Draft Purchase Order with Industrial Plumbing Supply, LLC — City Council and Authorities Concurrent, September 22, 2026

Stadium Manager: Vendor: Purchase Order:

Forty Niners Stadium Management Company LLC
Procurement
4900 Marie P DeBartolo Way
Santa Clara, California 95054
[email protected]
Industrial Plumbing Supply
PO Box 2216
Redwood City, CA 94064
Tom D'Orsi, [email protected]
XXXX

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Purchase Order Date: XXXX

SHIP ALL ITEMS TO
Forty Niners Stadium Management
Company LLC
Receiving
ATTN: Roger Elu
4900 Marie P DeBartolo Way
Santa Clara, California 95054

BILL TO
Forty Niners Stadium Management
Company LLC
Accounts Payable
C/O: Roger Elu
4949 Marie P DeBartolo Way
Santa Clara, California 95054
Email: [email protected]
ATTENTION:

Roger Elu

[email protected]

Budget: SCSA CapEx Project: Plumbing Fixtures urinals/sinks/water closets/hose bibs & Restroom Automatic Flushing Device Replacement
ITEM
#

DESCRIPTION QTY UNIT
PRICE

TOTAL PRICE
1 Lavatory – Faucet Kit

3520-E2805ABCP - Deck-mounted metering faucet, single-
hole mounting 400 137.60 $55,040.00
2 Sloan Closet (Toilet) Flushing Device Kit

3325500 - EBV500A Exposed Sensor Urinal/Water Closet
Retrofit Flushometer
0301346PK - Flushometer Body Sub- Assembly A3A Chrome
Plated Valve Body with 2-1/16" Adjustable Tail
0301336 - Royal Flushometer Inside Cover (Purple) A-71-1 3301119 - A1045A Royal High Efficiency Dual Diaphragm Kit, Closet- Boxed (1.28 GPF)
0301172PK - A-72 Chrome Plated Cover Royal 1,000 218.80 $218,800.00 3 Sloan Urinal Flushing Device Kit

3325500 - EBV500A Exposed Sensor Urinal/Water Closet
Retrofit Flushometer
0301346PK - Flushometer Body Sub- Assembly A3A Chrome
Plated Valve Body with 2-1/16" Adjustable Tail
0301336 - Royal Flushometer Inside Cover (Purple) A-71-1 3301143 - Royal High Efficiency Urinal Diaphragm Assembly (0.125 GPF)
0301172PK - A-72 Chrome Plated Cover Royal 450 218.80 $98,460.00 Sub Total: $372,300.00
Tax: $36,299.25
Shipping: $0.00
Total: $408,599.25

Lead Time: 3 Weeks from Purchase Order Date

Stadium Manager: Vendor: Purchase Order:

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This purchase is subject to the terms and conditions attached and incorporated by reference.

STADIUM MANAGER VENDOR
Signature:

Signature:

Name: Tony Vroman

Name: Tom D’Orsi

Title: Executive Vice President and General Manager

Title: Managing Partner
Email: [email protected]

Email: [email protected]

Date:

Stadium Manager: Vendor: Purchase Order:

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LEVI’S STADIUM PURCHASE ORDER TERMS AND CONDITIONS

1. CONTRACT: This purchase order, which consists of these standard terms and conditions, and any attachments hereto, evidences acceptance by the Forty Niners Stadium Management Company LLC (“Stadium Manager”) of the offer from the provider of goods and services (“Vendor”) which are the subject of this purchase order and constitutes a binding contract upon the terms and conditions set forth herein without further action or agreement of Vendor. In the event of conflict between these standard terms and conditions and the provisions of any attachment hereto these standard terms and conditions shall control.

2. SCHEDULE; TIME OF PERFORMANCE: Vendor shall supply the goods and perform the services, with the schedule and term, as specified herein. Time is of the essence.

3. COMPENSATION; SCHEDULE OF PAYMENT: Compensation, and method of payment, shall be as set forth herein. Vendor shall submit an invoice within thirty (30) calendar days after satisfactory completion of performance. Stadium Manager shall make payment within thirty (30) calendar days after receipt of such invoice. Vendor is responsible for all costs and expenses incident to the performance of this purchase order, including without limitation all costs, taxes, and all other costs of doing business.

4. DISCOUNT PERIODS: Intentionally left blank.

5. SALES TAXES: Vendor shall separately state on all invoices any sales, use or similar taxes imposed by federal or state government applicable to furnishing of the goods.

6. PACKING AND SHIPPING OF GOODS; TITLE AND RISK OF LOSS: All goods shall be delivered “free on board destination” to the location specified herein, full freight prepaid except for special or expedited orders, which shall be agreed upon prior to shipment.

Deliveries of goods shall be made without charge for boxing, crating, carting or storage unless otherwise specified, and goods shall be suitably packed to secure lowest transportation costs, and in accordance with the requirements of common carriers, and in such a manner as to assure against damage from weather or transportation. Stadium Manager’s order numbers and symbols must be plainly marked on all invoices, packages, bills of lading and shipping orders. Packing lists shall accompany each box or package shipment. Stadium Manager’s count or weight shall be final and conclusive on shipments not accompanied by packing lists. Shipments for two or more destinations when so directed by Stadium Manager shall be shipped in separate boxes or containers for each destination at no extra charge. Title to and risk of loss on all goods pass to Stadium Manager only upon Stadium Manager’s acceptance of such goods.

7. WARRANTIES: Vendor represents and maintains that it has the expertise in the professional calling necessary to perform the services, and its duties and obligations, expressed and implied, contained herein, and Stadium Manager expressly relies upon Vendor’s representations regarding its skills and knowledge. Vendor shall perform such services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California. Vendor warrants that all goods and services shall be delivered or performed free of all liens, claims, security interest or encumbrances, will conform to applicable specifications, drawings, descriptions and samples, and will be merchantable, of good workmanship and material, and free from defect. Vendor assumes design responsibility, and warrants that all goods shall be delivered or performed free of design defect and suitable for the purposes intended by Stadium Manager, and that neither purchase, use or resale, nor delivery or performance thereof shall violate any patent, copyright or similar rights. Vendor’s warranties shall run to Stadium Manager and shall not be deemed to be exclusive. Vendor agrees to promptly replace or correct any incomplete, inaccurate or defective goods or services at no further cost to Stadium Manager when defects are due to the negligence, errors or omissions of Vendor.

8. CHANGES: Stadium Manager shall have the right by written notice to change the extent of the work covered by this purchase order, the time or place of delivery, the method of shipment or packaging, or to suspend work. Notice of change must be signed by Stadium Manager’s Executive Vice President and General Manager or his/her designee. Upon receipt of any such notice, Vendor shall promptly make the changes in accordance with the terms of the notice. If Vendor believes that the change will cause an increase or decrease in the cost of or time for performance, then Vendor must deliver to Stadium Manager a statement showing the effect of any such changes within ten (10) calendar days of receipt of the Stadium Manager’s notice of change. An equitable adjustment shall be negotiated promptly and the purchase order modified in writing accordingly. Failure of Vendor to submit the statement within the time limit shall constitute its consent to perform the change without increase in compensation or time for performance. Changes may only be made in writing.

9. TERMINATION FOR DEFAULT OR CONVENIENCE: Stadium Manager may, by written notice, terminate this purchase order in whole or in part for default: (i) if Vendor fails to timely deliver the goods, or perform the services, or if no time is specified, within a reasonable time; (ii) if the goods delivered or services performed are incorrect or unsatisfactory; (iii) if Vendor fails to perform any of the other provisions of this purchase order, or so fails to make progress as to endanger performance of this purchase order; or (iv) if the Vendor becomes insolvent. If this purchase order is terminated for default, Stadium Manager, in addition to all other rights afforded by law, shall have the right to charge Vendor the amount by which the costs of fabricating or procuring the goods or services cancelled from another source exceed the compensation specified herein, and Stadium Manager may offset any such charge against any amounts which had or may become payable to Vendor under this purchase order or otherwise. Stadium Manager may, by not less than thirty (30) days written notice Stadium Manager: Vendor: Purchase Order:

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to Vendor, terminate this purchase order without cause or penalty.

10. INDEMNITY: TO THE FULLEST EXTENT PERMITTED BY LAW, VENDOR AGREES TO DEFEND, INDEMNIFY AND

HOLD HARMLESS STADIUM MANAGER, ITS AFFILIATES, THE CITY OF SANTA CLARA, THE SANTA CLARA

STADIUM AUTHORITY, AND EACH OF THEIR OFFICERS, AGENTS AND EMPLOYEES (COLLECTIVELY, THE “INDEMNIFIED PARTIES”), AGAINST ANY CLAIM, LOSS OR LIABILITY (COLLECTIVELY, “CLAIMS”), INCLUDING

WITHOUT LIMITATION CLAIMS FOR INJURIES OR DEATH TO PERSONS OR DAMAGE TO OR DESTRUCTION OF

PROPERTY, INCLUDING ECONOMIC LOSS, CAUSED BY OR RESULTING FROM THE ACTS OR OMISSIONS OF

VENDOR, ITS OFFICERS, AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THIS PURCHASE ORDER, OR THE BREACH BY VENDOR OF ANY OF ITS OBLIGATIONS UNDER THIS PURCHASE ORDER.

VENDOR’S OBLIGATION TO PROTECT, DEFEND, INDEMNIFY, AND HOLD HARMLESS, SHALL SPECIFICALLY

EXTEND TO ANY AND ALL EMPLOYMENT- RELATED CLAIMS OF ANY TYPE BROUGHT BY EMPLOYEES, CONTRACTORS, SUBCONTRACTORS OR OTHER AGENTS OF VENDOR. CONTRACTOR WARRANTS THAT IT IS MEETING ITS OBLIGATIONS UNDER THE AFFORDABLE CARE ACT (“ACT”) AND/OR ANY OTHER SIMILAR

FEDERAL OR STATE LAW, AND WILL FULLY INDEMNIFY AND HOLD HARMLESS THE INDEMNIFIED PARTIES FOR ANY PENALTIES, FINES, ADVERSE RULINGS, OR TAX PAYMENTS ASSOCIATED WITH VENDOR’S RESPONSIBILITIES UNDER THE ACT.

11. INSURANCE REQUIREMENTS: Vendor shall, at no cost to Stadium Manager, maintain (or cause to be maintained) the following insurance coverage required under Attachment A, which is incorporated herein by this reference.

12. COMPLIANCE WITH THE LAW: Vendor shall comply with all applicable federal, state and local laws, ordinances, codes and regulations.

13. GOVERNING LAW; VENUE: This purchase order shall be governed and construed in accordance with the laws of the State of California. The venue of any suit filed by either Party shall be in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose Division.

14. ASSIGNMENT: Vendor shall not assign any of the work to be performed under this purchase order nor shall Vendor subcontract for complete or substantially completed goods or major components thereof without the prior written consent from Stadium Manager or his/her designee.

15. WAIVER: Vendor agrees that Stadium Manager's waiver of any breach or violation of any provision of this purchase order, or acceptance of any performance, or tender of any payment, shall not be deemed a waiver of any other provision or any subsequent breach of the same or any other provision. Stadium Manager’s inspection and warranty rights are not waived by payment or any other action by Stadium Manager.

16. INDEPENDENT CONTRACTOR: It is understood and agreed that Vendor and all person(s) employed or contracted by Vendor shall act as, and be, an independent contractor and not an employee, agent, joint venturer, or partner of Stadium Manager. Vendor has full rights to manage its employees and contractors under this Agreement. Vendor shall retain the right to provide goods or perform services for others during the term of this purchase order.

17. CONFIDENTIAL INFORMATION: All data, documents, discussions or other information developed or received by or for Vendor in performance of this purchase order are confidential and not to be disclosed to any person except as authorized by Stadium Manager, or as required by law.

18. VENDOR’S BOOKS AND RECORDS: Vendor shall maintain all records evidencing or relating to performance and amounts charged to or paid by Stadium Manager for a minimum period of four (4) years, or for any longer period required by law, from the date of final payment to Vendor pursuant to this purchase order. Any such records shall be made available for inspection or audit, at any time during regular business hours, upon written request by Stadium Manager. Copies of such documents shall be provided to Stadium Manager for inspection at Levi’s Stadium if requested and if practical to do so, otherwise records will be inspected at Vendor’s business location.

19. NON-DISCRIMINATION. Vendor and all of Vendor’s subcontractors shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.

20. CONFLICTS OF INTEREST: Vendor certifies that no Stadium Manager officer, employee or authorized representative has any financial interest in the business of Vendor and that no person associated with Vendor has any interest, direct or indirect, which could conflict with the faithful performance of this Purchase Order. Vendor is familiar with the provisions of California Government Code section 87100, et seq., and certifies that it does not know of any facts which would violate these laws. Vendor will promptly advise Stadium Manager if a conflict arises. Vendor has read and agrees to comply with City of Santa Clara’s Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299).

Stadium Manager: Vendor: Purchase Order:

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21. SEVERABILITY: In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.

Stadium Manager: Vendor: Purchase Order:

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ATTACHMENT A

INSURANCE REQUIREMENTS

At all times during the term hereof, Contractor shall keep and maintain in full force and effect the following types of insurance coverage and/or bonds:

1. Commercial general liability insurance, including property damage, against liability for personal injury, bodily injury, death and damage to property occurring in or about the property in the amount of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate.

2. Automobile liability in the amount of One Million Dollars ($1,000,000) with respect to owned, hired and non- owned vehicles.

3. Workers compensation insurance, as required by applicable law.

4. Employer’s liability in the amount of One Million Dollars ($1,000,000) each accident, One Million Dollars ($1,000,000) each employee, by disease, and One Million Dollars ($1,000,000) policy aggregate by disease.

5. Liability insurance covering claims arising out of errors and omissions by vendors rendering professional services, in the amount of One Million Dollars ($1,000,000) each occurrence including contractual liability coverage, with all coverage retroactive to the earlier of the date of agreement or commencement of Contractor’s services.

6. Umbrella or excess liability insurance in the amount of Two Million Dollars ($2,000,000) providing excess coverage over general liability, auto liability, and employer’s liability specified above.

The above stated limits may be achieved by a combination of primary and excess/umbrella coverage. Any deductible or self-insured retention amounts are the sole responsibility of the Contractor. Contractor is responsible for insuring any equipment brought to Levi’s Stadium. Stadium Manager shall have no liability for such equipment.

All insurance policies and bonds required to be maintained by Contractor shall be issued by insurers or sureties (as the case may be) reasonably satisfactory to client, authorized to do business in the state of California and having an AM Best rating and financial size category of A-/VII or better. All policies of the vendor shall be (i) primary and non- contributing with respect to any policies carried by client; (ii) with respect to liability insurance only, a provision including Stadium Manager, Santa Clara Stadium Authority, Forty Niners SC Stadium Company LLC and Forty Niners Football Company LLC as additional insureds; (iii) a waiver by the insurer of any right to subrogate against Stadium Manager (iv) a severability of interest or endorsement; (v) a provision that the insurer will not cancel or change the coverage provided by such without giving the Stadium Manager thirty (30) days' prior written notice; and (vi) general liability be an "occurrence form" policy. Any policy of insurance required to be carried by Contractor that names additional insureds contained herein shall not be subject to a deductible or self-insured retention, it being the intent of the parties that such insurance shall fully and completely insure such additional insured entities for all loss or expense; if any such policy has a deductible or self-insured retention clause applicable to these operations, Contractor shall provide evidence that insurance carrier shall pay without regard to such deductible or self-insured retention.

City Council and Authorities ConcurrentSeptember 22, 2026

City Council and Authorities Concurrent
September 22, 2026