Attachment B - COOP with Caterpillar, Inc. — City Council and Concurrent Authorities, November 12, 2024

1 (Rev. 9.30.22)

COOPERATIVE/PIGGYBACK PURCHASE AGREEMENT
AGREEMENT SUMMARY:

1. Cooperative/Piggyback
Name:

Sourcewell

2. Contractor: Holt of CA

3. Cooperative Agency
Agreement Name and
Agreement Number:

Caterpillar Inc., construction
equipment, #0 -CAT

4. Cooperative Agency Initial
Agreement Term:

Start Date: May 24, 2023
End Date: April
, 2027

5. Cooperative Agency’s
Agreement-Options to
extend:

Agreement may be extended for an additional year.

6. Cooperative Agency
Amended Term:

N/A

7. Cooperative Agency
Remaining Options to
Renew:
1 one-year renewal option remaining.

8. City of Stockton
Cooperative Purchase
Agreement Term:

Start Date: Upon
Execution End Date: April
1 , 2027

9. City of Stockton
Cooperative/ Piggyback
Purchase Agreement
Amount:

Not to Exceed $108,720.80 for the term of the
Agreement.

AGREEMENT
The City of Stockton, a California municipal corporation on behalf of itself and its associated entities ("City"), and the above-named Contractor (“Contractor”), do hereby agree that City shall be granted the pricing, terms, and conditions under the above referenced Caterpillar Inc.,
construction equipment, # -
CAT (“COOP”) as such may be amended from time to time. The COOP and associated documents referenced in the agreement are incorporated herein as Exhibit A to this City Cooperative/Piggyback Purchase Agreement (“Agreement”).

ATTACHMENT B
2 (Rev. 9.30.22)
Contractor shall grant such pricing, terms, and conditions to City for all procurements of goods and services, whether taking place on a City purchase order, purchasing card (credit card), or other purchasing modality, whether via telephone, via the Contractor website, or via direct purchase at a Contractor retail location.

Agreement Term: The Term of this Agreement shall remain in effect from date of the signing of this Agreement through April 1, 2027. terminated earlier by the City. If the Cooperative/Piggyback Agency extends the COOP with Contractor by a written amendment, the City has the option to extend the term of this Agreement by written amendment not to go beyond the term stated in the COOP fully executed amendment.

Insurance and Hold Harmless: In addition to the pricing, terms and conditions stated in the COOP and the associated documents incorporated herein as Exhibit A, Contractor shall, at Contractor’s sole cost and expense and for the full term of the Agreement or any extension thereof, obtain and maintain at least all the insurance requirements listed in attached Exhibit B.

To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify City of Stockton and its officers, officials, employees and volunteers from and against any and all liability, loss, damage, expense, costs (including without limitation costs and fees of litigation) of every nature arising out of or in connection with Contractor’s performance of work hereunder or its failure to comply with any of its obligations contained in the agreement, except such loss or damage which was caused by the sole negligence or willful misconduct of the City of Stockton. This obligation is independent of, and shall not in any way be limited by, the minimum Insurance obligations contained in this Agreement. These obligations shall survive the completion or termination of this Agreement
.

Compensation: City and Contractor do hereby enter into this Agreement for available in the above-named COOP and associated documents incorporated herein as Exhibit A and referenced in the attached quote Exhibit C. In no way, shall payment to the Contractor during the term of this Agreement exceed $108,720.80 for the purchase of one utility compactor. Any person signing this Agreement on behalf of City or Contractor does warrants that he or she has full authority to do so.

Governing Law. California law shall govern any legal action pursuant to this Agreement with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch or, where applicable, in the Federal District Court of California, Eastern District, Sacramento Division.

Applicable Law. Deliverables must conform with all applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities.

Special Funding. If Special Funding is applicable, Exhibit D – Special Funding Terms & Conditions are incorporated herein.

ATTACHMENT B

ATTACHMENT B
4 (Rev. 9.30.22)

EXHIBIT A

ATTACHMENT B
2024 Sourcewell Caterpillar Cooperative Contract Discounts by Model Machine Model* New
Equipment
2024
Discount to Customer
(Off List Price)
Track Type Tractors Note
D1 23.00%
D1 Fire Dozer 23.00%
D2 23.00%
D2 Fire Dozer 23.00%
D3 23.00%
Wheeled Excavators
M314 26.00%
M315 26.00%
M316 26.00%
M317 26.00%
M318 26.00%
M320 26.00%
M322 26.00%
Material Handlers
MH3022 26.00%
MH3024 26.00%
MH3026 26.00%
Telehandlers
TH255 23.00%
TH408 24.00%
TL642 24.00%
TL943 24.00%
TL1055 24.00%
TL1255 24.00%
Skid Steer Loaders
226 21.00%
232 21.00%
236 21.00%
242 21.00%
246 21.00%
262 21.00%
272 21.00%
Compact Track Loaders
239 21.00%
249 21.00%
255 21.00%
259 21.00%
265 21.00%
279 21.00%
289 21.00%
299 21.00%
299XE Land Management 21.00%
Excavators
300.9 20.00%
301.5 20.00%
301.7 20.00%
301.8 20.00%
301.9 20.00%
302 20.00%
302.7 20.00%
303 20.00%
303.5 20.00%
304 20.00%
305 20.00%
306 20.00%
307.5 20.00%
308 20.00%
309 20.00%
310 20.00%
313 15.00%
313GC 16.00%
315 19.00%
315GC 20.00%
317 19.00%
317GC 20.00%
320 15.00%
320GC 16.00%
323 15.00%
325 15.00%
326 15.00%
330 15.00%
330GC 16.00%
335 15.00%
336 15.00%
340 16.00%
350 10.00%
352 10.00%
374 10.00%
395 10.00%
Backhoe Loaders
415 22.00%
416 22.00%
420 22.00%
428 Side Shift 22.00%
430 22.00%
432 Side Shift 22.00%
434 Side Shift 22.00%
440 22.00%
450 22.00%
Dealer costs (example: pre delivery inspection, assembly, freight to final location, etc.) are not subject to list discount Attachments (CAT work tools) purchased with new machine on same invoice are subject to same list discount as machine Non-Attached CAT OEM Work Tools are attachments sold on a standalone order without a machine purchase Parts and Service is offered by the servicing dealer at local rates Base machines must be properly configured with other mandatory and optional items from the price list before they are considered operational.

All new machines are subject to a commodity surcharge of up to 20% (In some cases, increased tire costs may cause this number to be greater) All new attachments (CAT work tools) are subject to a commodity surcharge of up to 25% 1 of 2
#Caterpillar: Confidential Green

ATTACHMENT B
Machine Model* New
Equipment
2024
Discount to Customer
(Off List Price)
Landfill Compactors
816 12.00%
826 12.00%
836 12.00%
Wheel Loaders
903 23.00%
906 23.00%
907 23.00%
908 23.00%
910 23.00%
914 23.00%
920 24.00%
926 24.00%
930 24.00%
938 24.00%
950GC 20.00%
950 18.00%
962 18.00%
966GC 20.00%
966 15.00%
972 11.00%
980 11.00%
982 11.00%
988 11.00%
988GC 11.00%
Track Loaders
953 19.00%
963 22.00%
973 23.00%
Non-Attached CAT OEM Worktools 15.00%
Parts & Service N/A
Technology Solutions N/A
Caterpillar Safety Services 15.00%
Job Site Solutions N/A
2 of 2
#Caterpillar: Confidential Green

ATTACHMENT B

SOURCEWELL

STATE OF MINNESOTA
Member ____________ moved the adoption of the following Resolution:

RESOLUTION TO RATIFY COOPERATIVE CONTRACTING AWARDS
11/15/2022
Resolution No. 2022-31
WHEREAS, the Sourcewell Board of Directors previously authorized the solicitations for the cooperative categories listed on Appendix A, which is attached and incorporated; and WHEREAS, Sourcewell issued the cooperative contracting solicitations for the authorized categories; and WHEREAS, through the Sourcewell Procurement Policy, the Board designated the Chief Procurement Officer to administer Sourcewells cooperative purchasing and contracting program and to award all competitively solicited contracts, without limitation; and
WHEREAS, the Chief Procurement Officer made the awards listed based on the results of the competitive solicitation process; and
WHEREAS, the Board acknowledges that the awards made by the Chief Procurement Officer are valid and binding; however, based upon some members legal requirements the Chief Procurement Official is required to seek subsequent Board ratification of all cooperative purchasing awards.

NOW THEREFORE BE IT RESOLVED by the Board of Directors ratifies the cooperative contracting awards made by the Chief Procurement Officer listed on Appendix A.

The motion for the adoption of the foregoing resolution was duly seconded by Member______________ and the following voted in favor: (list names here)
and the following voted against: (list names here or NONE) whereupon said resolution was declared duly passed and adopted.

ATTEST:
_________________________________
Clerk to the Board of Directors

ATTACHMENT B

APPENDIX A

SOURCEWELL PROCUREMENT DEPARTMENT
BOARD ITEMS November 2022
None
Requesting Board permission to ReSolicit the following categories:

NEW CONTRACTS
Supplier Name Contract Number Solicitation Title
911 Supply & Adventure Gear, Inc. 090122 911 "Law Enforcement Equipment" All Traffic Solutions, Inc. 090122 ATS "Law Enforcement Equipment" Atlantic Diving Supply, Inc. 090122 ADS "Law Enforcement Equipment" Getac, Inc. 090122 GET "Law Enforcement Equipment"
L.N. Curtis & Sons 090122 LNC "Law Enforcement Equipment" Municipal Emergency Services, Inc. 090122 MES "Law Enforcement Equipment" Panasonic Corporation of North America 090122 PNA "Law Enforcement Equipment" W.W. Grainger, Inc. 090122 WWG "Law Enforcement Equipment" Whelen Engineering Company, Inc. 090122 WHL "Law Enforcement Equipment" Fastenal Company 091422 FAS
"Facility MRO, Industrial and Building Related Supplies and Equipment"
Motion Industries, Inc. 091422 MII
"Facility MRO, Industrial and Building Related Supplies and Equipment"
Sid Tool Co. 091422 MSI
"Facility MRO, Industrial and Building Related Supplies and Equipment"
W.W. Grainger, Inc. 091422 WWG
"Facility MRO, Industrial and Building Related Supplies and Equipment"
WESCO Distribution, Inc. 091422 WES
"Facility MRO, Industrial and Building Related Supplies and Equipment"
White Cap, LP 091422 WCP
"Facility MRO, Industrial and Building Related Supplies and Equipment"

CONTRACT EXTENSIONS
Supplier Name Contract Number Solicitation Title
Caterpillar, Inc. 032119 CAT
"Heavy Construction Equipment with Related Accessories, Attachments and Supplies"
Axon Enterprise, Inc. 010720 AXN
"Public Safety Video Surveillance Solutions with Related Equipment, Software and Accessories"

NEW IDIQ CONTRACTS
Company Name Contract Numbe
r State Region Type of Work
IDIQ Contract Extensions
Company Name Contract Numbe
r
Vigil Contracting, Inc. WA DC GC04 100120 VGL
HITT Contracting, Inc. WA DC GC05 100120 HCI
Adrian L. Merton, Inc. WA DC M02 100120 ALM
Adrian L. Merton, Inc. WA DC P02 100120 ALM
Vigil Contracting, Inc. WA DC P01 100120 VGL
Paige Industrial Services, Inc. WA DC E02 100120 PAI
F.H. Paschen, S.N. Nielsen & Associates, LLC WA DC GC06 100120 FHP Vigil Contracting, Inc. WA DC M01 100120 VGL
The Matthews Group WA DC GC01 100120 TMG
Paige Industrial Services, Inc. WA DC M03 100120 PAI
Paige Industrial Services, Inc. WA DC P03 100120 PAI
Centennial Contractors Enterprises, Inc. WA DC GC02 100120 CCE Vigil Contracting, Inc. WA DC E01 100120 VGL
Laboratory and Science Equipment, Supplies, and Related Technology and Services Portable Construction Equipment
Requesting Board permission to Solicit the following categories:

Medium Duty and Compact Construction Equipment with Related Attachments BOARD ITEMS November 2022
Medium Duty and Compact Construction Equipment with Related Attachments

ATTACHMENT B
APPENDIX A Continued
Ohio Paving and Construction Company, Inc. OH R2 PA02 102021 OPC McDaniel's Construction Corp., Inc. OH MBE R3 GC01 102021 MCC McDaniel's Construction Corp., Inc. OH MBE R3 CC01 102021 MCC The Lusk Group OH R2 C01 102021 LUS
McDaniel's Construction Corp., Inc. OH MBE R4 GC01 102021 MCC Air Force One OH R4 HVAC02 102021 AFO
Johnson Laux Construction, LLC OH R4 GC06 102021 JLC
F.H. Paschen, S.N. Nielsen & Associates, LLC OH R5 GC02 102021 FHP Foti Contracting, LLC OH R3 GC01 102021 FCL
Air Force One OH R2 HVAC02 102021 AFO
The Lusk Group OH R1 PA01 102021 LUS
The Lusk Group OH R2 RW01 102021 LUS
The Lusk Group OH R2 GC07 102021 LUS
The Lusk Group OH R2 PA01 102021 LUS
The Lusk Group OH R3 CC01 102021 LUS
Hudawn Facility Solutions OH R4 GC07 102021 HFS
Centennial Contractors Enterprises, Inc. OH R2 GC02 102021 CCE Centennial Contractors Enterprises, Inc. OH R4 GC02 102021 CCE The Lusk Group OH R1 RW01 102021 LUS
McDaniel's Construction Corp., Inc. OH MBE R4 CC01 102021 MCC Genesis 1 Construction OH R2 GC06 102021 GNS
Centennial Contractors Enterprises, Inc. OH R1 GC04 102021 CCE The Lusk Group OH R1 CC01 102021 LUS
The Lusk Group OH R3 GC05 102021 LUS
The Lusk Group OH R3 RW01 102021 LUS
The Lusk Group OH R4 E02 102021 LUS
The Lusk Group OH R4 PA01 102021 LUS
Place Services, Inc. OH R1 E01 102021 PLA
F.H. Paschen, S.N. Nielsen & Associates, LLC OH R3 GC03 102021 FHP The Lusk Group OH R3 E02 102021 LUS
Place Services, Inc. OH R4 E01 102021 PLA
Triton Services, Inc. OH R4 GC08 102021 TRS
The Lusk Group OH R4 RW01 102021 LUS
The Lusk Group OH R5 C01 102021 LUS
The Lusk Group OH R5 CC01 102021 LUS
The Lusk Group OH R2 CC01 102021 LUS
The Lusk Group OH R4 C01 102021 LUS
The Lusk Group OH R5 RW01 102021 LUS
Air Force One OH R1 HVAC02 102021 AFO
Air Force One OH R5 HVAC02 102021 AFO
The K Company, Inc. OH R2 HVAC01 102021 TKC
Ohio Paving and Construction Company, Inc. OH R2 C02 102021 OPC Place Services, Inc. OH R1 GC03 102021 PLA
Place Services, Inc. OH R2 E01 102021 PLA
Foti Contracting, LLC OH R5 GC01 102021 FCL
Place Services, Inc. OH R2 GC04 102021 PLA
Place Services, Inc. OH R3 E01 102021 PLA
Regency Construction Services, Inc. OH R2 GC08 102021 REG Foti Contracting, LLC OH R2 GC01 102021 FCL
The K Company, Inc. OH R4 HVAC01 102021 TKC
McDaniel's Construction Corp., Inc. OH MBE R5 GC01 102021 MCC Universal Contracting Corporation OH R4 GC05 102021 UCC Foti Contracting, LLC OH R1 GC01 102021 FCL
Foti Contracting, LLC OH R4 GC01 102021 FCL
F.H. Paschen, S.N. Nielsen & Associates, LLC OH R4 GC03 102021 FHP Air Force One OH R3 HVAC02 102021 AFO
The K Company, Inc. OH R3 HVAC01 102021 TKC
Place Services, Inc. OH R3 GC04 102021 PLA
Place Services, Inc. OH R4 GC04 102021 PLA
Place Services, Inc. OH R5 GC03 102021 PLA
Place Services, Inc. OH R5 E01 102021 PLA
The K Company, Inc. OH R1 HVAC01 102021 TKC
Centennial Contractors Enterprises, Inc. OH R3 GC02 102021 CCE The Lusk Group OH R4 CC01 102021 LUS
The Lusk Group OH R5 GC05 102021 LUS
The Lusk Group OH R5 PA01 102021 LUS

ATTACHMENT B
APPENDIX A Continued
Johnson Laux Construction, LLC OH R3 GC06 102021 JLC
McDaniel's Construction Corp., Inc. OH MBE R5 CC01 102021 MCC Johnson Laux Construction, LLC OH R1 GC05 102021 JLC
The K Company, Inc. OH R5 HVAC01 102021 TKC
The Lusk Group OH R1 C01 102021 LUS
The Lusk Group OH R3 PA01 102021 LUS
The Lusk Group OH R3 C01 102021 LUS
F.H. Paschen, S.N. Nielsen & Associates, LLC OH R1 GC02 102021 FHP F.H. Paschen, S.N. Nielsen & Associates, LLC OH R2 GC03 102021 FHP Johnson Laux Construction, LLC OH R2 GC05 102021 JLC
The Lusk Group OH R5 E02 102021 LUS
Johnson Laux Construction, LLC OH R5 GC04 102021 JLC
G & B Electric Co. OH R2 E02 102021 GBE
The Lusk Group OH R1 GC06 102021 LUS
The Lusk Group OH R1 E02 102021 LUS

ATTACHMENT B

SOURCEWELL

STATE OF MINNESOTA
Member ____________ moved the adoption of the following Resolution:

RESOLUTION TO RATIFY COOPERATIVE CONTRACTING AWARDS
4/20/2023
Resolution No. 2023_10
WHEREAS, the Sourcewell Board of Directors previously authorized the solicitations for the cooperative categories listed on Appendix A, which is attached and incorporated; and WHEREAS, Sourcewell issued the cooperative contracting solicitations for the authorized categories; and WHEREAS, through the Sourcewell Procurement Policy, the Board designated the Chief Procurement Officer to administer Sourcewells cooperative purchasing and contracting program and to award all competitively solicited contracts, without limitation; and
WHEREAS, the Chief Procurement Officer made the awards listed based on the results of the competitive solicitation process; and
WHEREAS, the Board acknowledges that the awards made by the Chief Procurement Officer are valid and binding; however, based upon some members legal requirements the Chief Procurement Official is required to seek subsequent Board ratification of all cooperative purchasing awards.

NOW THEREFORE BE IT RESOLVED by the Board of Directors ratifies the cooperative contracting awards made by the Chief Procurement Officer listed on Appendix A.

ATTEST:
_________________________________
Clerk to the Board of Directors

ATTACHMENT B

APPENDIX A

SOURCEWELL PROCUREMENT DEPARTMENT
BOARD ITEMS April 2023
Alternative Student/Client Transportation Solutions
Requesting Board permission to ReSolicit the following categories:

NEW CONTRACTS
Supplier Name Contract Number Solicitation Title
Advexure, LLC 011223 ADX
"Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services"
Deep Trekker, Inc. 011223 DTK
"Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services"
FLYMOTION, LLC 011223 FLM
"Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services"
RMUS, LLC 011223 RMS
"Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services"
Seafloor Systems, Inc. 011223 SEA
"Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services"
Unmanned Vehicle Technologies 011223 UNM
"Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services"
Volatus Aerospace USA Corp. 011223
VTS
"Unmanned and Remotely Operated Vehicle Systems with Related Technology and Services"
CNH Industrial America, LLC 011723
CNH
"Heavy Construction Equipment with Related Attachments and Technology"
Caterpillar, Inc. 011723 CAT
"Heavy Construction Equipment with Related Attachments and Technology"
Gradall Industries, Inc. 011723
GRD
"Heavy Construction Equipment with Related Attachments and Technology"
Hitachi Construction Machinery 011723 HTI
"Heavy Construction Equipment with Related Attachments and Technology"
Hyundai Construction Equipment 011723
HCE
"Heavy Construction Equipment with Related Attachments and Technology"
John Deere Construction 011723 JDC
"Heavy Construction Equipment with Related Attachments and Technology"
Kobelco Construction Machinery 011723 KBL
"Heavy Construction Equipment with Related Attachments and Technology"
Komatsu America Corp. 011723 KOM
"Heavy Construction Equipment with Related Attachments and Technology"
Liebherr America, Inc. 011723 LEB
"Heavy Construction Equipment with Related Attachments and Technology"
Link
Belt Cranes 011723 LIN
"Heavy Construction Equipment with Related Attachments and Technology"
LiuGong Construction Machinery 011723
LIU
"Heavy Construction Equipment with Related Attachments and Technology"
SANY America, Inc. 011723 SNY
"Heavy Construction Equipment with Related Attachments and Technology"
Volvo Construction Equipment 011723 VCE
"Heavy Construction Equipment with Related Attachments and Technology"
Across International, LLC 020723 ASI
"Laboratory and Science Equipment, Supplies and Related Technology and Services"
Carolina Biological Supply Company 020723 CBS
"Laboratory and Science Equipment, Supplies and Related Technology and Services"
Eppendorf North America 020723
EPP
"Laboratory and Science Equipment, Supplies and Related Technology and Services"
Neta Scientific, Inc. 020723
NTA
"Laboratory and Science Equipment, Supplies and Related Technology and Services"
Possible Missions, Inc. 020723
PSB
"Laboratory and Science Equipment, Supplies and Related Technology and Services"
Refuse Collection Vehicles with Related Equipment, Accessories, and Services Indefinite Delivery Indefinite Quantity ConstructionKansas Requesting Board permission to Solicit the following categories:

Fabric Structures with Related Materials and Services
BOARD ITEMS April 2023

ATTACHMENT B
APPENDIX A Continued
Thomas Scientific Holdings, LLC 020723 TMS
"Laboratory and Science Equipment, Supplies and Related Technology and Services"
Avant Tecno USA 020223 AVT "Medium Duty Construction Equipment" Caterpillar, Inc. 020223 CAT "Medium Duty Construction Equipment" Clark Equipment Company 020223 CEC "Medium Duty Construction Equipment" Gradall Industries, Inc. 020223 GRD "Medium Duty Construction Equipment" Hyundai Construction Equipment 020223 HCE "Medium Duty Construction Equipment" JCB, Inc. 020223 JCB "Medium Duty Construction Equipment" LiuGong Construction Machinery 020223 LIU "Medium Duty Construction Equipment" Manitou North America, Inc. 020223 MAI "Medium Duty Construction Equipment" Tobroco Machinery, LLC 020223 TBO "Medium Duty Construction Equipment" XCMG Canada 020223 XCM "Medium Duty Construction Equipment"

CONTRACT EXTENSIONS
Supplier Name Contract Number Solicitation Title
AT&T Mobility 080119 ATT
"Wireless Voice and Data Services with Related Solutions, Equipment and Accessories"
T Mobile USA 080119 SPT
"Wireless Voice and Data Services with Related Solutions, Equipment and Accessories"
Sunrise Banks 060519
SUN "Employee Loans and Related Financial Services"

NEW IDIQ CONTRACTS
Company Name Contract Number State Region Type of Work
None
IDIQ Contract Extensions
Company Name Contract Number
RJM Construction, LLC MN R7 GC 040622 RJM
The Jamar Company MN R4 R 040622 JMR
Solid Rock Construction MN R3 GC 040622 SRC
The Jamar Company MN R2 PLUM 040622 JMR
The Jamar Company MN R2 R 040622 JMR
McDowall Company MN R5 R 040622 MDC
Kraus Anderson Construction Company MN R2 GC 040622 KRU RJM Construction, LLC MN R3 GC 040622 RJM
The Jamar Company MN R2 GC 040622 JMR
Anderson Brothers MN R3 PAV 040622 ABC
VSI Construction, Inc. MN R1 GC 040622 VSI
VSI Construction, Inc. MN R4 GC 040622 VSI
Bituminous Roadways, Inc. MN R6 PAV 040622 BIR
Design Electric, Inc. MN R5 E 040622 DEI
Kraus Anderson Construction Company MN R5 GC 040622 KRU Loeffler Construction & Consulting MN R6 GC 040622 LCL
McDowall Company MN R1 R 040622 MDC
McDowall Company MN R2 R 040622 MDC
Peterson Sheet Metal, Inc. MN R2 HVAC 040622 PSM
Peterson Sheet Metal, Inc. MN R3 PLUM 040622 PSM
Peterson Sheet Metal, Inc. MN R6 HVAC 040622 PSM
Peterson Sheet Metal, Inc. MN R6 PLUM 040622 PSM
RAK Construction, Inc. MN R3 GC 040622 RAK
RAK Construction, Inc. MN R4 GC 040622 RAK
RJM Construction, LLC MN R4 GC 040622 RJM
The Jamar Company MN R1 R 040622 JMR
The Jamar Company MN R3 HVAC 040622 JMR
The Jamar Company MN R6 R 040622 JMR
Baratto Brothers Construction, Inc. MN R1 GC 040622 BBC Baratto Brothers Construction, Inc. MN R2 GC 040622 BBC Bruce Kreofsky and Sons Incorporated MN R7 GC 040622 BKS Design Electric, Inc. MN R4 E 040622 DEI
Iyawe and Associates MN R6 GC 040622 IAA
Kraus Anderson Construction Company MN R3 GC 040622 KRU Kraus Anderson Construction Company MN R6 GC 040622 KRU Design Electric, Inc. MN R6 E 040622 DEI
VSI Construction, Inc. MN R2 GC 040622 VSI
Kraus Anderson Construction Company MN R7 GC 040622 KRU L.S. Black Constructors, Inc. MN R6 GC 040622 LSB
Baratto Brothers Construction, Inc. MN R3 GC 040622 BBC Baratto Brothers Construction, Inc. MN R5 GC 040622 BBC Avant Tecno USA 020223USA 020223 AVT "Medium Duty Construction Equipment" Caterpillar, Inc. 020223Inc. 020223 CAT "Medium Duty Construction Equipment" Clark Equipment Company 020223Company 020223 CEC "Medium Duty Construction Equipment" Gradall Industries, Inc. 020223Inc. 020223 GRD "Medium Duty Construction Equipment" Hyundai Construction Equipment 020223Equipment 020223 HCE "Medium Duty Construction Equipment" JCB, Inc. 020223Inc. 020223 JCB "Medium Duty Construction Equipment" LiuGong Construction Machinery 020223Machinery 020223 LIU "Medium Duty Construction Equipment" Manitou North America, Inc. 020223Inc. 020223 MAI "Medium Duty Construction Equipment" Tobroco Machinery, LLC 020223LLC 020223 TBO "Medium Duty Construction Equipment" XCMG Canada 020223Canada 020223 XCM "Medium Duty Construction Equipment"

ATTACHMENT B
APPENDIX A Continued
Baratto Brothers Construction, Inc. MN R6 GC 040622 BBC Kraus Anderson Construction Company MN R4 GC 040622 KRU RAK Construction, Inc. MN R2 GC 040622 RAK
Nor Son, Inc. MN R3 GC 040622 NSI
Nor Son, Inc. MN R7 GC 040622 NSI
Peterson Sheet Metal, Inc. MN R1 HVAC 040622 PSM
Peterson Sheet Metal, Inc. MN R4 HVAC 040622 PSM
RJM Construction, LLC MN R1 GC 040622 RJM
The Jamar Company MN R3 PLUM 040622 JMR
Solid Rock Construction MN R5 GC 040622 SRC
The Jamar Company MN R3 R 040622 JMR
VSI Construction, Inc. MN R5 GC 040622 VSI
Kraus Anderson Construction Company MN R1 GC 040622 KRU Solid Rock Construction MN R6 GC 040622 SRC
Design Electric, Inc. MN R1 E 040622 DEI
Design Electric, Inc. MN R3 E 040622 DEI
McDowall Company MN R3 R 040622 MDC
McDowall Company MN R4 R 040622 MDC
McDowall Company MN R6 R 040622 MDC
Nor Son, Inc. MN R4 GC 040622 NSI
Northland Constructors of Duluth, Inc. MN R2 PAV 040622 NCD Peterson Sheet Metal, Inc. MN R1 PLUM 040622 PSM
Peterson Sheet Metal, Inc. MN R2 PLUM 040622 PSM
Nor Son, Inc. MN R5 GC 040622 NSI
Nor Son, Inc. MN R6 GC 040622 NSI
McDowall Company MN R7 R 040622 MDC
Peterson Sheet Metal, Inc. MN R4 PLUM 040622 PSM
RAK Construction, Inc. MN R1 GC 040622 RAK
The Jamar Company MN R3 GC 040622 JMR
The Jamar Company MN R5 R 040622 JMR
The Jamar Company MN R7 R 040622 JMR
RJM Construction, LLC MN R2 GC 040622 RJM
RJM Construction, LLC MN R5 GC 040622 RJM
RAK Construction, Inc. MN R5 GC 040622 RAK
VSI Construction, Inc. MN R3 GC 040622 VSI
VSI Construction, Inc. MN R6 GC 040622 VSI
VSI Construction, Inc. MN R7 GC 040622 VSI
RAK Construction, Inc. MN R6 GC 040622 RAK
RAK Construction, Inc. MN R7 GC 040622 RAK
RJM Construction, LLC MN R6 GC 040622 RJM
The Jamar Company MN R2 HVAC 040622 JMR
Nor Son, Inc. MN R1 GC 040622 NSI
Nor Son, Inc. MN R2 GC 040622 NSI
Mid Minnesota Hot Mix MN R5 PAV 040622 MHM
Peterson Sheet Metal, Inc. MN R3 HVAC 040622 PSM
Peterson Sheet Metal, Inc. MN R5 HVAC 040622 PSM
Peterson Sheet Metal, Inc. MN R5 PLUM 040622 PSM
Hy Tec Construction MN R3 GC 040622 HTC

ATTACHMENT B
020223-CAT
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Caterpillar: Confidential Green
Solicitation Number: RFP #020223

CONTRACT
This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Caterpillar Inc., 5212 N. O’Connor Blvd., Suite 1100, Irving, TX 75039 (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 Medium Duty and Compact Construction Equipment with Related Attachments 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 Sourcewell’s 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 April 17, 2027, 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.

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Supplier’s Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract.

Pursuant to Section 10(b), Supplier will subcontract certain obligations under this Contract to its dealers. Only those dealers that sign a Participation Agreement with Supplier obligating them to comply with the terms of this Contract will be eligible to provide Equipment, Products, or Services as a subcontractor under this Contract. In the event there is no dealer who has entered into a Participation Agreement available to provide Equipment, Products, or Services to a Participating Entity, Supplier will be under no obligation to provide Equipment, Products, or Services to such Participating Entity under this Contract. Supplier will provide a copy of this Contract to its dealers that would normally service Participating Entities and invite such dealers to enter into a Participation Agreement as a subcontractor of Supplier under the terms of 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 Supplier’s product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity’s 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. Supplier’s dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer’s warranty that extends beyond the expiration of the Supplier’s warranty will be passed on to the Participating Entity.

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 Supplier’s 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 Supplier’s 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 percentage list discount stated in Supplier’s Proposal.

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Upon request made to a participating CAT dealer, from a Participating Entity identifying themselves as a Sourcewell member by providing their Sourcewell member number and contract number; formal quotes will list all costs, including all delivery expenses, such as freight and permits (when required). Alternatively, Participating Entities may choose to make their own transportation arrangements. In such case, there would be no delivery charges from the local participating Cat dealer.

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.

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 at a reasonable time 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 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.

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Caterpillar: Confidential Green

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;
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 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. Sourcewell’s 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.

B. Supplier may not enter into a contract with a U.S. Federal Government entity prior to obtaining necessary internal approvals and shall not be obligated to provide Equipment, Products or Services to any U.S. Federal Government entity under this Contract unless separately agreed in writing. Suppliermay work with such parties and may agree to provide equipment or services under the Contract on a case-by-case basis.

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 Entity’s 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 Entity’s use of this Contract is at the Participating Entity’s sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source.

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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.

C. PUBLIC FACILITIES. Supplier’s employees may be required to perform work at government- owned facilities, including schools. Supplier’s 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 Participating Dealers with payments made to the Participating Dealers. 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.

Supplier’s 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’s Participating Dealer, 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’s Participating Dealer or its authorized dealers, distributors, or resellers, as applicable. 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.

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020223-CAT
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Caterpillar: Confidential Green
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 Entity’s requirements.

E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity’s 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:

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, performance issues, 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;

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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. 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.

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 Supplier’s name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above “Attn: Accounts Receivable” or remitted electronically to Sourcewell’s banking institution per Sourcewell’s 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 Contract’s 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.

Supplier’s Authorized Representative is the person named in the Supplier’s Proposal. If Supplier’s Authorized Representative changes at any time during this Contract, Supplier must promptly notify Sourcewell in writing.

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020223-CAT
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Caterpillar: Confidential Green

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 Contract 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. Provided, however, that Supplier is permitted to subcontract certain of its rights and obligations to Supplier Participating Dealers for performance without Sourcewell’s prior written consent.

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 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
Intentionally omitted.

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

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020223-CAT
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Caterpillar: Confidential Green
under this Contract and as it applies to all data created, collected, received, maintained, or disseminated by the Supplier under this Contract.

13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT A. Intentionally deleted.

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.

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 party’s 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:

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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

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 liability for liquidated or other 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 Employer’s 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

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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 liability-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 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 Employer’s Liability, Commercial General Liability, and Commercial Automobile.

Minimum Limits:
$2,000,000
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.

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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 Supplier’s 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 primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. A Participating Dealer may name a Participating Entity as an additional insured on a case-by-case basis.

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.

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’s Participating Dealers 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 Participating Dealer 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

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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.

21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER

UNITED STATES FEDERAL AWARDS OR OTHER AWARDS
Intentionally omitted.

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 Supplier’s Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation.

Sourcewell Caterpillar Inc.

By: __________________________ By: __________________________ Jeremy Schwartz Patrick Kearns
Title: Chief Procurement Officer Title: Vice President Sales & Marketing, Construction Industries
Date: ________________________ Date: ________________________ Approved:

By: __________________________
Chad Coauette
Title: Executive Director/CEO
Date: ________________________

ATTACHMENT B
Bid Number: RFP 020223 Vendor Name: Caterpillar Inc

ATTACHMENT B
Bid Number: RFP 020223 Vendor Name: Caterpillar Inc
Table 148: Depth and 8readth of Offered Equipment Products and Services Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal. Provide additional comments in the text box provided, as necessary.

Line
Item Category or Type Offered * Comments
71 Wheeled, tracked, and backhoe loaders; Yes
No
Manufactured by Caterpillar. Offerings
listed in applicable pricing attachment
section.
*
72 Skidsteers; Yes
No
Manufactured by Caterpillar. Offerings
listed in applicable pricing attachment
section.
*
73 Mini excavators; Yes
No
Manufactured by Caterpillar. Offerings
listed in applicable pricing attachment
section.
*
74 Telehandlers; Yes
No
Manufactured by Caterpillar. Offerings
listed in applicable pricing attachment
section.
*
75 Soil compaction and site preparation
equipment
Yes
No
Manufactured by Caterpillar. Offerings
listed in applicable pricing attachment
section.
*
Exceptions to Terms, Conditions, or Specifications Form Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text.

Documents
Ensure your submission document(s) conforms to the following:

1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided.

2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell.

3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell.

4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan." Pricing - Pricing.zip - Tuesday January 31, 2O23 14:O5:38 Financial Strength and Stability - Fin Strength and Stability.zip - Tuesday January 31, 2O23 O9:2O:54 Marketing Plan/Samples - Marketing Plan.zip - Tuesday January 31, 2O23 O9:23:O4 WMBE/MBE/SBE or Related Certificates (optional)
Warranty Information- Warranty Combined.pdf - Tuesday January 31, 2O23 O9:21:38 Standard Transaction Document Samples (optional)
Upload Additional Document- Additional Documents.zip - Wednesday February O1, 2O23 17:O5:29

ATTACHMENT B
Bid Number: RFP 020223 Vendor Name: Caterpillar Inc

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SOURCEWELL TRADEMARK LICENSE ADDENDUM
This Addendum is by and between SOURCEWELL, 202 – 12th Street NE, PO Box 219, Staples, Minnesota 56479 (“Sourcewell”) and Caterpillar Inc., having its principal place of business at 5212 N. O’Connor Blvd., Suite 1100, Irving, TX 75039, and offices at 100 NE Adams Street, Peoria, Illinois, 61629 (“Caterpillar” or “Vendor”). Sourcewell and Caterpillar may be referred to in this Agreement as a “Party” and collectively as the “Parties.”
The Parties maintain a contractual relationship for Vendor to provide equipment, products, or services to Sourcewell’s cooperative purchasing contracts as follows:

Sourcewell Contract 020223 – CAT (Solicitation Number: 020223) Sourcewell and Vendor each own all right, title, and interest in their respective names, trademarks, service marks, related logos, and all other rights in the names, designs, likenesses and visual representations thereof (“Licensed Trademarks”), and desire to grant each other a royalty-free license to use certain Licensed Trademarks owned by the other Party under the terms and conditions set forth herein.

ARTICLE I: GRANT OF LICENSE
A. GRANT OF LICENSE . During the term of the Contract:

1. Sourcewell grants to Vendor a royalty-free, worldwide, non-exclusive right and license to use Sourcewell’s Licensed Trademarks provided to Vendor by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell’s relationship with Vendor.

2. Vendor grants to Sourcewell a royalty-free, worldwide (except for those jurisdictions that are prohibited by applicable Anti-Corruption and International Trade Laws), non-exclusive right and license to use Vendor’s Licensed Trademarks provided to Sourcewell by Vendor in advertising and promotional materials for the purpose of marketing Vendor’s relationship with Sourcewell. “Anti-Corruption and International Trade Laws” means all statutes, regulations, rules, executive orders, supervisory requirements, directives, ordinances, circulars, opinions, interpretive letters, and official releases of or by any government, or any authority, department or agency thereof or self- regulatory organization related to bribery, fraud, corruption, or international trade.

3. The Parties agree that each is the owner of all rights, including without limitation common law rights and goodwill, in relation to their respective Licensed Trademarks, and that any goodwill derived from the use of Licensed Trademarks by the other Party shall inure to the owner of the respective Licensed Trademarks.

B. LIMITED RIGHT OF SUBLICENSE. The rights and licenses granted herein includes a limited right of each Party to grant sublicenses to its and their respective distributors, marketing representatives, and agents (collectively “Permitted Sublicensees”) in advertising and promotional materials for the purpose of marketing the Contract. Any sublicense granted will be subject to the terms and conditions of this Addendum. Each Party will be responsible for any breach of this Article by any of their respective sublicensees.

ATTACHMENT B
TM-20-01077
C. USE; QUALITY CONTROL .

1. Neither Party may alter the other Party’s Licensed Trademarks from the form provided by the other Party and must comply with the other Party’s removal requests as to specific uses of its Licensed Trademarks.

2. Each Party agrees to use, and to cause its Permitted Sublicensees to use, the other Party’s Licensed Trademarks only in good faith and in a dignified manner consistent with such Party’s use of the Licensed Trademarks. Upon written notice to the breaching Party, the breaching Party or their Permitted Sublicensees have thirty (30) days of the date of the written notice to cure the breach or the license will be terminated.

3. Beyond what is permitted in this Addendum, neither Party will:
a. attempt to register, or register any trademark, service mark, symbol, logo, get-up or device which is confusingly similar to any of the other Party’s Licensed Trademarks in any jurisdiction;
b. represent that it has any rights of any nature in the Licensed Trademarks other than those enjoyed under the terms of this Agreement;
c. use the other Party’s trademarks, service marks or copyrights, translations thereof or marks similar thereto, as part of its corporate name, trade name or a d/b/a name, favicons, social media names/handles, email addresses, email extensions, or domain names without prior written approval from the other Party; or d. use the other Party’s trade names, trademarks, or service marks on any collateral business materials (e.g., business cards, letterhead, invoices, pens, notepads, fax cover sheets, etc.), unless otherwise approved in writing by the other Party.

ARTICLE II: TERM, TERMINATION, AND MISCELLANEOUS.

A. EFFECTIVE DATE. This Addendum is effective upon the date of the final signature below.

B. TERMINATION. Unless earlier terminated in accordance with this Article, this Addendum expires immediately upon the expiration or termination of the Contract.

1. Termination for Convenience. This Addendum may be terminated by either Party at any time upon ninety (90) days’ prior written notice to the other Party.

2. Termination for Breach. This Addendum may be terminated by either Party upon a breach of the terms of this Addendum by the other Party, upon written notice of breach to the breaching Party, and only if such breach is not cured within thirty (30) days of the date of the written notice.

3. Effect of Termination. Upon the termination of this Addendum for any reason, each Party will have thirty (30) days to, and require its Permitted Sublicensees to, remove all Licensed Trademarks from signage, websites, and the like bearing the other Party’s name or logo

ATTACHMENT B
TM-20-01077
(excepting Sourcewell’s pre-printed catalog of vendors which may be used until the next printing). Vendor must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell’s written directions.

4. Miscellaneous. The terms and conditions of this Addendum shall have no effect on the terms and conditions of any other trademark licenses signed by the Parties.

All other terms of the Contract remain in full force and effect, unless otherwise terminated.

SOURCEWELL
By: _________________
Name:

Title:

Date:

Caterpillar Inc.

By: _________________
Name:

Title:

Date:

ATTACHMENT B
CO

MMENT AND REVIEW
to the
REQUEST FOR PROPOSAL (RFP) #020223
Entitled
Medium Duty and Compact Construction Equipment with Related Attachments The following advertisement was placed December 6, 2022 in USA Today, in South Carolinas The State, and on the Sourcewell website www.sourcewell-mn.gov, Sourcewell Procurement Portal https://proportal.sourcewell- mn.gov, Biddingo, Merx, The New York State Contract Reporter www.nyscr.ny.gov, PublicPurchase.com, December 7, 2022 in Oregons Daily Journal of Commerce, and on December 6 and December 13, 2022 in The Oklahoman:

Sourcewell, a State of Minnesota local government unit and service cooperative, is requesting proposals for Medium Duty and Compact Construction Equipment with Related Attachments to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [ https://proportal.sourcewell- mn.gov]. Only proposals submitted through the Sourcewell Procurement Portal will be considered.

Proposals are due no later than February 2, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered.

The solicitation process was conducted through the Sourcewell Procurement Portal. The following parties expressed interest in the solicitation by registering for this opportunity within the portal:
2765268 Canada, Inc. JC
B, Inc.

Acela, Inc. Kubota Tractor Corporation
Asphalt Care Equipment, Inc. LBX Company, LLC
AUSTIN LOGISTICS, LLC. LiuGong Construction Machinery North America, LLC Avant Tecno USA Manitou North America, Inc.

Best Equipment, Inc. MAZIO ATTACHMENTS, LLC
Buyers Products Company, Inc. Mecalac North America, LLC Caterpillar, Inc. Multiquip, Inc.

Certified Stainless Service, Inc. Nexpro Trucks & Equipment Corp.

Chery Equipment Group NWT & Nunavut Construction Association Clark Equipment Company Pettibone/Traverse Lift, LLC
Commonwealth Equipment Corp. Pure Air Wellness, LLC

ATTACHMENT B
Sourcewell Page 2 of 6
Construction Industry Center Regina Construction Association D HILL Construction, LLC Rental Men
DD DANNAR, LLC Sakai America, Inc.

Doosan Industrial Vehicle America Corp Skyjack, Inc.

Doosan Infracore North America Takeuchi Mfg. US, Ltd.

EASTERN EQUIPMENT SERVICES, LLC Tobroco Machinery, LLC
Eastern Farm Machinery, Ltd. Triple E Equipment, Inc.

First Green Industries, Inc. U.S. MARKETS, INC.

Gradall Industries, Inc. XCMG NORTH AMERICA CORPORATION Hyundai Construction Equipment Americas,
Inc.

Al
l Proposals remained sealed within the Sourcewell Procurement Portal until the scheduled due date and time. Proposals were electronically opened, and the list of all Proposers was made publicly available on the Sourcewell Procurement Portal, on February 2, 2023, at 4:31:46 pm CT. Proposals were received from the following:

Acela, Inc.

Avant Tecno USA
Buyers Products Company, Inc.

Caterpillar, Inc.

Clark Equipment Company dba Bobcat Company

DD DANNAR, LLC
Doosan Infracore North America
First Green Industries, Inc.

Gradall Industries, Inc.

Hyundai Construction Equipment Americas, Inc.

JCB, Inc.

LiuGong Construction Machinery North America, LLC
Manitou North America, Inc.

MAZIO ATTACHMENTS, LLC
Mecalac North America, LLC
Nexpro Trucks & Equipment Corp.

Takeuchi Mfg. US, Ltd.

Tobroco Machinery, LLC
Triple E Equipment, Inc.

XCMG Canada Ltd.

Proposals were reviewed by the Proposal Evaluation Committee:

Kim Austin, MBA, CPPB, Procurement Lead Analyst
Nick Scholer, Procurement Analyst
Craig West, Procurement Analyst
Bill Davison, NIGP-CPP, CPPO, Procurement Analyst

ATTACHMENT B
Sourcewell Page 3 of 6
The findings of the Proposal Evaluation Committee are summarized as follows:

The Proposal Evaluation Committee applied the Sourcewell RFP evaluation criteria and determined that the products and services offered in the proposal response from Buyers Products Company, Inc. and Mazio Attachments LLC, fell outside of the Requested Equipment, Products, or Services of the RFP. All other proposals were found to meet the scope and mandatory submittal requirements and were evaluated.

Avant Tecno USA, offers a broad selection of equipment including wheeled tracked and backhoe loaders, mini excavators, telehandlers, soil compaction and site preparation equipment. To complement their equipment, they offer over 200 attachments. They have a dealer network across the United States and Canada ready to serve Sourcewell participating entities. Dealers provide equipment maintenance and operation training. Avant Tecno USA, offers a generous discount from list pricing.

Caterpillar Inc. manufactures a complete line of medium and compact construction equipment, attachments and services. Their sales and service forces, and large dealer network, are available to Sourcewell participating entities in the United States and Canada. Caterpillar is offering financing/leasing options, along with competitive discount ranges on machine and work tool list pricing.

Clark Equipment Company dba Bobcat Company offers a wide selection of skid steers, compact and mini track excavators, compact and mini loaders, compact tractors, utility work machines, utility vehicles and versa-handlers for sale, lease, and rental. Their Bobcat Machine IQ telematics solution delivers information to the Bobcat Owner Portal for the customer to access information on their machine by computer, phone, or tablet. They can sell and service Sourcewell participating entities across North America through their over 1,400 independent dealer locations. Bobcat also offers a competitive discount from catalog prices.

Gradall Industries, Inc. manufactures a telescopic boom excavator in a variety of models and configurations for site preparation. They have regional sales and service managers that cover the United States and Canada. Their broad dealer network can provide training and service to Sourcewell participating entities. Financing options are available through Gradall dealers along with competitive discounts off MSRP.

Hyundai Construction Equipment North America, Inc. provides compact excavators, crawler excavators, wheeled excavators, wheel loaders, skid steer loaders, and compact track loaders. Their Hi MATE telematics service improves equipment uptime, and their Hi DETECT service improves safety by detecting the machines surrounding environment and issues warnings to the operator. They have 69 United States and 16 Canadian dealers with 192 locations that are ready to provide sales and service to Sourcewell participating entities. Hyundai Construction Equipment North America, Inc. is offering a solid discount off their list price.

JCB, Inc is a manufacturer of wheel loaders, backhoe loaders, wheeled and tracked skid loaders, excavators, telehandlers, site dumpers and attachments. JCB Inc has an extensive sales and service force throughout the United States and Canada, including 350 dealer locations, ready to serve Sourcewell participating entities. They are offering tax-exempt municipal leasing programs and competitive discount ranges off list price.

LiuGong Construction Machinery North America, LLC offers a range of models for wheel loaders, mini excavators, soil compaction rollers, and an electric loader. Their 92 dealers, with 159 locations, can provide service and training to Sourcewell participating entities throughout the United States and Canada. They offer excellent discounts for base model equipment, to include parts and attachments.

ATTACHMENT B
Sourcewell Page 4 of 6
Manitou North America, Inc. provides compact wheeled loaders, compact track loaders, articulated wheeled loaders, telescopic handlers, and numerous attachments. Their over 400 dealers in North America are ready to provide sales and service to all Sourcewell participating entities. Manitou also offers Connected Machines, their telematics system that allows owners, operators, and dealers to view machine usage, location, and error codes remotely on a computer, smart phone, or tablet. Manitou is providing a robust discount off their list price.

Tobroco Machinery LLC offers compact wheel loaders, ride-on and compact skid steers, and compact telehandlers.

They will also provide multiple electric versions of their wheel loaders. Their sales staff and independent dealer network is available to Sourcewell participating entities in the United States and Canada. Tobroco is offering strong discounts off MSRP.

XCMG Canada Ltd. manufactures a substantial offering wheeled tracked and backhoe loaders, mini excavators, telehandlers, soil compaction and site preparation equipment. Where applicable XCMG will provide alternative power options on certain wheel loader models. They will support participating entities across the United States and Canada through an extensive dealer network. XCMG offers competitive pricing and discounts.

For these reasons, the Sourcewell Proposal Evaluation Committee recommends award of Sourcewell Contract #020223 to:

Avant Tecno USA #020223-AVT
Caterpillar Inc. #020223-CAT
Clark Equipment Company dba Bobcat Company #020223-CEC
Gradall Industries, Inc. #020223-GRD
Hyundai Construction Equipment North America, Inc. #020223-HCE JCB, Inc #020223-JCB
LiuGong Construction Machinery North America, LLC #020223-LIU Manitou North America, Inc. #020223-MAI
Tobroco Machinery LLC #020223-TBO
XCMG Canada Ltd. #020223-XCM
The preceding recommendations were approved on April 5, 2023. __________________________________________
Kim Austin, MBA, CPPB, Procurement Lead Analyst
__________________________________________
Nick Scholer, Procurement Analyst

ATTACHMENT B
Sourcewell Page 5 of 6
__________________________________________
Craig West, Procurement Analyst
__________________________________________
Bill Davison, NIGP-CPP, CPPO, Procurement Analyst

ATTACHMENT B
Sourcewell Page 6 of 6

STATEMENT OF COMPLIANCE
As Chief Procurement Officer for Sourcewell, I have reviewed the recommendation of the Evaluation Committee and the accompanying support materials documenting the process followed for RFP #020223 for Medium Duty and Compact Construction Equipment with Related Attachments.

The committee accepted, deemed responsive, evaluated, and recommended proposals for award. Under authority granted to the Chief Procurement Officer in Sourcewells bylaws, the recommendations set forth above are approved.

I hereby certify:

1. Sourcewell is a government agency, created and authorized by Minnesota law to provide cooperative procurement contracts.

2. The procurement process and resulting contracts have been awarded in compliance with the laws of the State of Minnesota (Minnesota Statutes Chapter 471 and Minnesota Statutes Section 123A.21), and in conformity to Sourcewells Procurement Policy.
__
Jeremy Schwartz, CSSBB, CPPO, NIGP-CPP
Chief Procurement Officer

ATTACHMENT B

ATTACHMENT B
Notice
Basic Information
Details
Dates
Contact Information
Pre-Bidding Events
Bid Submission Process
Estimated Contract Value (CAD) $800,000,000.00 (Not shown to suppliers) Reference Number 0000237271
Issuing Organization Sourcewell
Owner Organization
Solicitation Type RFP - Request for Proposal (Formal)
Solicitation Number 020223
Title Medium Duty and Compact Construction Equipment with Related Attachments Source ID PP.CO.USA.868485.C88455
Location All of Canada, All of Canada
Purchase Type Duration:4 years
Description Sourcewell, a State of Minnesota local government unit and service cooperative, is requesting proposals for Medium Duty and Compact Construction Equipment with Related Attachments to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [https://proportal.sourcewell-mn.gov].

Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than February 2, 2023, at 4:30 p.m.

Central Time, and late proposals will not be considered.

Publication 2022/12/06 09:08:57 AM EST
Question Acceptance Deadline 2023/01/25 05:30:00 PM EST Questions are submitted online No
Bid Intent Not Available
Closing Date 2023/02/02 05:30:00 PM EST
Prebid Conference 2023/01/04 11:00:00 AM EST
Procurement Department
218-894-1930
[email protected]
Event Type Prebid Conference
Attendance Recommended
Event date 2023/01/04 11:00:00 AM EST
Location Online Conference
Event Note Login information will be emailed two business days prior to the event.

Bid Submission Type Electronic Bid Submission
Pricing In attached document
Pricing In attached document
Bid Documents List
Item Name Description Mandatory
Bid Documents Documents defining the proposal Yes
020223 - Medium Duty and Compact Construction Equipment ... 2022/12/06 09:09:09 AM EST Page 1 of 2

ATTACHMENT B
Categories
Selected Categories
GSIN Category (1)
G Goods
Goods
N38 Construction, Mining, Excavating And Highway Maintenance Equipment Construction, Mining, Excavating And Highway Maintenance Equipment N3800 CONSTRUCTION, MINING, EXCAVATING AND HIGHWAY MAINTENANCE EQUIPMENT Construction, mining, excavating and highway maintenance equipment MERX Category (1)
G Goods
Goods
G28 Special Purpose Vehicles
Special Purpose Vehicles
UNSPSC Category (1)
22000000 Building and Construction Machinery and Accessories 22100000 Heavy construction machinery and equipment
22101900 Building construction machinery and accessories 020223 - Medium Duty and Compact Construction Equipment ... 2022/12/06 09:09:09 AM EST Page 2 of 2

ATTACHMENT B

ATTACHMENT B
Proposal Opening Record
Date of opening: February 2, 2023
Sourcewell posted Request for Proposal #020223, for the procurement of Medium Duty and Compact Construction Equipment with Related Attachments, on the Sourcewell Procurement Portal [proportal.sourcewell mn.gov] on Tuesday, December 6, 2022, and the solicitation remained in an open status within the portal until February 2, 2023, at 4:30 pm CT. The RFP required that all proposals be submitted through the Sourcewell Procurement Portal no later than 4:30 pm CT on February 2, 2023, the date and time specified in the Solicitation Schedule.

The undersigned certify that all responses received on Request for Proposal #020223 were submitted through the Sourcewell Procurement Portal, and that each Proposers response material was digitally sealed upon submission and remained inaccessible until the due date and time specified in the Solicitation Schedule.

Responses were received from the following:

Acela, Inc. Submitted 2/02/23 at 12:35:44 PM
Avant Tecno USA Submitted 2/01/23 at 5:03:46 PM
Buyers Products Company, Inc. Submitted 2/01/23 at 2:54:11 PM Caterpillar, Inc. Submitted 2/01/23 at 5:08:39 PM
Clark Equipment Company Submitted 2/02/23 at 3:19:15 PM DD DANNAR, LLC Submitted 1/31/23 at 12:40:21 PM
Doosan Infracore North America Submitted 2/02/23 at 8:42:02 AM First GreenIndustries, Inc. Submitted 2/02/23 at 12:11:25 AM Gradall Industries, Inc. Submitted 2/02/23 at 8:10:23 AM Hyundai Construction Equipment Americas, Inc.Submitted 1/24/23 at 6:57:35 PM JCB, Inc. Submitted 2/01/23 at 2:33:19 PM
LiuGong Construction Machinery North America, LLCSubmitted 2/02/23 at 11:53:12 AM Manitou North America, Inc. Submitted 2/02/23 at 8:30:04 AM MAZIO ATTACHMENTS, LLC Submitted 2/02/23 at 3:47:49 PM
Mecalac North America, LLC Submitted 2/02/23 at 1:56:43 PM Nexpro Trucks & Equipment Corp.Submitted 2/01/23 at 2:47:41 PM Takeuchi Mfg. US, Ltd. Submitted 2/01/23 at 4:15:18 PM
Tobroco Machinery, LLC Submitted 2/02/23 at 10:30:17 AM Triple E Equipment, Inc. Submitted 2/02/23 at 1:24:12 PM XCMG NORTH AMERICA CORPORATION Submitted 2/02/23 at 3:47:31 PM

ATTACHMENT B
The Proposals were opened electronically, and a list of all Proposers was made publicly available in the Sourcewell Procurement Portal, on February 2, 2023, at 4:31:46 PM CT. All responsive proposals were then submitted for review by the Sourcewell Evaluation Committee. _________________________________________ ______________________________ Kim Austin, MBA, CPPB, Procurement LeadAnalyst Carol Jackson, Procurement Analyst

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 1 ends

RFP #020223

REQUEST FOR PROPOSALS
for
Medium Duty and Compact Construction Equipment with Related Attachments Proposal Due Date: February 2, 2023, 4:30 p.m., Central Time Sourcewell, a State of Minnesota local government unit and service cooperative, is requesting proposals for Medium Duty and Compact Construction Equipment with Related Attachments to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [https://proportal.sourcewell-mn.gov]. Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than February 2, 2023, at 4:30 p.m. Central Time, and late proposals will not be considered.

SOLICITATION SCHEDULE
Public Notice of RFP Published: December 6, 2022
Pre-proposal Conference: January 4, 2023, 10:00 a.m., Central Time Question Submission Deadline: January 25, 2023, 4:30 p.m., Central Time Proposal Due Date: February 2, 2023, 4:30 p.m., Central Time Late responses will not be considered.

Opening: February 2, 2023, 6:30 p.m., Central Time
See RFP Section V.G. “Opening”

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 2 ends

I. ABOUT SOURCEWELL
A. SOURCEWELL
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 facilitates a competitive public solicitation and contract award process for the benefit of its 50,000+ participating entities across the United States and Canada. Sourcewell’s solicitation process complies with State of Minnesota law and policies, conforms to Canadian trade agreements (including Canadian Free Trade Agreement, Ontario-Quebec Trade and Cooperation Agreement, and Canada-European Union Comprehensive Economic and Trade Agreement, as applicable), and results in cooperative purchasing solutions from which Sourcewell’s Participating Entities procure equipment, products, and services.

Cooperative purchasing provides participating entities and suppliers increased administrative efficiencies and the power of combined purchasing volume that result in overall cost savings. At times, Sourcewell also partners with other purchasing cooperatives to combine the purchasing volume of their membership into a single solicitation and contract expanding the reach of contracted suppliers’ potential pool of end users.

Sourcewell uses a website-based platform, the Sourcewell Procurement Portal, through which all proposals to this RFP must be submitted.

B. USE OF RESULTING CONTRACTS
In the United States, Sourcewell’s contracts are available for use by:

Federal and state government entities1;
Cities, towns, and counties/parishes;
Education service cooperatives;
K-12 and higher education entities;
Tribal government entities;
Some nonprofit entities; and
Other public entities.

I
n Canada, Sourcewell’s contracts are available for use by:

Provincial and territorial government departments, ministries, agencies, boards, c
ouncils, committees, commissions, and similar agencies; Indigenous self-governing bodies;
Regional, local, district, and other forms of municipal government, municipal o
rganizations, school boards, and publicly funded academic, health, and social service 1 Pursuant to HAR §3-128-2, the State of Hawaii, Department of Accounting and General Services, State Procurement Office, on behalf of the State of Hawaii and participating jurisdictions, has provided notice of its Intent to Participate in the solicitation as a participating entity.

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 3 ends

entities referred to as MASH sector (this should be construed to include but not be limited to the Cities of Calgary, Edmonton, Toronto, Ottawa, and Winnipeg), as well as any corporation or entity owned or controlled by one or more of the preceding entities; Crown corporations, government enterprises, and other entities that are owned or controlled by these entities through ownership interest; and Members of the Canoe procurement group of Canada, and their partner associations:

Canoe members are regional, local, district or other forms of municipal government, school boards, publicly-funded academic, health and social service entities in Alberta and across Canada, as well as any corporation or entity owned or controlled by one or more of the preceding entities – as well as partner associations, including Saskatchewan Association of Rural Municipalities, Association of Manitoba Municipalities, Local Authorities Services/Association of Municipalities Ontario, Nova Scotia Federation of Municipalities, Federation of Prince Edward Island Municipalities, Municipalities Newfoundland Labrador, Union of New Brunswick Municipalities, North West Territories Association of Communities, CivicInfo BC, and their members.

For a listing of current United States and Canadian Participating Entities visit Sourcewell’s website (note: there is a tab for each country): https://www.sourcewell-mn.gov/sourcewell-for- vendors/agency-locator.

Participating Entities typically access contracted equipment, products, or services through a purchase order issued directly to the contracted supplier. A Participating Entity may request additional terms or conditions related to a purchase. Use of Sourcewell contracts is voluntary and Participating Entities retain the right to obtain similar equipment, products, or services from other sources.

To meet Participating Entities’ needs, Sourcewell broadly publishes public notice of all solicitation opportunities, including this RFP. In addition, where applicable, other purchasing cooperatives and procurement officials receive notice and are encouraged to re-post the solicitation opportunity.

Proof of publication will be available at the conclusion of the solicitation process.

II. SOLICITATION DETAILS
A. SOLUTIONS-BASED SOLICITATION
This RFP and contract award process is a solutions-based solicitation; meaning that Sourcewell is seeking equipment, products, or services that meet the general requirements of the scope of this RFP and that are commonly desired or are required by law or industry standards.

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 4 ends

B. REQUESTED EQUIPMENT, PRODUCTS, OR SERVICES
It is expected that proposers will offer a wide array of equipment, products, or services at lower prices and with better value than what they would ordinarily offer to a single government entity, a school district, or a regional cooperative.

1. Sourcewell is seeking proposals for Medium Duty and Compact Construction Equipment with Related Attachments, including, but not to limited to, the following types of medium and compact construction equipment:
a. Wheeled, tracked, and backhoe loaders;
b. Skid steers;
c. Mini excavators;
d. Telehandlers; and
e. Soil compaction and site preparation equipment.

Proposers may include related equipment, accessories, attachments, and services to the extent that these solutions are ancillary or complementary to the equipment, products, or services being proposed.

2. The primary focus of this solicitation is on Medium Duty and Compact Construction Equipment with Related Attachments. This solicitation should NOT be construed to include:
a. Construction services; and,
b. Equipment accessory, attachment, and supply only solutions.

3. This solicitation does not include those equipment, products, or services covered under categories included in pending or planned Sourcewell solicitations, or in contracts currently maintained by Sourcewell, identified below:
a. Mobile Refuse Collection Vehicles with Related Equipment, Accessories, and Services (RFP #091219)
b. Ag Tractors with Related Attachments, Accessories, and Supplies (RFP #110719) c. Equipment Rental with Related Services (RFP #062320) d. Forklifts and Lift Trucks with Related Services (RFP #091520) e. Grounds Maintenance Equipment, Attachments, Accessories, and Related Services (RFP #031121)
f. Road Right-of-Way Maintenance Equipment (RFP #070821) g. Roadway Maintenance Equipment (RFP #080521)
h. Street Sweepers and Specialty Sweepers, with Related Equipment, Accessories, and Supplies (RFP #093021)
i. Sewer Vacuum, Hydro-Excavation, and Municipal Pumping Equipment with Related Accessories and Supplies (RFP #101221)
j. Public Utility Equipment with Related Accessories and Supplies (RFP #110421)

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 5 ends

k. Roadway Paving Equipment (RFP #060122)
l. Snow and Ice Handling Equipment, Supplies, and Accessories (RFP #062222) m. Trailers with Related Equipment, Accessories, and Services (RFP #092922) n. Heavy Construction Equipment with Related Attachments and Technology (RFP #011723) o. Portable Construction Equipment with Related Accessories and Attachments (RFP #TBD) Generally, the solutions for Participating Entities are turn-key solutions, providing a combination of equipment, products and services, delivery, and installation to a properly operating status. However, equipment-only or products-only solutions may be appropriate for situations where Participating Entities possess the ability, either in-house or through local third- party contractors, to properly install and bring to operation the equipment or products being proposed.

Sourcewell prefers suppliers that provide a sole source of responsibility for the equipment, products, and services provided under a resulting contract. If proposer is including the equipment, products, and services of its subsidiary entities, the proposer must also identify all included subsidiaries in its proposal. If proposer requires the use of distributors, dealers, resellers, or subcontractors to provide the equipment, products, or services, the proposal must address how the equipment, products or services will be provided to Participating Entities, and describe the network of distributors, dealers, resellers, and/or subcontractors that will be available to serve Participating Entities under a resulting contract.

Sourcewell encourages suppliers to offer the broadest possible selection of equipment, products, and services being proposed over the largest possible geographic area and to the largest possible cross-section of Sourcewell current and future Participating Entities.

C. REQUIREMENTS
It is expected that proposers have knowledge of all applicable industry standards, laws, and regulations and possess an ability to market and distribute the equipment, products, or services to Participating Entities.

1. Safety Requirements. All items proposed must comply with current applicable safety or regulatory standards or codes.

2. Deviation from Industry Standard. Deviations from industry standards must be identified with an explanation of how the equipment, products, and services will provide equivalent function, coverage, performance, and/or related services.

3. New Equipment and Products. Proposed equipment and products must be for new, current model; however, proposer may offer certain close-out equipment or products if it is specifically noted in the Pricing proposal.

4. Delivered and operational. Unless clearly noted in the proposal, equipment and products must be delivered to the Participating Entity as operational.

5. Warranty. All equipment, products, supplies, and services must be covered by a warranty that is the industry standard or better.

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 6 ends

D. ANTICIPATED CONTRACT TERM
Sourcewell anticipates that the term of any resulting contract(s) will be four years, with an optional one-year extension that may be offered based on the best interests of Sourcewell and its Participating Entities.

E. ESTIMATED CONTRACT VALUE AND USAGE
Based on past volume of similar contracts, the estimated annual value of all transactions from contracts resulting from this RFP are anticipated to be USD $200 Million; therefore, proposers are expected to propose volume pricing. Sourcewell anticipates considerable activity under the contract(s) awarded from this RFP; however, sales and sales volume from any resulting contract are not guaranteed.

F. MARKETING PLAN
Proposer’s sales force will be the primary source of communication with Participating Entities.

The proposer’s Marketing Plan should demonstrate proposer’s ability to deploy a sales force or dealer network to Participating Entities, as well as proposer’s sales and service capabilities. It is expected that proposer will promote and market any contract award.

G. ADDITIONAL CONSIDERATIONS

1. Contracts will be awarded to proposers able to best meet the need of Participating Entities. Proposers should submit their complete line of equipment, products, or services that are applicable to the scope of this RFP.

2. A proposer may submit only one proposal. If related, affiliated, or subsidiary entities elect to submit separate proposals, rather than a single parent-entity proposal, each such proposal must be prepared independently and without cooperation, collaboration, or collusion.

3. If a proposer works with a consultant on its proposal, the consultant (an individual or company) may not assist any other entity with a proposal for this solicitation.

4. Proposers should include all relevant information in its proposal, since Sourcewell cannot consider information that is not included in the proposal. Sourcewell reserves the right to verify proposer’s information and may request clarification from a proposer, including samples of the proposed equipment or products.

5. Depending upon the responses received in a given category, Sourcewell may need to organize responses into subcategories in order to provide the broadest coverage of the requested equipment, products, or services to Participating Entities. Awards may be based on a subcategory.

6. A proposer’s documented negative past performance with Sourcewell or its Participating Entities occurring under a previously awarded Sourcewell contract may be considered in the evaluation of a proposal.

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 7 ends

III. PRICING
A. REQUIREMENTS
All proposed pricing must be:

1. Either Line-Item Pricing or Percentage Discount from Catalog Pricing, or a combination of these:
a. Line-item Pricing is pricing based on each individual product or services. Each line must indicate the proposer’s published “List Price,” as well as the “Contract Price.” b. Percentage Discount from Catalog or Category is based on a percentage discount from a catalog or list price, defined as a published Manufacturer’s Suggested Retail Price (MSRP) for the products or services. Individualized percentage discounts can be applied to any number of defined product groupings. Proposers will be responsible for providing and maintaining current published MSRP with Sourcewell, and this pricing must be included in its proposal and provided throughout the term of any contract resulting from this RFP.

2. The proposer’s not to exceed price. A not to exceed price is the highest price for which equipment, products, or services may be billed to a Participating Entity. However, it is permissible for suppliers to sell at a price that is lower than the contracted price.

3. Stated in U.S. and Canadian dollars (as applicable).

4. Clearly understandable, complete, and fully describe the total cost of acquisition (e.g., the cost of the proposed equipment, products, and services delivered and operational for its intended purpose in the Participating Entity’s location).

Proposers should clearly identify any costs that are NOT included in the proposed product or service pricing. This may include items such as installation, set up, mandatory training, or initial inspection. Include identification of any parties that impose such costs and their relationship to the proposer. Additionally, proposers should clearly describe any unique distribution and/or delivery methods or options offered in the proposal.

B. ADMINISTRATIVE FEES
Proposers awarded a contract are expected to pay to Sourcewell an administrative fee in exchange for Sourcewell facilitating the resulting contracts. The administrative fee is normally calculated as a percentage of the total sales to Participating Entities for all contracted equipment, products, or services made during a calendar quarter, and is typically one percent (1%) to two percent (2%). In some categories, a flat fee may be an acceptable alternative.

IV. CONTRACT
Proposers awarded a contract will be required to execute a contract with Sourcewell (see attached template). Only those modifications the proposer indicates in its proposal will be available for discussion. Much of the language in the Contract reflects Minnesota legal

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 8 ends

requirements and cannot be altered. Numerous and/or onerous exceptions that contradict Minnesota law may result in the proposal being disqualified from further review and evaluation.

To request a modification to the template Contract, a proposer must submit the Exceptions to Terms, Conditions, or Specifications table with its proposal. Only those exceptions noted at the time of the proposal submission will be considered.

Exceptions must:

1. Clearly identify the affected article and section.

2. Clearly note the requested modification; and as applicable, provide requested alternative language.

Unclear requests will be automatically denied.

Only those exceptions that have been accepted by Sourcewell will be included in the contract document provided to the awarded supplier for signature.

If a proposer receives a contract award resulting from this solicitation it will have up to 30 days to sign and return the contract. After that time, at Sourcewell’s sole discretion, the contract award may be revoked.

V. RFP PROCESS
A. PRE-PROPOSAL CONFERENCE
Sourcewell will hold an optional, non-mandatory pre-proposal conference via webcast on the date and time noted in the Solicitation Schedule for this RFP and on the Sourcewell Procurement Portal. The purpose of this conference is to allow potential proposers to ask questions regarding this RFP and Sourcewell’s competitive contracting process. Information about the webcast will be sent to all entities that have registered for this solicitation opportunity through their Sourcewell Procurement Portal Vendor Account. Pre-proposal conference attendance is optional.

B. QUESTIONS REGARDING THIS RFP AND ORAL COMMUNICATION
All questions regarding this RFP must be submitted through the Sourcewell Procurement Portal.

The deadline for submission of questions is found in the Solicitation Schedule and on the Sourcewell Procurement Portal. Answers to questions will be issued through an addendum to this RFP. Repetitive questions will be summarized into a single answer and identifying information will be removed from the submitted questions.

All questions, whether specific to a proposer or generally related to the RFP, must be submitted using this process. Do not contact individual Sourcewell staff to ask questions or request information as this may disqualify the proposer from responding to this RFP. Sourcewell will not respond to questions submitted after the deadline.

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 9 ends

C. ADDENDA
Sourcewell may modify this RFP at any time prior to the proposal due date by issuing an addendum. Addenda issued by Sourcewell become a part of the RFP and will be delivered to potential proposers through the Sourcewell Procurement Portal. Sourcewell accepts no liability in connection with the delivery of any addenda.

Before a proposal will be accepted through the Sourcewell Procurement Portal, all addenda, if any, must be acknowledged by the proposer by checking the box for each addendum. It is the responsibility of the proposer to check for any addenda that may have been issued up to the solicitation due date and time.

If an addendum is issued after a proposer submitted its proposal, the Sourcewell Procurement Portal will WITHDRAW the submission and change the proposer’s proposal status to INCOMPLETE. The proposer can view this status change in the “MY BIDS” section of the Sourcewell Procurement Portal Vendor Account. The proposer is solely responsible to check the “MY BIDS” section of the Sourcewell Procurement Portal Vendor Account periodically after submitting its proposal (and up to the Proposal Due Date). If the proposer’s proposal status has changed to INCOMPLETE, the proposer is solely responsible to:
i) make any required adjustments to its proposal;
ii) acknowledge the addenda; and
iii) ensure the re-submitted proposal is received through the Sourcewell Procurement Portal no later than the Proposal Due Date and time shown in the Solicitation Schedule above.

D. PROPOSAL SUBMISSION
Proposer’s complete proposal must be submitted through the Sourcewell Procurement Portal no later than the date and time specified in the Solicitation Schedule. Any other form of proposal submission, whether electronic, paper, or otherwise, will not be considered by Sourcewell. Late proposals will not be considered. It is the proposer’s sole responsibility to ensure that the proposal is received on time.

It is recommended that proposers allow sufficient time to upload the proposal and to resolve any issues that may arise. The time and date that a proposal is received by Sourcewell is solely determined by the Sourcewell Procurement Portal web clock.

In the event of problems with the Sourcewell Procurement Portal, follow the instructions for technical support posted in the portal. It may take up to 24 hours to respond to certain issues.

Upon successful submission of a proposal, the Sourcewell Procurement Portal will automatically generate a confirmation email to the proposer. If the proposer does not receive a confirmation email, contact Sourcewell’s support provider at [email protected].

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 10 ends

To ensure receipt of the latest information and updates via email regarding this solicitation, or if the proposer has obtained this solicitation document from a third party, the onus is on the proposer to create a Sourcewell Procurement Portal Vendor Account and register for this solicitation opportunity.

Within the Sourcewell Procurement Portal, all proposals must be digitally acknowledged by an authorized representative of the proposer attesting that the information contained in in the proposal is true and accurate. By submitting a proposal, proposer warrants that the information provided is true, correct, and reliable for purposes of evaluation for potential contract award.

The submission of inaccurate, misleading, or false information is grounds for disqualification from a contract award and may subject the proposer to remedies available by law.

E. GENERAL PROPOSAL REQUIREMENTS
Proposals must be:

In substantial compliance with the requirements of this RFP or it will be considered nonresponsive and be rejected.

Complete. A proposal will be rejected if it is conditional or incomplete.

Submitted in English.

Valid and irrevocable for 90 days following the Proposal Due Date.

A
ny and all costs incurred in responding to this RFP will be borne by the proposer.

F. PROPOSAL WITHDRAWAL
Prior to the proposal deadline, a proposer may withdraw its proposal.

G. OPENING
The Opening of proposals will be conducted electronically through the Sourcewell Procurement Portal. A list of all proposers will be made publicly available in the Sourcewell Procurement Portal after the Proposal Due Date, but no later than the Opening time listed in the Solicitation Schedule.

To view the list of proposers, verify that the Sourcewell Procurement Portal opportunities list search is set to “All” or “Closed.” The solicitation status will automatically change to “Closed” after the Proposal Due Date and Time.

VI. EVALUATION AND AWARD
A. EVALUATION
It is the intent of Sourcewell to award one or more contracts to responsive and responsible proposers offering the best overall quality, selection of equipment, products, and services, and

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 11 ends

price that meet the commonly requested specifications of Sourcewell and its Participating Entities. The award(s) will be limited to the number of proposers that Sourcewell determines is necessary to meet the needs of its Participating Entities.

Factors to be considered in determining the number of contracts to be awarded in any category may include the following:

Total evaluation scores (giving consideration to natural breaks in the scoring of r
esponsive proposals);
The number and geographic location of highest-scoring proposers that offer:
o A
comprehensive selection of the requested equipment, products, or services; o A sales and service network ensuring availability and coverage for Participating Entities’ use; and
o Other attributes of the proposer or contents of its proposal that assist Participating Entities in achieving environmental and social requirements, and goals.

Information submitted as part of a proposal should be as specific as possible when responding to the RFP. Do not assume Sourcewell has any knowledge about a specific supplier or product.

B. AWARD(S)
Award(s) will be made to the highest-scoring proposer(s) whose proposal conforms to all conditions and requirements of the RFP, and consistent with the award criteria defined in this RFP.

Sourcewell may request written clarification of a proposal at any time during the evaluation process.

Proposal evaluation will be based on the following scoring criteria and the Sourcewell Evaluator Scoring Guide (a copy is available in the Sourcewell Procurement Portal):

Conformance to RFP Requirements 50
Financial Viability and Marketplace Success 75
Ability to Sell and Deliver Service 100
Marketing Plan 50
Value Added Attributes 75
Warranty 50
Depth and Breadth of Offered Equipment, Products, or Services 200 Pricing 400
TOTAL POINTS 1000
C. PROTESTS OF AWARDS
Any protest made under this RFP by a proposer must be in writing, addressed to Sourcewell’s Executive Director, and delivered to the Sourcewell office located at 202 12th Street NE, P.O.

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 12 ends

Box 219, Staples, MN 56479. All documents that comprise the complete protest package must be received, and time stamped at the Sourcewell office by 4:30 p.m., Central Time, no later than 10 calendar days following Sourcewell’s notice of contract award(s) or non-award. and must be time stamped by Sourcewell no later than 4:30 p.m., Central Time. A protest must allege a procedural, technical, or legal defect, with supporting documentation. A protest that merely requests a re-evaluation of a proposal’s content will not be entertained A protest must include the following items:

The name, address, and telephone number of the protester; Identification of the solicitation by RFP number;
A precise statement of the relevant facts;
Identification of the alleged procedural, technical, or legal defect; Analysis of the basis for the protest;
Any additional supporting documentation;
The original signature of the protester or its representative; and Protest bond in the amount of $20,000 (except where prohibited by law or treaty).

Protests that do not address these elements will not be reviewed.

D. RIGHTS RESERVED
This RFP does not commit Sourcewell to award any contract, and a proposal may be rejected if it is nonresponsive, conditional, incomplete, conflicting, or misleading. Proposals that contain false statements or do not support an attribute or condition stated by the proposer may be rejected.

Sourcewell reserves the right to:

Modify or cancel this RFP at any time;
Reject any and all proposals received;
Reject proposals that do not comply with the provisions of this RFP; Select, for contracts or for discussion, a proposal other than that with the lowest cost; Independently verify any information provided in a proposal; Disqualify any proposer that does not meet the requirements of this RFP, is debarred or suspended by the United States or Canada, State of Minnesota, Participating Entity’s state or province; has an officer, or other key personnel, who have been charged with a serious crime; or is bankrupt, insolvent, or where bankruptcy or insolvency are a reasonable prospect;
Waive or modify any informalities, irregularities, or inconsistencies in the proposals received;
Clarify any part of a proposal and discuss any aspect of the proposal with any proposer; and negotiate with more than one proposer;
Award a contract if only one responsive proposal is received if it is in the best interest of Participating Entities; and

ATTACHMENT B
Rev. 3/2022 Sourcewell RFP #020223
Medium Duty and Compact Construction Equipment with Related Attachments

Page 13 ends

Award a contract to one or more proposers if it is in the best interest of Participating Entities.

E. DISPOSITION OF PROPOSALS
All materials submitted in response to this RFP will become property of Sourcewell and will become public record in accordance with Minnesota Statutes Section 13.591, after negotiations are complete. Sourcewell considers that negotiations are complete upon execution of a resulting contract. It is the proposer’s responsibility to clearly identify any data submitted that it considers to be protected. Proposer must also include a justification for the classification citing the applicable Minnesota law. Sourcewell may reject proposals that are marked confidential or nonpublic, either substantially or in their entirety.

Sourcewell will not consider the prices submitted by the proposer to be confidential, proprietary, or trade secret materials. Financial information, including financial statements, provided by a proposer is not considered trade secret under the statutory definition.

ATTACHMENT B
12/12/2022
Addendum No. 1
Solicitation Number: RFP 020223
Solicitation Name: Medium Duty and Compact Construction Equipment with Related Attachments
Consider the following Question and Answer to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.

Question 1:

On page 16 of the template contract, Section 21. J., there is a Buy American Provisions Compliance section. “To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act.”
Does this mean a product manufactured outside the US does not comply? Answer 1:

Sourcewell contract template Section 21. – Provisions for Non-United States Federal Entity Procurement Under United States Federal Awards or Other Awards, only applies when a Participating Entity accesses Supplier’s Equipment, Products, or Services with United States federal funds. The Buy American Provisions Compliance subsection requires compliance to the extent applicable.

A proposer may request a modification to the Sourcewell contract template as part of a proposal. To request a modification to the template contract terms, conditions, or specifications, a proposer may complete and submit the Exceptions to Terms, Conditions, or Specifications Table, which is found as the final Table of Step 1 in the proposal submission process.

End of Addendum
Acknowledgement of this Addendum to RFP 020223 posted to the Sourcewell Procurement Portal on 12/12/2022, is required at the time of proposal submittal.

ATTACHMENT B
12/27/2022
Addendum No. 2
Solicitation Number: RFP 020223
Solicitation Name: Medium Duty and Compact Construction Equipment with Related Attachments
Consider the following Question and Answer to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.

Question 1:

Will the Pre-Proposal Conference be recorded for viewing later if I am unable to watch it live?
Answer 1:

Sourcewell will provide the Pre-Proposal Conference presentation slides in PDF format to all registered plan takers after the event is complete. In addition, Sourcewell is planning to record the Pre-Proposal Conference. Assuming no technical difficulties in the process, Sourcewell will provide a link to the recording to all registered plan takers after the event.

End of Addendum
Acknowledgement of this Addendum to RFP 020223 posted to the Sourcewell Procurement Portal on 12/27/2022, is required at the time of proposal submittal.

ATTACHMENT B
1/3/2023
Addendum No. 3
Solicitation Number: RFP 020223
Solicitation Name: Medium Duty and Compact Construction Equipment with Related Attachments
Consider the following amendment to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.

RFP Amendment:

As the result of the publication of an RFP that has been identified as not included in the equipment, products, or services of this solicitation, RFP Subsection II. B. 3. o. is revised to remove the (RFP #TBD) placeholder, and insert the actual RFP number, to read as follows:
* * * *
o. Portable Construction Equipment with Related Accessories and Attachments (RFP #020923)
* * * *
The remainder of the RFP content remains unchanged.

End of Addendum
Acknowledgement of this Addendum to RFP 020223 posted to the Sourcewell Procurement Portal on 1/3/2023, is required at the time of proposal submittal.

ATTACHMENT B
01/24/2023
Addendum No. 4
Solicitation Number: RFP 020223
Solicitation Name: Medium Duty and Compact Construction Equipment with Related Attachments
Consider the following Questions and Answers to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.

Question 1:

Can a manufacturer allow dealers to sell to Sourcewell members.

Answer 1:

Refer to RFP Section II. B. – Requested Equipment, Products, or Services – “If Proposer requires the use of dealers, resellers, or subcontractors to provide the products or services, the Proposal should address how the products or services will be provided to Participating Entities and describe the network of dealers, resellers, and/or subcontractors that will be available to serve Participating Entities under a resulting contract.” It is left to the discretion of each proposer to determine the information or documentation necessary to best demonstrate their ability to serve Sourcewell participating entities and satisfy all the requirements included in the questionnaire tables. Proposals are evaluated based on the criteria stated in the RFP.

Question 2:

Is it the manufacturer’s responsibility to provide sales activity or will each dealer report this information to Sourcewell?
Answer 2:

Refer to Sourcewell Contract Template Section 8. – Report on Contracts Sales Activity and Administrative Fee Payment. A single sales report and administrative fee remittance is contemplated for each calendar quarter during the term of an awarded contract.

ATTACHMENT B
Question 3:

How do you determine the fee that is paid to Sourcewell? Answer 3:

Refer to RFP Section III. B. – Administrative Fees, for directions on proposing an administrative fee. It is left to the discretion of each proposer to determine and propose an administrative fee that is consistent with its business and its industry.

End of Addendum
Acknowledgement of this Addendum to RFP 020223 posted to the Sourcewell Procurement Portal on 01/24/2023, is required at the time of proposal submittal.

ATTACHMENT B
5 (Rev. 9.30.22)

EXHIBIT B

INSURANCE REQUIREMENTS
NOT APPLICABLE – PURCHASE

ATTACHMENT B
6 (Rev. 9.30.22)

EXHIBIT C

ATTACHMENT B

City Council and Concurrent AuthoritiesNovember 12, 2024

City Council and Concurrent Authorities
November 12, 2024