser or end-user if sold to a distributor, and is not assignable or otherwise transferable without writtenagreement of Seller. THIS WARRANTY IS EXPRESSLY IN LIEU OF AND EXCLUDES ALL OTHER WARRANTIES,EXPRESS OR IMPLIED (INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR APARTICULAR PURPOSE) AND ALL OTHER OBLIGATIONS OR LIABILITY ON SELLER'S PART. THERE ARE NOWARRANTIES THAT EXTEND BEYOND THE LIMITED WARRANTY CONTAINED HEREIN. Seller neither assumes norauthorizes any other person to assume for Seller any other liability in connection with the sale of Seller's Products. This 4 - Terex Utilities, Inc. Terms and Conditions of Sale, U.S. and Canada (except Quebec), Rev. 15 March 2021 warranty shall not apply to any of Seller's Products or any part thereof which has been subject to misuse, alteration, abuse, negligence, accident, acts of God or sabotage. No action by either party shall operate to extend or revive this limited warranty without prior written consent of Seller. 9. Warranty for Used Equipment. Used Equipment sold hereunder is sold on an AS IS, WHERE IS, WITH ALL FAULTS BASIS WITH NO WARRANTIES WHATSOEVER, EXCEPT AS TO TITLE, UNLESS OTHERWISE SPECIFICALLY AGREED IN WRITING BY BUYER AND SELLER. SELLER ASSUMES NO RESPONSIBILITY FOR THE CONDITION, SAFETY, LEGAL COMPLIANCE, OR USABILITY OF THE USED EQUIPMENT AND MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO THE USED EQUIPMENT INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SELLER MAKES NO REPRESENTATION OR WARRANTY REGARDING THE CONDITION OF THE USED EQUIPMENT, NOR THE SUFFICIENCY OF ANY WARNINGS, INSTRUCTIONS OR MANUALS PROVIDED WITH THE USED EQUIPMENT. Seller recommends and Buyer acknowledges that Buyer should contact the original manufacturer to obtain all available information for the used Equipment, including but not limited to product manuals, warnings, safety bulletins, recall notices, and instructional placards before using the used Equipment. Seller shall not be responsible for providing such information. Buyer agrees not to assert any claims against Seller with respect to the used Equipment or its use. Buyer agrees that it shall inspect the used Equipment prior to issuance of a purchase order for such Equipment and acknowledges that it is not relying upon any photographs, images, videos, representations, statements or other assertions made by Seller with respect to the used Equipments condition, but is relying upon its own knowledge and/or inspection of the used Equipment. 10. Remedies for Breach. IN THE EVENT OF ANY BREACH OF THE WARRANTY BY SELLER, THE PARTIES AGREE THAT SELLER'S LIABILITY SHALL BE LIMITED EXCLUSIVELY TO THE REMEDIES OF REPAIR OR REPLACEMENT (AT SELLERS SOLE DISCRETION) OF ANY DEFECTIVE EQUIPMENT COVERED BY THE WARRANTY. In no event shall any repair or replacement of any defective equipment covered by the Sellers warranty extend the length of the warranty beyond the period specified in Section 8 herein. 11. Limitation of Liability. NOTWITHSTANDING ANYTHING CONTAINED IN THIS AGREEMENT TO THE CONTRARY, SELLER AND ITS AFFILIATES SHALL NOT BE LIABLE FOR, AND SPECIFICALLY DISCLAIM, ANY LIABILITY FOR ANY: (A) LOST PROFITS AND/OR BUSINESS INTERRUPTION (WHETHER DIRECT OR INDIRECT); AND (B) INDIRECT, INCIDENTAL, CONSEQUENTIAL (WHETHER DIRECT OR INDIRECT) OR OTHER DAMAGES OR LOSSES OF ANY KIND WHATSOEVER, including, without limitation, labor costs, lost profits, loss of use of other equipment, third party repairs, personal injury, emotional or mental distress, improper performance or work, penalties of any kind, loss of service of personnel, or failure of Products to comply with any federal, state, provincial or local laws, regardless of whether arising from a breach of contract, or warranty, legal claims or otherwise. Nothing in this Section shall operate to exclude Seller's liability for death or personal injury when directly related to Sellers negligent act or omission. 12. Limitation of Actions. Any action for breach of this agreement must be commenced within one (1) year after the cause of action has accrued. 13. Specification Changes. In the event Seller incurs additional expense because of changes in specifications or drawings previously approved by Buyer, or in the event Seller is required to modify the ordered Equipment, perform any additional work or supply any additional Products, the additional expense shall be added to the purchase price. Buyer must submit to Seller a revised purchase order specifying any and all requested changes. Upon receipt of Buyers revised purchase order, Seller shall have the right, in its sole discretion, to accept or reject any changes in specifications requested by Buyer. 14. Trade-in Offers. Trade-in offers are subject to Sellers inspection and acceptance of the equipment, which must have been maintained to U.S. Department of Transportation operating and safety standards. All accessories on the equipment, including without limitation jibs, winches, pintle hooks and trailer connectors, must remain with the equipment unless otherwise agreed by Seller and Buyer in writing. Seller reserves the right to cancel any trade-in offers or agreements if these conditions are not met, or if Buyer has misrepresented any information about the trade-in unit. 15. Insurance. Until the purchase price of any Products is paid in full, the Buyer shall provide and maintain insurance equal to the total value of the Equipment delivered hereunder against customary casualties and risks; including, but not limited to fire and explosion, and shall also insure against liability for accidents and injuries to the public or to employees, in the names of Seller and Buyer as their interest may appear, and in an amount satisfactory to Seller. If the Buyer fails to provide such insurance, it then becomes the Buyer's responsibility to notify the Seller so that the Seller may provide same; and the cost thereof shall be added to the contract price. All loss resulting from the failure to affect such insurance shall be assumed by the Buyer. 16. Patents, Copyrights, Trademarks, Confidentiality. No license or other rights under any patents, copyrights or trademarks owned or controlled by Seller or under which Seller is licensed are granted to Buyer or implied by the sale of Products hereunder. Buyer shall not identify as genuine products of Seller products purchased hereunder which Buyer has treated, modified or altered in any way, nor shall Buyer use Seller's trademarks to identify such products; provided, however, that Buyer may identify such products as utilizing, containing or having been manufactured from genuine products 5 - Terex Utilities, Inc. Terms and Conditions of Sale, U.S. and Canada (except Quebec), Rev. 15 March 2021 of Seller as treated, modified or altered by Buyer or Buyer's representative, upon prior written approval of Seller. All plans, photographs, designs, drawings, blueprints, manuals, specifications and other documents relating to the business of Seller ("Information") shall be and remain the exclusive property of Seller and shall be treated by Buyer as confidential information and not disclosed, given, loaned, exhibited, sold or transferred to any third party without Sellers prior written approval; provided, however, that these restrictions shall not apply to Information that Buyer can demonstrate: (a) at the time of disclosure, is generally known to the public other than as a result of a breach of this Agreement by Buyer; or (b) is already in Buyer's possession at the time of disclosure by from a third party having a right to impart such Information. 17. Default and Seller's Remedies. In the event of default by Buyer, all unpaid sums and installments owed to Seller, shall,at Seller's sole option, become immediately due and payable without notice of any kind to Buyer. In addition to its right ofacceleration, Seller may pursue any and all remedies allowed by law or in equity, including but not limited to any and allremedies available to it under the Delaware Uniform Commercial Code. In addition to the foregoing, and not in limitationthereof, Seller shall have the right to set off any credits or amounts owed to Buyer against any amounts owed by Buyer toSeller.18. Indemnification by Buyer. Buyer hereby agrees to indemnify, release, defend and hold harmless Seller, its directors,officers, employees, agents, representatives, successors, and assigns against any and all suits, actions or proceedings at law orin equity (including the costs, expenses and reasonable attorney's fees incurred in connection with the defense of any suchmatter) and from any and all claims demands, losses, judgments, damages, costs, expenses or liabilities, to any personwhatsoever (including Buyer's and Seller's employees or any third party), or damage to any property (including Buyer's property)arising out of or in any way connected with the performance or the furnishing of Products under this agreement, regardless ofwhether any act, omission, negligence (including any act, omission or negligence, relating to the manufacture, design, repair,erection, service or installation of or warnings made or lack thereof with respect to any Products furnished hereunder) of Seller,its directors, officers, employees, agents, representatives, successors or assigns caused or contributed thereto. If Buyer fails tofulfill any of its obligations under this paragraph or this agreement, Buyer agrees to pay Seller all costs, expenses and attorney'sfees incurred by Seller to establish or enforce Seller's rights. The provisions of this paragraph are in addition to any other rightsor obligations set forth in this agreement.19. Installation. Unless otherwise expressly agreed in writing, Buyer shall be solely responsible for the installation anderection of the Products purchased. Although Seller may in some cases provide a serviceman, data and drawings to aidBuyer with installation or start-up, Seller assumes no responsibility for proper installation or support of any Products wheninstalled and disclaims any express or implied warranties with respect to such installation and support. Notwithstandingwhether data and drawings are provided or a serviceman aids in the installation, Buyer shall indemnify and hold Sellerharmless and at Seller's request, defend Seller from all claims, demands or legal proceedings (including the costs,expenses and reasonable attorney's fees incurred in connection with the defense of any such matter) which may be madeor brought against Seller in connection with damage or personal injury arising out of said installation or start-up.20. Force Majeure. Seller shall not be liable to Buyer or be deemed to be in breach of this agreement by reason of anydelay in performing, or any failure to perform, any of Sellers obligations in relation to the Products if the delay or failure wasdue to any cause beyond the reasonable control of Seller including (without limitation) strike, lockout, riot, civil commotion,fire, accident, explosion, tempest, act of God, war, epidemic, stoppage of transport, terrorist activity, supply shortage orchanges in government, governmental agency, laws, regulations or administrative practices.21. Anti-Corruption; Export Controls; No Boycotts. Buyer agrees that it shall, and that any party retained or paid by theBuyer (Retained Party) shall, comply with all applicable laws including, but not limited to, laws prohibiting public corruptionand commercial bribery. Buyer further agrees that it shall, and that any Retained Party shall, comply with all applicableexport controls, economic sanctions, embargoes and regulations regarding the export, re-export, shipment, distributionand/or sale of Products, technology, information or warranty related services. Buyer further agrees that it shall not, and anyRetained Party shall not, export or re-export Products, technology, information or warranty related services directly or withits knowledge indirectly into Iran, Sudan, Cuba, Syria, North Korea, the Crimea Region of the Ukraine or Russia withoutBuyer first obtaining written approval from Seller. Failure to comply strictly with this section and all applicable laws,regulations and licensing/approval requirements shall be grounds for immediate termination of this agreement by Seller.Notwithstanding anything to the contrary contained in any agreement between the Buyer and Seller or in any otherdocument or agreement relating to the Products sold hereunder, Seller will not comply with requests related to the boycottof any country or other jurisdiction, except to the extent such boycott is required by or otherwise not inconsistent with UnitedStates law.22. Telematics. If a telematics system is included with the Equipment, the telematics system is administered by a third party(Teleservice Provider) and collects a range of operational data about the Equipment including, but not limited to, usage,performance and reliability. Buyer consents to Sellers obtaining such data from the Teleservice Provider for warranty,product improvement, marketing and customer support purposes and to Sellers management and reporting of data(personal and non-personal) about the Equipment including, but not limited to, fuel consumption, up/down times, operation,defects, parts replacement, movement and location. Buyer shall, to the extent required by applicable law, obtain consentfrom its customers and/or any third party for Seller and/or third parties to provide teleservices and data to Buyer. Buyer shall 6 - Terex Utilities, Inc. Terms and Conditions of Sale, U.S. and Canada (except Quebec), Rev. 15 March 2021 comply with all applicable laws relating to the provision of teleservices. Buyer agrees to be bound by the current version of the Terex Telematics Terms of Use at https://www.terex.com/en/products/telematics-tou. 23. Construction and Severability. These Terms and Conditions of Sale constitute the entire agreement between the parties regarding the subject matter hereof and shall be construed and enforced in accordance with the laws of Delaware. The United Nations Convention on Contracts for the International Sale of Goods (1980) (CISG) shall not apply. The invalidity or unenforceability of any provisions of this agreement shall not affect any other provision and this agreement shall be construed in all respects as if such invalid or unenforceable provision were omitted. 24. Jurisdiction. The parties agree that the proper and exclusive forum and venue in all legal actions brought to enforce or construe any provisions herein shall be in United States District Court, District of Delaware or, if federal jurisdiction is lacking in such action, in New Castle County Superior Court in Delaware. 25. No Assignment. No rights arising under this agreement may be assigned by the Buyer unless expressly agreed to in writing by the Seller. 26. No Set-off. Buyer shall have no right to set-off any amounts it may owe Seller against amounts Seller may owe Buyer under this or any other agreement between Buyer and Seller. 27. Miscellaneous. Buyer represents that: (i) it is solvent and has the financial ability to pay for the Equipment and Parts purchased hereunder and (ii) it has all requisite right, power and authority to perform its obligations under this agreement. Buyers Initials: ________________

Terex Utilities, Inc. 3140 15th Ave SE, Watertown, SD 57201 Phone: 605-882-4000 Fax: 605-882-1842 QuotationPage 105/10/2023 Quote Number: QU23052-10CITY OF SACRAMENTO5730 24TH STSACRAMENTO, CA 95822Attention: KEVIN WASSON Phone: (916)808-8074Qty. Description UNIT 1 One (1) new Terex Hi-Ranger LT40 Articulating / Telescoping Aerial Device providing a working height of 45.6 ft (13.8 m) with a end mount platform. Unit will be mounted behind the cab. Design Criteria: * Design criteria is in accordance with current industry and engineering standards applicable and accepted for structural and hydraulic design. Lower Controls: * Individual control levers are located in an accessible location on the turntable. Lower Boom: * Filament wound high strength fiberglass insert providing an insulation gap. Upper Boom: * Filament wound high strength fiberglass boom providing an insulation gap. Rotation: * Self-locking worm gear rotation drive is provided and equipped with bi-directional motor. Continuous Unrestricted Rotation: * A hydraulic rotary manifold provides a rotating oil distribution system for continuous and unrestricted rotation. * A 4 channel electric collector ring is provided as standard. Aerial device is designed as a Category C machine in accordance and is dielectrically tested and rated for operation on systems up to 46 Kv phase to phase per ANSI/SIA A92.2-2015 Hydraulic System: * Full pressure open center hydraulic system. * Hydraulic hoses are equipped with permanent type fittings. Miscellaneous: * All metallic components of the complete aerial device are powder coat white. * The fiberglass upper boom, boom inserts, platforms and covers are white.

Quotation QU23052-10Page 2Qty. Description * Two complete manuals providing operation and maintenance procedures and a replacement parts listing. * Warning decals provided with unit. 1 Pedestal. 1 8-Gallon Hydraulic Oil Reservoir. * A 8 gallon hydraulic oil reservoir mounted on the side of tower with sight and temperature gauge. * Return filter and oil eyes. * A ball type shut off valve. 1 A boom rest with a automatic latch is provided. 1 Platform 24" x 30" x 42", End Mounted. * Includes one (1) outside access step with slip-resistant surface. 1 A safety harness with lanyard is provided for fall arrest. 1 A padded saddle rest provides platform support during road travel. 1 Insulated Platform Liner For 24" x 30" x 42" Platform: * Tested at 50 KV AC. 1 Vinyl Platform Cover For 24" x 30" Platform: * Waterproof with internal elastic cord around edge. 1 Auxiliary Let Down for use with Open Center Hydraulics: * Allows for the descent of the boom (platform) in the most direct manner for a time limited by the duty cycle of the electric motor. *Includes 12 volt electric motor for use on a 12 volt chassis. Note: This includes a switch for activation at pedestal for electric or air function. 1 Boom Tip with 4 Function Controls and Platform Rotator: Upper Controls: "Control-Plus" single stick controller. * Enable lever must be actuated before operation. * Rated capacity of 400 lbs. Hydraulic Platform Rotator For End Mount Platform. Hydraulic Platform Tilt is provided at platform and lower controls. Engine Stop/Start controlled at platform and lower controls. Hydraulic Tool Outlets At Platform. 1 Customer Decline Subframe. 1 Tie Down Kit. 1 A-frame Outriggers (2 sets) of 436544.

Quotation QU23052-10Page 3Qty. Description 1 Controls For 2-Sets OF Outriggers (Open center systems):* Recessed at rear of truck each side for ease of view for outrigger placement.* Includes switches and alarm for outrigger in motion alarm. 1 Outrigger Interlock:* To operate the boom the outriggers must be extended. ** ALTERED FROM STANDARD ** 1 H-Frame outriggers at rear*PN 412022 1 Pump for systems requiring 3 to 5 gallons per minute:*Provides 3 gpm at 725 engine rpm and 5 gpm at 1150 engine rpm with a 127% pto. 1 Terex Advanced Chassis Controller:* Multiplexed system to include: Controller, LCD Screen, Manual and Schematics.* Standard Options: Diagnostics, Status Screens, Event Log, Hours Meter, Selectable Button Labels,System Alerts and System Test.* Programmable settings allow installer to customize/select options need for their application.* Screw terminal-type connections and enclosure to cover connections.* Recommended on Class 6 and above chassis with multiple outputs* The PTO hour is standard. The engine hour meter is standard (When available). This is a messagewe get from the truck Data link. All trucks except Ford give us the Engine hours. So if it's aFord, we just display PTO hours. 1 HyPower SmartPTO - Viatec 14.4KWH* Enclosure to sit on top of flatbed or top of Body.* Telematics - One year subscription, remote monitoring, over the air software updates, and remote* 1300W Level 1 (120V AC) Charger - Requires standard 3 prong NEMA 5-5 outlet, 15A rated and a 20'drop cord.* Integrated battery heater, when the system is plugged in, the system will heat batteries whentemperature approaches freezing. 1 American flag displayed on unit. 1 Factory Warranty ** ALTERED FROM STANDARD ** 1 . BODY, INSTALLATION ** BODY INFORMATION ** 1 132 inch line body*Reference body details included with quote 1 Install Aerial Device Behind Cab And Install All Associated Components:* Final test and inspect completed unit including stability and dielectric testing Quotation QU23052-10Page 4Qty. Description per manufacturers requirements. 1 Hose and fittings to connect the hydraulic system from the oil reservoir to the pump and unit. 1 Platform rest, bottom base 1 Chassis Spring Additions: * Build up left rear chassis springs to level vehicle. 1 Power take off with indicator light for automatic transmission. 1 DOT Inspection. 1 Set chassis parameters. 1 Back-up alarm to sound when the vehicle is shifted into reverse. 4 18" x 18" x 1" poly outrigger pads. *Pad holder under 1st vertical cabinet SS and CS 2 Rubber wheel chocks with eye bolt. 2 Cone holder bracket, hoop shape type to be welded on a front bumper. **Not to interfere with front headlight or strobes** 1 Grab handles as necessary for 3-point contact. 2 Mud flap with logo. Note: Trim As-Required. 1 Bracket for storing grounding cable. CS 1st vertical 1 2/0 Black Electrical Cable used for grounding per ASTM F855-04: * 50' of multi-strand flexible copper cable, three grounding lugs, two ferrules and grounding clamp. * Three point grounding system for grounding vehicle during work operations. * Cable must be fully removed from bracket before use. NOTE! Purchaser to verify this meets their company's requirements for fault current. 1 Boom rest. 1 Peterson LED 7-lamp DOT Lighting Package: * Complies with FMVSS 108.

Quotation QU23052-10Page 5Qty. Description * Includes required lights, junction box and wiring harness. * Note: Includes lighted License Plate Area * Note: Includes Clearance Lights if Applicable to application. 1 Lighted license plate bracket kit with LED light. 1 Powerstrip, 12 volt (specify Number of outlets required) 8 outlets 1 1800 watt inverter, continuous, 120VAC, Up to 15A. Floor of CS 1st vertical 2 Inverter Spacer Tube 2 Amber strobe light (LED) with 4" tall & 6" dia. lens, and branch guard. Post mounted top front of CS and SS cabinets 2 Whelen Micron Amber Strobes *mounted on front bumper Terex PN 65358803 2 Strobe post mount bracket weldment for small chassis. 1 Whelen traffic advisor model TAZ86 *rear tailshelf *Terex PN 65374544 2 Recovery tow eye, 29,000#. 1 **If Viatec options are taken mount at SS compartment top at front** 1 Remote engine stop/start OR two speed control from rear of vehicle. Start/Stop above CS rear outrigger controls 1 PH5 5 ton pintle hook: "Pintle hook brackets and attachment methods are designed to meet the associated pintle hook ratings. They are not designed for recovery purposes. If recovery attachments are required, please order the appropriate tow eyes." 1 ICC rear bumper.

Quotation QU23052-10Page 6Qty. Description 1 6-prong trailer socket. 1 Timbren rubber stabilizers installed on axle. 1 Torsion bar stabilizer for rear axle. 1 Oil tank mounting for external reservoirs. 18 Fill with Hydraulic oil for general purpose use. * Refer to the product maintenance manual for specific type to be used. 1 Safety Kit consists of the following: * 5-lb ABC fire extinguisher with bracket. * James King triangle reflector kit. 1 Chassis supplied back up camera. 1 Paint body floor with non-skid paint. 1 Paint compartment top with non-skid paint. CHASSIS ** CHASSIS INFORMATION ** 1 Ford F-550 4x2 *Reference chassis details included with quote SPECIAL CHARGES 1 Delivery to Customer. 1 First Article Inspection, Digital

Page 8 ends

****To: Terex Utilities*Attn:Ben Deville*Customer:City of Sacramento**Spec Number:QU23052*State:California*Engine Type:Diesel*Crane/Unit Model:LT40*Chassis:Ford*Axle Configuration:DRW (4x2)**Dakota Bodies LLC.SteelServiceBody*Terex132 Inches Long x 40 Inches High x ,94 Inches WideChassis Cab to Axle (CA) of 84 Inches- Bodies with one set of jack legs to have lifting eye and body shipping stands- All bulkheads to have pin access cutout/ cover when A-frame jack is ahead or behindbulkhead, x-frame jacks will not get pin access cutout/ coverBody Dimensions:132 Inches - Body Length40 Inches - Body Height94 Inches - Body Width84 Inches - Chassis C/A40 Inches - Compartment Height18 Inches - Compartment Depth58 Inches - Load Space Width24 Inches - Top of Body to Top of Floor Dimension18 Inches - Horizontal Compartment HeightNone Inches - Wheel Box HeightBody Materials:16 ga Galvanneal- Main Body Material12 ga 4-Way Treadplate- Compartment Tops Material14 ga Galvanneal- Wheel Panels Material14 ga Galvanneal- Front Bulkhead Material18 ga Galvanized- Shelving MaterialAdjustable on Dual Unistrut- Shelving Mounting StyleNo - Front Rock Guards MaterialNo - Wheel Well Liners MaterialNo - Bed Area Wall Liners MaterialOther Body Details:

Quotation Number Q45619A

OPTIONS
Door Materials:Standard, Double Panel- Door Type18 ga Galvanneal- Inner Door Material18 ga Galvanneal- Outer Door MaterialStainless Steel Rod & Socket- Door Hinge Style5/16" Stainless Steel- Door Rod MaterialGas Cylinder- Vertical Door Holder OptionChain- Horizontal Door Holder OptionSingle Point Rotary (Stainless Steel)- Latch TypeKeyed Alike- Lock Type- Wrap Around Striker with Rounded CornersOther Door Details:- Wrap Around door striker bracketsFloor and Understructure:12 ga (.109) 4-Way Treadplate- Bed Area Floor MaterialLT40- Unit Cutout in FloorFull - Body Frame StyleStructural- Body Frame Material6 Inch- Body Frame Height- Boom Rest Support plates installed in frame of body and tailshelfSubframe Installation:- Install customer supplied LT40 Insert in frame PN#484174 - Bolted in- Grounding plate installed at rear of body- Five (5) 1/4" - 20 Jiffy clips installled on front flat evenly spaced for tying wires- Hydraulic tube 22"L x 3/8" Diameter- Five (5) studs welded to front flat- Two (2) studs welded to rear horizontal flat- Install bolt on lifting hooks and shippings stands to the opposite end if one set of outriggers is provided- Welding studs below the body for running fuel lines from fuel cap till fuel tankAccessories:- Rubber Rolled Crown (PN# 30136) (Installed with Wheel Cut-Outs)- Automotive Bulb Weatherstripping (PN# 30132) (Installed)- Master Door Lock, Hook and Loop System on Both Sides with Three (3) Spring Loaded Door Handles- Two (2) Fuel Filler Cutout in Streetside Fender Panel - DEF and Diesel Cutouts to be next to each other- Two (2) Jiffy clips installed on both sides of cutouts- Mud Flap brackets PN# 88494A - Bolted on- Two (2) - 3/4" Light holes cut out at front of body - One each sideInterior Lighting:- L.E.D. Rope Lights (PN# 30811) in All body Compartments; (Installed)- Excludes Top Mounted Boxes and tailshelf compartmentsPaint:- Powdercoat Complete; Interior and Exterior, Taffeta White DWS9-20001; PC0020- Paint the Complete Bed Area Same as Body- Wrapper Wet Painted Black Streetside Compartmentation:1st Vertical Compartment:32'' Wide x 40'' High x 18'' Deep Compartment- Outrigger cutout and Cover- Two (2) Adjustable Shelves- Divider Slots on 2'' Centers, with Five (5) Adjustable Dividers2nd Vertical Compartment:28'' Wide x 40'' High x 18'' Deep Compartment- Two (2) Adjustable Shelves- Divider Slots on 2'' Centers, with Four (4) Adjustable DividersHorizontal Compartment:46'' Wide x 18'' High x 18'' Deep Compartment- Seven (7) Adjustable Dividers installed on Compartment BottomRear Vertical Compartment:26'' Wide x 40'' High x 18'' Deep Compartment- One (1) Adjustable Shelf- Divider Slots on 2'' Centers, with Four (4) Adjustable Dividers- Four (4) 1/2'' Dia. Locking / Swivel Carriage Bolt Hooks, Adjustable, 0-4-0 Hook SetStreetside Hotstick Shelf:132 Inch Long Shelf Installed on the Streetside with a Rear Dropdown Access Door- Stainless Steel Automotive Rotary Type Door Latch- Stud Mounted Latches to Have Hidden Fasteners Inside the Door- Striker Installed in Door Frame for Maximum Opening- Stud Mounted Automotive Style Latches Have Interior Plastic Latch Covers- Automotive Bulb Type Weatherstripping Mechanically Fastened to Door Frame with Rounded CornersCurbside Compartmentation:1st Vertical Compartment:32'' Wide x 40'' High x 18'' Deep Compartment- Outrigger cutout and Cover- Two (2) Adjustable Shelves- Divider Slots on 2'' Centers, with Five (5) Adjustable DividersCurbside Access Step 28" WideGripstrut access steps to bed area with 12 gauge galvanneal risers and side kickplates.Two (2) grabhandles at the side access of the body.One (1) DB PN# 31593 cable type access step under the side access steps. (Ship loose)- To have a 1/4" x 4" flat added to bottom of step for mounting cable stepHorizontal Compartment:46'' Wide x 18'' High x 18'' Deep Compartment- Seven (7) Adjustable Dividers installed on Compartment BottomRear Vertical Compartment:26'' Wide x 40'' High x 18'' Deep Compartment- One (1) Adjustable Shelf- Divider Slots on 2'' Centers, with Four (4) Adjustable Dividers- Five (5) 1/2'' Dia. Locking / Swivel Carriage Bolt Hooks, Adjustable, 1-3-1Hook Set Tailshelf:- 12 Ga. treadplate tailshelf 30 inches long X 94 inches wide x 6 inches high.- Through tunnel with dropdown access doors on both sides.- Small stainless steel slam style paddle latch.- Valve Mounting Plates installed below tailshelfTailshelf Rear Lighting:-9-Lamp light bar installed at rear of tailshelf NO LIGHTS- Arrowstick CutoutWheel Chock Storage:- Two (2) wheel chock holders installed on Curbside- Include pendulum retainersOutrigger Pad Holders: Bolt-on/Installed-Two (2) Formed Underbody Mounted Outrigger Pad Holders-Size TBD-Include pendulum retainers-Painted same as body Prepared for: Ben DeVille, Sales, Terex3140 15th Ave SEWatertown, SD 57201 | Mobile: 606-753-4451Email: [email protected] F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 Client ProposalPrepared by:Mike JohnsonOffice: 605-886-5844Email: [email protected] ID: QU23052Date: 01/13/2023 Watertown Ford | 1600 9th Avenue SE, Watertown, South Dakota, 572015305Office: 605-886-5844 | Fax: 605-886-59091 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052Ben DeVille, Sales, Terex3140 15th Ave SEWatertown, SD 57201 | Mobile: 606-753-4451Email: [email protected]: Quote ID QU23052 01/13/2023Dear Ben,Thank you very much for your interest in acquiring a vehicle from our dealership. We concur that yourinterest is well deserved. We hope that an outstanding product lineup and our dedication to customer servicewill enhance your ownership experience should you decide to buy a vehicle from us.Attached, please find additional information that I hope will assist you in making a more informed decision.Please feel free to contact me at any time as I would truly appreciate the opportunity to be of service to you.Sincerely,Mike JohnsonFleet [email protected] 2 Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052Table of ContentsDescription PageCover Page 1Cover Letter 2Table of Contents 3Selected Equip & Specs 4As Configured Vehicle 16Warranty 19Vehicle Dimension and Performance 20 3 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052Selected Equip & SpecsDimensions• Conventional Capacity: 18,340 lbs. • GCWR: 28,000 lbs. • Fifth-wheel towing capacity: 20,200 lbs. • Gooseneck towingcapacity: 20,200 lbs. * Vehicle body length: 287" • Vehicle body width: 80" • Vehicle body height: 82" • Wheelbase: 169"• Front track: 75" • Rear track: 74" • Vehicle turning radius: 24' • Cab to axle: 84" • Rear tire outside width: 94" * Axle toend of frame: 80" • Frame section modulus: 13 cu.in. • Frame yield strength (psi): 50000 • Frame rail width: 34" • Frontbumper to front axle: 38" • Front bumper to back of cab: 124" • Front brake diameter: 15.4" • Rear brake diameter: 15.8" •Interior cargo volume: 12 cu.ft. • Max interior cargo volume: 12 cu.ft. • Total passenger volume: 64.6 cu.ft. • Headroomfirst-row: 40.8" • Leg room first-row: 43.9" • Shoulder room first-row: 66.7" • Hip room first-row: 62.5"Powertrain• 7.3L V-8 DEVCT variable valve control, engine with 335HP • Engine cylinders: V-8 • Injection Type: sequential MPI •Spark ignition system • Horsepower: 335 HP@3750 RPM • Torque: 468 lb.-ft.@3750 RPM • Radiator • Auxiliary powertake-off • TorqShift 10-speed automatic • Rear-wheel drive • Recommended fuel: regular unleaded * Mechanical limitedslip differential • Driveline managed traction controlFuel Economy and Emissions• Gasoline secondary fuel type • Federal emissionsSuspension and Handling• Firm ride suspension • Heavy-duty front shock absorbers • Heavy-duty rear shock absorbersDriveability• 4-wheel disc brakes • Front and rear ventilated disc brakes • 4-wheel antilock (ABS) brakes • Four channel ABS brakes •Brake assist system • Hill Start Assist • Mono-beam rigid axle front suspension • Front anti-roll bar • Front coil springs *Rigid axle rear suspension • Leaf spring rear suspension • Rear anti-roll bar • Hydraulic power-assist steering system •Re-circulating ball steering • 2-wheel steering systemBody Exterior• Trailer wiring harness • 2 doors • Clearcoat paint • Monotone paint • Black fender flares • Black side window trim • Blackwindshield trim • Black door handles * Chrome front bumper * Body-coloured front bumper rub strip • 2 front towhooks * Black grille with chrome accents • Black door mirrors • Manual extendable trailer mirrors • Convex spotter indriver and passenger side door mirrors • Turn signal indicator in door mirrors • LT225/70RS19.5 AS BSW front and reartires • 19.5 x 6-inch front and dual rear argent steel wheelsConvenience• Power door locks with 2 stage unlocking • Keyfob activated door locks • All-in-one remote fob and ignition key • Cruisecontrol with steering wheel mounted controls * FordPass Connect smart device and keyfob engine start control •Day/Night rearview mirror • Power first-row windows • Fixed rear windshield • Illuminated locking glove box • Illuminatedglove box • Front beverage holders • 6 beverage holders • Instrument panel covered bin • Dashboard storage • Retainedaccessory power • PRND in IP • Trip computer • Upfitter switches • Over the air updatesComfort4 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052Selected Equip & Specs (cont'd)• Manual climate control • Cabin air filter • Cloth headliner material • Full headliner coverage • Full vinyl floor covering • Fullfloor coverage • Manual tilting steering wheel • Manual telescopic steering wheel • Urethane steering wheelSeats and Trim• Seating capacity: 3 • 40-20-40 split-bench front seat • Split-bench front seat • Driver seat with 4-way directional controls •Front passenger seat with 4-way directional controls • Height adjustable front seat head restraints • Manual front seathead restraint control • Front seat center armrest • Front seat armrest storage • Manual reclining driver seat • Manualdriver seat fore/aft control • Manual reclining passenger seat • Manual passenger seat fore/aft control • Manual driver seatlumbar • Vinyl front seat upholsteryEntertainment Features• 2 total number of 1st row displays • 8 inch primary LCD display • Primary monitor touchscreen • AM/FM stereo radio •Seek scan • SYNC 4 external memory control • Speakers number: 4 • Standard grade speakers • Steering wheelmounted audio controls • SYNC 4 voice activated audio controls • Speed sensitive volume • Wireless audio streaming •Fixed audio antennaLighting, Visibility and Instrumentation• Digital/analog instrumentation display • Configurable instrumentation gauges • Trip odometer • In-radio display clock •Compass • Exterior temperature display • Vehicle systems monitor • Gauge cluster display size (inches): 4.20 •Tachometer • Oil pressure gauge • Engine/electric motor temperature gauge • Transmission fluid temperature gauge •Engine hour meter • Light tinted windows • Aero-composite headlights • Halogen headlights • Autolamp auto on/offheadlight control • Multiple enclosed headlights • Delay-off headlights • DRL preference setting • Variable intermittent frontwindshield wipers • Front reading lights • Illuminated entry • Variable instrument panel light • Daytime running lights *Front fog lights • Cab clearance lights • Remote activated perimeter approach lighting • Fade interior courtesy lightsTechnology and Telematics• SYNC 4 911 Assist emergency SOS system via mobile device • SYNC 4 handsfree wireless device connectivity • SYNC4 AppLink/Apple CarPlay/Android Auto smart device mirroring • FordPass Connect 5G mobile hotspot internet access • 2USB portsSafety and Security• Driver front impact airbag • Seat mounted side impact driver airbag • Safety Canopy System curtain first-row overheadairbags • Cancellable front passenger air bag • Seat mounted side impact front passenger airbag • 6 airbags • Front heightadjustable seatbelts • SecuriLock immobilizer • Remote panic alarm • Lane Departure Warning • Ford Co-Pilot360 - Pre-Collision Assist with Automatic Emergency Braking (AEB) forward collision mitigation * Rear mounted cameraDimensions*Curb weight6,813 lbs.*Rear curb weight2,978 lbs.*GVWR19,500 lbs.*Payload12,750 lbs.5 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052Selected Equip & Specs (cont'd)Number of doors2 doorsFront splash guardsFront splash guardsBody panelsAluminum body panels with sideimpact beamsTurn signal in door mirrorsTurn signal indicator indoor mirrorsConvex spotterConvex spotter in driver andpassenger side door mirrorsFront tires LT load ratingGRear tires LT load ratingGDual rear wheelsDual rear wheelsConvenienceDoor locksPower door locks with 2 stageunlockingKeyfob door locksKeyfob activated door locksAll-in-one keyAll-in-one remote fob and ignitionkeyCruise controlCruise control with steeringwheel mounted controls*Fob remote engine controlsFordPassConnect smart device and keyfob enginestart controlDay/Night rearview mirrorDay/Night rearviewmirrorDoor mirrorsPower door mirrorsFolding door mirrorsManual folding door mirrorsHeated door mirrorsHeated driver andpassenger side door mirrorsFirst-row windowsPower first-row windows10 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052Selected Equip & Specs (cont'd)Lane departureLane Departure WarningForward collision warningFord Co-Pilot360 - Pre-Collision Assist with Automatic EmergencyBraking (AEB) forward collision mitigation*Rear cameraRear mounted camera 15 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052As Configured VehicleCode DescriptionBase VehicleF5G Base Vehicle Price (F5G)Packages660A Order Code 660APowertrain99N Engine: 7.3L 2V DEVCT NA PFI V8 Gas44G Transmission: TorqShift 10-Speed AutomaticX8L Limited Slip w/4.88 Axle Ratio68M GVWR: 19,500 lb Payload Plus Upgrade PackageWheels & TiresTGJ Tires: 225/70Rx19.5G BSW A/P64Z Wheels: 19.5" x 6" Argent Painted SteelSeats & Seat TrimA HD Vinyl 40/20/40 Split Bench Seat16 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052As Configured Vehicle (cont'd)Code DescriptionOther OptionsPAINT Monotone Paint Application169WB 169" WheelbaseSTDRD Radio: AM/FM Stereo w/MP3 Player96V XL Chrome Package67P Extra Heavy-Duty Front End Suspension - 7,500 GAWR63C Aft-Axle Frame Extension86M Dual 68 AH/65 AGM Battery872 Rear View Camera & Prep KitFleet OptionsWARANT Fleet Customer Powertrain Limited WarrantyRequires valid FIN code.17 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052As Configured Vehicle (cont'd)Code DescriptionEmissions425 50-State Emissions SystemExterior ColorZ1_01 Oxford WhiteInterior ColorAS_03 Medium Dark Slate w/HD Vinyl 40/20/40 Split Bench Seat 18 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052WarrantyStandard WarrantyBasic warranty36 months/36,000 milesPowertrain warranty60 months/60,000 milesCorrosion perforation warranty60 months/unlimitedRoadside warranty60 months/60,000 miles 19 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052Vehicle Dimension and Performance SummaryPerformance predictions in this report represent an estimate of vehicle performance based on standard operatingconditions. Variations in customer equipment, load configuration, ambient conditions, and/or operator driving techniquescan cause significant variations in vehicle performance. These values are not representative of results that may be shownin actual dynamometer tests. This report should therefore be used as a guide for comparative vehicle performance.

AFront of Bumper to Front Axle 38.30 in.BFront Bumper to Back of Cab (BBC) 123.70 in.CWheelbase (WB) 169.00 in.DOverall Length (OAL) 287.20 in.EBack of Cab to Rear Axle (CA) 84.00 in.FBack of Cab to End of Frame 163.60 in.GRear Axle to End of Frame (AF) 79.60 in.HFrame Section Height N/AIRear Frame Height Unloaded 34.00 in.IRear Frame Height Loaded 28.60 in.JCab Height 81.70 in.KBody Width 80.00 in.LMaximum Ground Clearance N/ALMinimum Ground Clearance 8.30 in.MFront Tread 74.80 in.MRear Tread 74.00 in.20 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052Vehicle Dimension and Performance Summary (cont'd) GVW Front Axle Rear Axle TotalsChassis3,835 lbs2,978 lbs6,813 lbsBody0 lbs0 lbs0 lbsOccupants Weight300 lbs150 lbs450 lbs1 Max Payload - (Max Payload)3,365 lbs8,872 lbs12,237 lbsTOTAL7,500 lbs12,000 lbs19,500 lbsRatings Front Axle Rear Axle GVWRGAWR7,500 lbs14,706 lbs19,500 lbsWheels/Tires7,500 lbs15,000 lbsSuspension7,500 lbs14,706 lbsAxle7,500 lbs14,706 lbsLegal Axle Limit0 lbs0 lbs21 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052Vehicle Dimension and Performance Summary (cont'd)Start Ratio Desired CalculatedStart grade capability in 1st gear4.6215.00 % 32.19 %Start grade capability in reverse4.7015.00 % 32.75 %Grade Ratio Desired CalculatedMaximum grade in 8th gear0.853.00 % 6.03 %Maximum grade in 9th gear0.693.00 % 4.87 %Maximum grade in 10th gear0.633.00 % 4.48 %Speed Desired CalculatedTop Speed (level grade)75 mph 113 mphTop Speed on 3% grade55 mphCruise Speed60 mph 78 mphEngine RPM at desired cruise speed1,995 rpmRear axle ratio: 4.88/4.88Tire size: 225/70R19.5 (647rev/mile)Gross Vehicle Weight (GVW): 19,500 lbsClutch engagement torque: 234 ft.lbs.Torque conversion ratio: 1.97Peak engine torque: 468 ft.lbs.Engine Power: 335 hp @ 3,750 rpmPeak Torque RPM: 3,750 rpmFrontal Area: 40.39 Sq.Ft.Cruising RPM 2,600 rpmWorst road surface Typical HighwayFinal Drive Ratio: 0.63Drag Coefficient 0.8022 Prices and content availability as shown are subject to change and should be treated as estimates only. Actual base vehicle, package and option pricingmay vary from this estimate because of special local pricing, availability or pricing adjustments not reflected in the dealer’s computer system. Seesalesperson for the most current information.

Prepared for: Ben DeVilleSales, Terex
Prepared by: Mike Johnson01/13/2023Watertown Ford | 1600 9th Avenue SE Watertown South Dakota | 5720153052023 F-550 Chassis 4x2 SD Regular Cab 169" WB DRW XL (F5G)Price Level: 320 | Quote ID: QU23052Vehicle Dimension and Performance Summary (cont'd)Shift Chart displays mathematical geared speed.Diesel engines use Governed RPM for shift points.Gas engines use Peak Torque RPM for shift points.

Turning Radius24.25 ft
23 110421-TER
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Solicitation Number: RFP #110421 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Terex Utilities, Inc., 3140 15th Avenue SE, Watertown, SD 57201 (Supplier). Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to eligible federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada. Sourcewell issued a public solicitation for Public Utility Equipment with Related Accessories and Supplies from which Supplier was awarded a contract. Supplier desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewells cooperative purchasing contracts (Participating Entities). 1. TERM OF CONTRACT A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below. B. EXPIRATION DATE AND EXTENSION. This Contract expires December 27, 2025, unless it is cancelled sooner pursuant to Article 22. This Contract may be extended one additional year upon the request of Sourcewell and written agreement by Supplier. C. SURVIVAL OF TERMS. Notwithstanding any expiration or termination of this Contract, all payment obligations incurred prior to expiration or termination will survive, as will the following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All other rights will cease upon expiration or termination of this Contract. 2. EQUIPMENT, PRODUCTS, OR SERVICES A. EQUIPMENT, PRODUCTS, OR SERVICES. Supplier will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. 110421-TER
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Suppliers Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. All Equipment and Products provided under this Contract must be new and the current model. Supplier may offer close-out or refurbished Equipment or Products if they are clearly indicated in Suppliers product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entitys site. This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed. B. WARRANTY. Supplier warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship. In addition, Supplier warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended. Suppliers dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturers warranty that extends beyond the expiration of the Suppliers warranty will be passed on to the Participating Entity. Suppliers Limited Product Warranty is applicable to all Equipment, Products, and Services provided. C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution and throughout the Contract term, Supplier must provide to Sourcewell a current means to validate or authenticate Suppliers authorized dealers, distributors, or resellers relative to the Equipment, Products, and Services offered under this Contract, which will be incorporated into this Contract by reference. It is the Suppliers responsibility to ensure Sourcewell receives the most current information. 3. PRICING All Equipment, Products, or Services under this Contract will be priced at or below the price stated in Suppliers Proposal. When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entitys total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entitys requested delivery location. Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase. 110421-TER
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A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Supplier must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities. Participating Entities reserve the right to inspect the Equipment and Products within ten days after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Supplier as soon as possible and the Supplier will repair or replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity. Supplier must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition. Sourcewell may declare the Supplier in breach of this Contract if the Supplier intentionally delivers substandard or inferior Equipment or Products. B. SALES TAX. Each Participating Entity is responsible for supplying the Supplier with valid tax-exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax-exempt entity. C. HOT LIST PRICING. At any time during this Contract, Supplier may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Supplier determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below. Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities. 4. PRODUCT AND PRICING CHANGE REQUESTS Supplier may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Supplier Development Administrator. This approved form is available from the assigned Sourcewell Supplier Development Administrator. At a minimum, the request must: Identify the applicable Sourcewell contract number; 110421-TER
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Clearly specify the requested change; Provide sufficient detail to justify the requested change; Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Change Request Form will become an amendment to this Contract and will be incorporated by reference. 5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS A. PARTICIPATION. Sourcewells cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities. The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entitys authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Supplier understands that a Participating Entitys use of this Contract is at the Participating Entitys sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source. Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract. B. PUBLIC FACILITIES. Suppliers employees may be required to perform work at government-owned facilities, including schools. Suppliers employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws. 6. PARTICIPATING ENTITY USE AND PURCHASING A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Supplier that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Supplier. Typically, a Participating Entity will issue an order directly to Supplier or its authorized 110421-TER
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subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration or cancellation of this Contract; however, Supplier performance, Participating Entity payment obligations, and any applicable warranty periods or other Supplier or Participating Entity obligations may extend beyond the term of this Contract. Suppliers acceptable forms of payment are included in its attached Proposal. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity. B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Supplier, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entities may require the use of a Participating Addendum; the terms of which will be negotiated directly between the Participating Entity and the Supplier. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract. C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements not addressed in this Contract (such as e-commerce specifications, specialized delivery requirements, or other specifications and requirements), the Participating Entity and the Supplier may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement. D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Supplier in the event of any of the following events: 1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the equipment, products, or services to be purchased; or 2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entitys requirements. E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entitys order will be determined by the Participating Entity making the purchase. 7. CUSTOMER SERVICE A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for:
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Maintenance and management of this Contract; Timely response to all Sourcewell and Participating Entity inquiries; and Business reviews to Sourcewell and Participating Entities, if applicable. B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, sales data reports, supply issues, customer issues, and any other necessary information. 8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Supplier must provide a contract sales activity report (Report) to the Sourcewell Supplier Development Administrator assigned to this Contract. Reports are due no later than 45 days after the end of each calendar quarter. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Supplier must submit a report indicating no sales were made). The Report must contain the following fields: Participating Entity Name (e.g., City of Staples Highway Department); Participating Entity Physical Street Address; Participating Entity City; Participating Entity State/Province; Participating Entity Zip/Postal Code; Participating Entity Contact Name; Participating Entity Contact Email Address; Participating Entity Contact Telephone Number; Sourcewell Assigned Entity/Participating Entity Number; Item Purchased Description; Item Purchased Price; Sourcewell Administrative Fee Applied; and Date Purchase was invoiced/sale was recognized as revenue by Supplier. B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Supplier will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities under this Contract. The Administrative Fee must be included in, and not added to, the pricing. Supplier may not charge Participating Entities more than the contracted price to offset the Administrative Fee. 110421-TER
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The Supplier will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Suppliers name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above Attn: Accounts Receivable or remitted electronically to Sourcewells banking institution per Sourcewells Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter. Supplier agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract. In the event the Supplier is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Supplier in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contracts expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date. 9. AUTHORIZED REPRESENTATIVE Sourcewell's Authorized Representative is its Chief Procurement Officer. Suppliers Authorized Representative is the person named in the Suppliers Proposal. If Suppliers Authorized Representative changes at any time during this Contract, Supplier must promptly notify Sourcewell in writing. 10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant to this Agreement are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract. B. ASSIGNMENT. Neither party may assign or otherwise transfer its rights or obligations under this Contract without the prior written consent of the other party and a fully executed assignment agreement. Such consent will not be unreasonably withheld. Any prohibited assignment will be invalid. C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been duly executed by the parties. D. WAIVER. Failure by either party to take action or assert any right under this Contract will not be deemed a waiver of such right in the event of the continuation or repetition of the 110421-TER
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circumstances giving rise to such right. Any such waiver must be in writing and signed by the parties. E. CONTRACT COMPLETE. This Contract represents the complete agreement between the parties. No other understanding regarding this Contract, whether written or oral, may be used to bind either party.For any conflict between the attached Proposal and the terms set out in Articles 1-22 of this Contract, the terms of Articles 1-22 will govern. F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master-servant, or principal-agent. 11. INDEMNITY AND HOLD HARMLESS Except to the extent of the negligence or willful misconduct of the respective indemnitee, Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys fees incurred by Sourcewell or its Participating Entities, arising out of any act or omission in the performance of this Contract by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. Sourcewells responsibility will be governed by the State of Minnesotas Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law. No party shall be liable hereunder for incidental, indirect, or consequential damages, even if advised of the possibility thereof. 12. GOVERNMENT DATA PRACTICES Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the Supplier under this Contract. 13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT A. INTELLECTUAL PROPERTY 1. Grant of License. During the term of this Contract: a. Sourcewell grants to Supplier a royalty-free, worldwide, non-exclusive right and license to use thetrademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewells relationship with Supplier. 110421-TER
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b. Supplier grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Suppliers trademarks in advertising and promotional materials for the purpose of marketing Suppliers relationship with Sourcewell. 2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers, resellers, marketing representatives, and agents (collectively Permitted Sublicensees) in advertising and promotional materials for the purpose of marketing the Parties relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees. 3. Use; Quality Control. a. Neither party may alter the other partys trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos. b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other partys trademarks only in good faith and in a dignified manner consistent with such partys use of the trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated. 4. As applicable, Supplier agrees to indemnify and hold harmless Sourcewell and its Participating Entities against any and all suits, claims, judgments, and costs instituted or recovered against Sourcewell or Participating Entities by any person on account of the use of any Equipment or Products by Sourcewell or its Participating Entities supplied by Supplier in violation of applicable patent or copyright laws. 5. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other partys name or logo (excepting Sourcewells pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewells written directions. B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Supplier individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract. C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development Administrator assigned to this Contract. D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment, Products, or Services. 110421-TER
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14. GOVERNING LAW, JURISDICTION, AND VENUE The substantive and procedural laws of the State of Minnesota will govern this Contract. Venue for all legal proceedings arising out of this Contract, or its breach, must be in the appropriate state court in Todd County, Minnesota or federal court in Fergus Falls, Minnesota. 15. FORCE MAJEURE Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that partys reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default. 16. SEVERABILITY If any provision of this Contract is found by a court of competent jurisdiction to be illegal, unenforceable, or void then both parties will be relieved from all obligations arising from that provision. If the remainder of this Contract is capable of being performed, it will not be affected by such determination or finding and must be fully performed. 17. PERFORMANCE, DEFAULT, AND REMEDIES A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows: 1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Supplier will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties. 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Supplier may escalate the resolution of the issue to a higher level of management. The Supplier will have 30 calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Supplier must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Supplier fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, the Supplier will bear any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed. B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default: 1. Nonperformance of contractual requirements, or 110421-TER
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2. A material breach of any term or condition of this Contract. The party claiming default must provide written notice of the default, with 30 calendar days to cure the default. Time allowed for cure will not diminish or eliminate any potential liability for damages. If the default remains after the opportunity for cure, the non-defaulting party may: Exercise any remedy provided by law or equity, or Terminate the Contract or any portion thereof, including any orders issued against the Contract. 18. INSURANCE A. REQUIREMENTS. At its own expense, Supplier must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an AM BEST rating of A- or better, with coverage and limits of insurance not less than the following: 1. Workers Compensation and Employers Liability. Workers Compensation: As required by any applicable law or regulation. Employer's Liability Insurance: must be provided in amounts not less than listed below: Minimum limits: $500,000 each accident for bodily injury by accident $500,000 policy limit for bodily injury by disease $500,000 each employee for bodily injury by disease 2. Commercial General Liability Insurance. Supplier will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office (ISO) Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for Products-Completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Supplier will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms 110421-TER
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no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent. Minimum Limits: $1,000,000 each accident, combined single limit 4. Umbrella Insurance. During the term of this Contract, Supplier will maintain umbrella coverage over Employers Liability, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 5. Network Security and Privacy Liability Insurance. During the term of this Contract, Supplier will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Suppliers security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data including but not limited to, confidential or private information, transmission of a computer virus, or denial of service. Minimum limits: $2,000,000 per occurrence $2,000,000 annual aggregate Failure of Supplier to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default. B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf. Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Suppliers commercial general liability insurance policy with respect to liability arising out of activities, operations, or work performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsement(s) must further provide that coverage is 110421-TER
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primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. D. WAIVER OF SUBROGATION. Supplier waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention. 19. COMPLIANCE A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold. B. LICENSES. Supplier must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Supplier conducts with Sourcewell and Participating Entities. 20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in writing. Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. 110421-TER
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21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional requirements based on specific funding source terms or conditions. Within this Article, all references to federal should be interpreted to mean the United States federal government. The following list only applies when a Participating Entity accesses Suppliers Equipment, Products, or Services with United States federal funds. A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of federally assisted construction contract in 41 C.F.R. § 60-1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, Equal Employment Opportunity (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, Amending Executive Order 11246 Relating to Equal Employment Opportunity, and implementing regulations at 41 C.F.R. § 60, Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor. The equal opportunity clause is incorporated herein by reference. B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland Anti-Kickback Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must be in compliance with all applicable Davis-Bacon Act provisions. 110421-TER
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C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of funding agreement under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that funding agreement, the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements, and any implementing regulations issued by the awarding agency. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Supplier certifies that during the term of this Contract will comply with applicable requirements as referenced above. F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), Debarment and Suspension. SAM Exclusions contains the names 110421-TER
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of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352). H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Supplier that are directly pertinent to Suppliers discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Suppliers personnel for the purpose of interview and discussion relating to such documents. L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation 110421-TER
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and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier not use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre-approval. N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Contract or any purchase by an Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Contract or any purchase by an authorized user. O. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and Statements) applies to the Suppliers actions pertaining to this Contract or any purchase by a Participating Entity. P. FEDERAL DEBT. The Supplier certifies that it is non-delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments. Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to the anticipated work under this Contract raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested. R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S. Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism. S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Contract it will comply with applicable requirements of 2 C.F.R. § 200.216. 110421-TER
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T. DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Contract will comply with applicable requirements of 2 C.F.R. § 200.322. 22. CANCELLATION Sourcewell or Supplier may cancel this Contract at any time, with or without cause, upon 60 days written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Suppliers Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation. Sourcewell Terex Utilities, Inc. By: __________________________ By: __________________________ Jeremy Schwartz Jim Lohan Title: Chief Procurement Officer Title: VP Sales and Marketing Date: ________________________ Date: ________________________ Approved: By: __________________________ Chad Coauette Title: Executive Director/CEO Date: ________________________

Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities
Bid Number: RFP 110421 Vendor Name: Terex Utilities

Sacramento City CouncilMay 30, 2023

Sacramento City Council
May 30, 2023