Upland City Council
March 9, 2026

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MEETING OF THE CITY COUNCIL
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Bill Velto,Mayor
Sharman Maust, Mayor Pro Tem• District 1 Michael Blay,City Manager James Breitling,Councilmember-District 2 Stephen P. Deitsch, City Attorney Carlos A. Garcia,Councilmember -District 3 Keri Johnson, City Clerk Rudy Zuniga, Councilmember- District 4
Monday, March 9, 2026
Open session begins at 6:00 p.m.

City Council Chamber
City Hall, 460 N. Euclid Avenue
Residents may observe the City Council meetings remotely via livestream on the City website, Spectrum Cable TV Channel 3, or Frontier Cable TV Channel 26.

City of Upland Mission Statement
The City of Upland is committed to delivering superior services that meet community needs with transparency and integrity.

City of Upland Vision Statement
Upland is a safe community with historic character where residents enjoy a high quality of life.

Pages

1. CALL TO ORDER AND ROLL CALL

2. ADDITIONS-DELETIONS TO AGENDA

3. ORAL COMMUNICATIONS
This is a time for any citizen to comment on item listed on the closed session agenda only. Anyone wishing to address the legislative body is requested to submit a speaker card to the City Clerk at or prior to speaking. The speakers are requested to keep their comments to no more than three (3) minutes. The use of visual aids will be included in the time limit.

CLOSED SESSION BEGINS AT 5:00 p.m.

4. CLOSED SESSION
a. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED

LITIGATION
Significant exposure to litigation pursuant to paragraph (2) of subdivision (d) of Section 54956.9: One potential case.

5. INVOCATION
Pastor Laurie Baiz, Life Bible Fellowship Church

6. PLEDGE OF ALLEGIANCE

7. PRESENTATIONS
Introduction of new Battalion Chief by Assistant Fire Chief Birchfield

8. CITY ATTORNEY

9. ORAL COMMUNICATIONS
This is a time for any citizen to comment on any item listed or not listed on the agenda.

Anyone wishing to address the legislative body is requested to submit a speaker card to the City Clerk at or prior to speaking. The speakers are requested to keep their comments to no more than three (3) minutes. Speakers will be given five (5) minutes during public hearings. The use of visual aids will be included in the time limit. Public comments and questions for the purpose of hearing current matters of concern in our community and to provide citizens a method for the public to hear those concerns in an open venue is encouraged. However, under the provisions of the Brown Act, the City Council is prohibited from discussion of items not listed on the agenda, and therefore, the City Council, City Manager, or City Attorney will take communications under advisement for consideration and appropriate response or discussion at a later time.

Individuals who demonstrate disruptive conduct during City Council meetings that prevent the City Council from conducting its meeting in an orderly manner are guilty of a misdemeanor as stated in PC403, disrupting a public meeting, and are subject to removal from the chamber or arrest.

CAMPAIGN CONTRIBUTION DISCLOSURE: Pursuant Gov. Code § 84308, any party to a permit, license, contract, or other entitlement before the Council is required to disclose on the record any contribution, including aggregated contributions, of more than $500 made by the party or the party's agents within the preceding 12 months to any City official. Participants and agents are requested to make this disclosure as well. The disclosure must include the name of the party, participant, or agent, and any other person making the contribution; the name of the recipient, the amount of the contribution, and the date the contribution was made.

10. CONSENT CALENDAR
All matters listed under the Consent Calendar are considered to be routine and will be enacted by one vote. There will be no separate discussion of these items unless members of the legislative body request specific items be removed from the Consent Calendar for separate action.

Recommended Action:

Approve the Consent Calendar
a. APPROVAL OF MINUTES 6
Recommended Action:

Approve the Regular Meeting Minutes of February 23, 2026. (Staff Person: Keri Johnson)
b. ADOPTION OF ORDINANCE NO. 2009 AMENDING CHAPTER 17.37 OF THE 12

UPLAND MUNICIPAL CODE
Recommended Action:

Adopt Ordinance No. 2009 approving Zoning Code Amendment No. 25-0004, which amends Upland Municipal Code Chapter 17.37 to update regulations

pertaining to Accessory Dwelling Units (ADUs) and Junior Accessory Dwelling Units (JADUs) in accordance with recent updates in State legislation. (Staff Person: Robert Dalquest)
c. CONSIDER APPROVING AMENDMENT NO. 1 TO THE AGREEMENT FOR 36

CITY ATTORNEY LEGAL SERVICES
CEQA: Not a Project.

Recommended Action:

Approve Amendment No. 1 to the Agreement for City Attorney Legal Services Between the City of Upland and Best Best & Krieger LLP which appoints Thomas A. Rice to serve as City Attorney and Albert J. Maldonado as Assistant City Attorney; and authorize the City Manager to execute Amendment No. 1. (Staff Person: Stephen Deitsch)
d. ACCEPT THE RESIGNATION OF CITY COUNCIL ADVISORY COMMITTEE 61 MEMBER
CEQA: Not a Project.

Recommended Action:

Accept the resignation from City Council Advisory Committee Member Gregorio Pulido and direct the City Clerk to post the notice of unscheduled vacancy. (Staff Person: Keri Johnson)
e. ACCEPTANCE OF DISCRETIONARY FUNDS FROM SUPERVISOR 62

ARMENDAREZ TO PURCHASE MERIDIAN BARRIERS
CEQA: Not a Project.

Recommended Action:

Accept $100,000 in funding from the County of San Bernardino through Supervisors Armendarez's discretionary funds; and authorize the City Manager to execute the agreement and all documents necessary for the sole-source purchase of 13 Meridian barriers from Meridian Rapid Defense Group for $99,231.36. (Staff Person: Marcelo Blanco)
f. EMERGENCY REPAIR WORK FOR 26 W. 15TH STREET TRANSFER 72

STATION UPDATE
CEQA: Not a Project
Recommended Action:

Receive and file this second status update related to the KSM Electric, Inc. contract for emergency repair work at the 26 W. 15th Street Transfer Station. (Staff Person: Damien Arrula)
g. CONSIDER APPROVING THE NOTICE OF COMPLETION FOR THE ALPINE 74

STREET, VERNON DRIVE, AND PALM AVENUE PAVEMENT

REHABILITATION AND UTILITY IMPROVEMENTS PROJECT
CEQA: Categorically Exempt from further environmental review pursuant to Section 15301(c). The City filed the Notice of Exemption with the County of San Bernardino on August 1, 2022.

Recommended Action:

Approve the work, authorize the City Manager or designee to record the Notice of Completion, and reduce the Faithful Performance Bond to 10% for the Alpine Street, Vernon Drive, and Palm Avenue Pavement Rehabilitation and Utility Improvements Project. (Staff Person: Damien Arrula)
h. CONSIDER APPROVAL OF BACKHOE PURCHASE FROM SONSRAY FOR 76 THE

ENVIRONMENTAL DIVISION
CEQA: Not a Project.

Recommended Action:

Approve the purchase of one (1) backhoe for use in environmental operations related to compliance with Senate Bill 1383 (SB 1383), utilizing available SB 1383 program funds. (Staff Person: Damien Arrula)
i. CONSIDER APPROVAL OF SECOND AMENDMENT TO THE AGREEMENT 133 WITH RAFTELIS FINANCIAL CONSULTANTS, INC. FOR THE PREPARATION OF THE 2025 WASTEWATER RATE STUDY
CEQA: Not a Project.

Recommended Action:

Approve the Second Amendment to the Professional Services Agreement with Raftelis Financial Consultants, Inc. for the preparation of a comprehensive wastewater rate study; and authorize the City Manager to execute the amendment. (Staff Person: Damien Arrula)
j. CONSIDER APPROVAL OF SECOND AMENDMENT TO THE PROFESSIONAL 166 SERVICES AGREEMENT FOR THE PREPARATION OF THE 2025 WATER &

RECYCLED WATER RATE STUDY
CEQA: Not a Project
Recommended Action:

Approve the Second Amendment to the Professional Services Agreement with Raftelis Financial Consultants, Inc. for the preparation of a comprehensive water & recycled water rate study; and authorize the City Manager to execute the amendment. (Staff Person: Damien Arrula)

11. PUBLIC HEARINGS

12. COUNCIL COMMITTEE REPORTS
a. COUNCIL REPORTS ON REGIONAL COMMITTEE MEETING, TRAINING, OR

CONFERENCE ATTENDANCE
Councilmembers will provide oral reports on any meetings, trainings, or conferences they attended on behalf of the City. This item is for information only.

13. BUSINESS ITEMS
a. CONSIDERATION OF URBAN FOREST GRID PRUNING SYSTEM 199

ENHANCEMENT AND APPROVAL OF FIRST AMENDMENT TO THE WEST COAST ARBORISTS, INC. AGREEMENT
CEQA: Categorically exempt from further environmental review pursuant to

Section 15301(c) (Existing Facilities), of CEQA Guidelines.

Recommended Action:

Adopt the new grid-pruning cycle, changing the urban forest grid pruning cycle from seven (7) years to four (4) years; and approve the First Amendment to the Agreement with West Coast Arborists, Inc., in the amount of $1,410,880 for a term ending June 30, 2027; and authorize the City Manager to execute the amendment. (Staff Person: Damien Arrula)
b. CITY COUNCIL WORKSHOP ON THE CONCEPTUAL DESIGN FOR THE 243

SANTA FE DEPOT REHABILITATION PROJECT
CEQA: Determine to be Exempt.

Recommended Action:

Receive a presentation on the project's conceptual design and provide staff and the City's consultant, Architerra Design Group, with comments. (Staff Person:

Robert Dalquest)

14. COUNCIL COMMUNICATIONS

15. CITY MANAGER

16. ADJOURNMENT
The next regularly scheduled City Council meeting is Monday, March 23, 2026.

NOTE: If you challenge the public hearing(s) or the related environmental determinations in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City of Upland, at, or prior to, the public hearing.

All Agenda items and back-up materials are available for public review at the Upland Public Library, at 450 North Euclid Avenue, the City Clerk's Office at 460 North Euclid Avenue and the City website at www.uplandca.gov .

In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk's Office, 909-931-4120.

Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting. [28 CFR 35.102-35.104 ADA Title II].

To access written transcription during the meeting, please click this link:
https://attend.wordly.ai/join/LVGO-0906 . Then choose language and click attend to read the transcript on your device.

On March 4, 2026 a true and correct copy of this agenda was posted on the bulletin boards at 450 N. Euclid Avenue (Upland Public Library) and 460 N. Euclid Avenue (Upland City Hall), and the City website at www.uplandca.gov

MINUTES OF THE REGULAR MEETING OF THE UPLAND CITY COUNCIL February 23, 2026
6:00 p.m.

City Council Chamber
City Hall, 460 N. Euclid Avenue
Members Present: Mayor Bill Velto, Councilmember James Breitling, Councilmember Carlos A. Garcia, Councilmember Shannan Maust (arrived at 5:32 p.m.), Councilmember Rudy Zuniga
Staff Present: City Manager Michael Blay, Assistant City Attorney Thomas Rice, City Clerk Keri Johnson

1. CALL TO ORDER AND ROLL CALL
The regular meeting of the Upland City Council was called to order by Mayor Bill Velto at 5:30 p.m. in the Council Chamber of the Upland City Hall.

Moved by: Councilmember Breitling
Seconded by: Councilmember Zuniga
Excuse the absence of Councilmember Maust
Motion: Carried Unanimously with Councilmember Maust absent

2. ADDITIONS-DELETIONS TO AGENDA
None.

3. ORAL COMMUNICATIONS
None.

CLOSED SESSION - 5:30 p.m.

4. CLOSED SESSION
At 5:31 p.m. Mayor Velto announced that the City Council would recess to Closed Session pursuant to Government Code
a. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL- EXISTING

LITIGATION
(Paragraph (1) of subdivision (d) of California Government Code Section 54956.9)
Case name: Solorzano v City of Upland
San Bernardino County Superior Court of California Case No. CIVSB2207375 The City Council reconvened in open session at 6:01 p.m.

5. INVOCATION
1

Mike Ingram, Christian Science Faith

6. PLEDGE OF ALLEGIANCE
Led by Police Chief Blanco

7. PRESENTATIONS
Presentation of certificate of recognition for Ovation School of Performing Arts Healthcare Development and Legislation Updates presented by San Antonio Regional Hospital
Lemon Festival Economic Feasibility Study Presented by Kosmont Companies

8. CITY ATTORNEY
Assistant City Attorney Rice announced the City Council received a report on closed session item 4a and there was no reportable action during Closed Session.

9. ORAL COMMUNICATIONS
Mark Davidson, provided a brief history of businesses in the downtown and the Lemon Festival. He further thanked the City Council for their support of the Lemon Festival and the downtown; and the resulting impact it has had on the area.

The following speakers expressed safety concerns regarding the flooding of the crosswalk in front of Baldy View Elementary School during heavy rains, noting that standing water makes it unsafe for students and families to cross. Speakers also raised concerns about drivers speeding in the school zone. Several speakers requested ramps over the water to allow for safe crossing, as well as additional measures to improve safety in the area.

April Fissel, Claremont Grant Collette, Claremont
Lyra June Moskow, Upland Carter Collette, Claremont Natasha June, Upland Claire Collette, Claremont
Anna Collette, Claremont
Jessica Perez, Upland, stated that she has been receiving parking tickets on street sweeping days due to a lack of sufficient street parking available in her neighborhood.

Hitomi Sakakibara, Placentia, spoke regarding recent ICE activities in the City and urged the City to open a day laborer center.

Susan Quiroga, Upland, spoke regarding recent ICE activities in the City.

Cher T, Upland, spoke regarding ICE activities in the City and requested that the City take a stance against ICE and ensure that all residents know their rights.

Edgar Jawinde-Torres, Upland, provided information on services provided by Pomona Valley Pride.

Jamil Radney, Upland, stated that he is in the process of opening a coffee shop in the City and he is having an issue obtaining permits. He further questioned how he could get his permit expedited.

10. CONSENT CALENDAR
2

Councilmember Zuniga removed Consent Calendar Item 10g for separate action.

Moved by: Councilmember Garcia
Seconded by: Councilmember Breitling
Approve the Consent Calendar
Motion: Carried Unanimously
a. APPROVAL OF MINUTES
Approve the Regular Meeting Minutes of February 9, 2026. b. ACCEPT THE RESIGNATION OF LIBRARY BOARD OF TRUSTEES MEMBER Accept the resignation of Library Board of Trustees Member Jessica Tancredi and direct the City Clerk to post the notice of unscheduled vacancy. c. CONSIDER ADOPTING A RESOLUTION APPROVING AND ADOPTING THE

ANNUAL INVESTMENT POLICY
Adopt Resolution No. 6867 approving and adopting the Annual Statement of Investment Policy for Fiscal Year 2026-27.
d. TREASURER'S REPORT JANUARY 2026
Receive and file the January 2026 Treasurer's Report.
e. SINGLE AUDIT REPORT FOR THE FISCAL YEAR ENDED JUNE 30, 2025 Receive and file the Single Audit Report on Federal Award Programs for the Fiscal Year ended June 30, 2025.
f. CONSIDER APPROVAL OF JANUARY WARRANT AND PAYROLL REGISTERS Approve the January warrant registers totaling $19,600,034.09 (check numbers 55694 - 55998 and direct disbursements) and payroll registers totaling $2,237,309.80 (check numbers 164482 — 164596 and electronic fund transfers 60086 — 60661).
h. AUTHORIZE THE CITY MANAGER TO JOIN THE CALIFORNIA DEPARTMENT

OF TECHNOLOGY'S CONTRACT FOR MICROSOFT LICENSES AND

APPROVE A PURCHASE ORDER
Authorize the City Manager to join the California Department of Technology's (CDT) cooperative agreement (Contract SC 25-0198737) with SHI International Corp for Microsoft 365 licenses for a five-year period; approve the purchase order for the current fiscal year $187,974; and authorize the City Manager to execute any documents necessary for the purchase of the licenses.

CONSIDER APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT FOR THE DESIGN OF STREET AND UTILITY IMPROVEMENTS ON 19TH STREET Approve a Professional Services Agreement with Huitt-Zollars, Inc. for the preparation of street, water, and sewer improvement construction documents for 19th Street, between Mountain Avenue and Euclid Avenue, in the amount of 2

$420,518; approve a contingency in the amount of $44,482, for a total amount of $465,000; and authorize the City Manager to execute the agreement. j. EMERGENCY REPAIR WORK FOR 26 W. 15TH STREET TRANSFER

STATION
Receive and file the status update related to the KSM Electric, Inc. contract for emergency repair work at the 26 W. 15th Street Transfer Station. k. CONSIDER AUTHORIZING THE PURCHASE OF FOUR NEW TRAFFIC SIGNAL POLES AND MAST ARMS FOR THE 16TH STREET AND SAN

ANTONIO AVENUE TRAFFIC SIGNAL PROJECT
Authorize the purchase of four (4) new traffic signal poles and mast arms to be used on the San Antonio Ave and 16th Street Traffic Signal Improvement Project for the amount of $73,640; and authorize the City Manager to execute any documents necessary for the purchase.

CONSIDER APPROVAL OF LETTER ADDENDUM AND P.O. INCREASE FOR

KOSMONT COMPANIES FOR THE LEMON FESTIVAL ECONOMIC IMPACT STUDY
Approve a letter addendum with Kosmont Companies for additional work and services related to the Lemon Festival Economic Impact Study, including extending the agreement completion date to June 30, 2026, approve a corresponding $5,000 purchase order increase, and authorize the City Manager to execute the addendum.
m. CONSIDER APPROVAL OF A BLANKET PURCHASE ORDER FOR 10-8

RETROFIT
Approve a blanket purchase order with 10-8 Retrofit in the amount of $150,000 and authorize the City Manager to execute any necessary documents. n. CONSIDER APPROVAL OF FOURTH AMENDMENT TO THE HARDY AND

HARPER PROFESSIONAL SERVICES AGREEMENT FOR ON-CALL PAVING

SERVICES
Approve the Fourth Amendment to the Professional Services Agreement with Hardy & Harper, Inc., increasing the total not-to-exceed amount to $250,000 to support continued pavement restoration and related work; and authorize the City Manager to execute the amendment.
o. CONSIDER APPROVING A CONTRACT FOR POLICE DEPARTMENT HVAC

CHILLER REPLACEMENT PROJECT
Approve a Construction Contract with F.M. Thomas Air Conditioning, Inc., for the Police Department HVAC Chiller Project in the amount of $398,293; approve a construction contingency in the amount of$50,000, for a total Contract amount of $448,293; appropriate $448,293 from Police Development Impact Fee (DIF) funds toward the project; and authorize the City Manager to execute the Contract.
g. APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT FOR LEMON

FESTIVAL MANAGEMENT
3

City Manager Blay answered questions from the Council regarding the provision of the contract for cleaning the downtown after the Lemon Festival. There was discussion regarding parking issues during the festival and potential locations for additional parking and potential goals and objectives of future Lemon Festivals.

There was discussion of an ad hoc committee for Lemon Festival planning.

Moved by: Mayor Velto
Seconded by: Councilmember Maust
Table the item, direct the City Manager to address concerns, and bring the item back at a future date.

Motion: Carried with Councilmember Garcia opposed

11. PUBLIC HEARINGS
a. CONSIDERATION OF AN ORDINANCE AMENDING CHAPTER 17.37 OF UPLAND MUNICIPAL CODE ON ADUs AND JADUs
At 8:09 p.m. Mayor Velto called a recess and the City Council reconvened in open session at 8:21 p.m.

Development Services Director Dalquest introduced Planning Manager Farris who presented the staff report along with a PowerPoint presentation.

Mayor Velto opened the public hearing and hearing no testimony, closed the public hearing.

Moved by: Councilmember Zuniga
Seconded by: Councilmember Maust
Hold first reading by title only, waive further reading and introduce Ordinance No. 2009 approving Zoning Code Amendment No. 25-0004, which amends Upland Municipal Code Chapter 17.37 to update regulations pertaining to Accessory Dwelling Units (ADUs) and Junior Accessory Dwelling Units (JADUs) in accordance with recent updates in State legislation; and determine that the project is statutorily exempt from the California Environmental Quality Act (CEQA) pursuant to California Public Resources Code Section 21080.17.

Motion: Carried Unanimously

12. COUNCIL COMMITTEE REPORTS
a. COUNCIL REPORTS ON REGIONAL COMMITTEE MEETING, TRAINING, OR

CONFERENCE ATTENDANCE
No reports.

13. BUSINESS ITEMS
a. FISCAL YEAR 2025-26 MID-YEAR BUDGET REVIEW AND PROPOSED

BUDGET ADJUSTMENTS
Assistant City Manager Parker introduced Finance Manager Sullivan who presented the staff report along with a PowerPoint presentation. 4

Public Works Deputy Director Gordon answered questions from the Council regarding the request for additional positions to the Public Works Department.

Moved by: Mayor Velto
Seconded by: Councilmember Garcia

1. Receive and file the Fiscal Year 2025-26 Mid-Year Budget Review

2. Approve the Mid-Year Budget Review's Proposed Budget Adjustments

3. Approve the updated Schedule of Positions

4. Approve the prior fiscal year adjustments in the amount of $148,380 to reclass salaries/benefits expenses for a School Resource Officer from Asset Forfeiture to the General Fund

5. Approve the prior fiscal year adjustments in the amount of $336,800 from the Solid Waste Fund to the Sewer Fund

6. Approve the prior fiscal year adjustment in the amount of $216,383 from deposits held for staff/consultant work that had been completed in previous years

7. Authorize the transfer of$11,777 in unclaimed funds to the General Fund Motion: Carried Unanimously

14. COUNCIL COMMUNICATIONS
Councilmember Garcia announced an upcoming event.

15. CITY MANAGER

16. ADJOURNMENT
Mayor Velto adjourned the meeting at 8:59 p.m. The next regularly scheduled City Council meeting is Monday, March 9, 2026.

Keri Johnson, City Clerk
5

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DATE: February 23,2026 Date 3'gN0
TO: MAYOR AND CITY COUNCIL 1 `j/-,, '�O0pr
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PREPARED BY:ROBERT D.DALQUEST,DEVELOPMENT SERVICES DIRECTOR e ? No w

LORALEE FARRIS,PLANNING MANAGER
SUBJECT: CONSIDERATION OF AN ORDINANCE AMENDING CHAPTER 17.37 OF UPLAND MUNICIPAL CODE ON ADUs AND JADUs
RECOMMENDED ACTION:

It is recommended that the City Council conduct a public hearing and: 1)Hold first reading by title only,waive further reading and introduce an Ordinance(Attachment A)approving Zoning Code Amendment No.25-0004,which amends Upland Municipal Code Chapter 17.37 to update regulations pertaining to Accessory Dwelling Units (ADUs) and Junior Accessory Dwelling Units(JADUs) in accordance with recent updates in State legislation; and 2)Determine that the project is statutorily exempt from the California Environmental Quality Act(CEQA)pursuant to California Public Resources Code Section 21080.17.

GOAL STATEMENT
The proposed action supports the City's goals of maintaining compliance with state law,as well as providing for high quality housing in a range of types, densities, and unit sizes that meet the housing needs of residents of all income levels,promoting equal and fair housing opportunities for all residents, and facilitating the development of a mix of prices,types,and affordability of housing products through the implementation of flexible standards and an efficient permitting process.

BACKGROUND
In recent years,the California Legislature has approved,and the Governor has signed into law,a number of bills that impose new limits on local authority to regulate Accessory Dwelling Units(ADUs) and Junior Accessory Dwelling Units (JADUs).To remain valid,the City's ADU ordinance must be amended to comply with changes in State law.

Adopting the proposed ordinance(See Attachment 1)ensures that the City's ADU ordinance will be consistent with and valid under State law.

On January 28,2026,the Planning Commission held a noticed public hearing and discussed the City's changes to the ADU and JADU Ordinance.The Commission adopted a Resolution(See Attachment 2)recommending that the City Council adopt the Zoning Code Amendment,amending Upland Municipal Code Chapter 17.37 to address the changes in State law.

ISSUES AND ANALYSIS
In late 2025,four new bills were enacted that further amend State ADU law as summarized below:

AB 462—Coastal Development Permits;Disaster-Affected Areas Beyond changes to Coastal Development Permits processing,AB 462 modified the rules governing the issuance of a Certificate of Occupancy(C of 0)for an ADU.Historically,State law has prohibited a local agency from issuing a C of 0 for an ADU before one is issued for the primary dwelling(i.e.,the primary dwelling must have a C of 0 before the ADU can receive one).AB 462 creates a narrow exception to this prohibition for detached ADUs when all of the following conditions are satisfied:
(1) The Governor has declared a state of emergency for the county on or after February 1,2025; (2) The primary dwelling was substantially damaged or destroyed by an event referenced in the state of emergency proclamation;and
(3) The ADU has been issued construction permits and passed all required inspections. (Gov. Code, § 66328(b).)If these conditions are satisfied,the detached ADU can receive a C of 0 before the primary

dwelling. In all other scenarios,the primary dwelling still needs a C of 0 before one can be issued for an ADU.

AB 462 was enacted as an urgency measure that took effect immediately when signed by the Governor(on October 10,2025).The following three bills were enacted as non-urgency measures and take effect on January 1,2026.

AB 1154—JADU Owner-Occupancy; Short-Term Rental
When a JADU is developed,existing State law requires a property owner to reside in the JADU or remaining portion of the single-family dwelling.AB 1154 narrows this requirement to now only apply when a JADU shares sanitation facilities(bathroom)with the single-family dwelling.If the JADU has its own bathroom,then the property owner does not have to reside on the property at all. (See amended Gov.Code, § 66333(b).) AB 1154 also expressly prohibits JADUs from being used as short-term rentals(i.e.,rented for a term shorter than 30 days). (See amended Gov. Code, § 66333(g).).The City's ADU Ordinance already included this prohibition(as well as prohibiting ADUs from being used as short-term rentals).But now it's required by state law.

SB 9; SB 543—Ordinance Submittal to HCD;Approval
Under existing law,local agencies are required to submit a copy of their ADU ordinance to the California Department of Housing and Community Development(HCD)within 60 days of adoption.

This year's SB 91 and SB 543 create a penalty for failing to do so by rendering null and void any local ordinance that is not submitted to HCD within 60 days of adoption. (See amended Gov. Code, § 66326(d); new Gov. Code, § 66333.5(d).). The bills further specify that a local ADU ordinance is null and void if HCD issues findings that the ordinance does not comply with State law and the local agency fails to respond to HCD within 30 days. (Id.) SB 543—ADU Size;Number of ADUs;Impact Fees;Application Timeline SB 543 makes numerous changes and clarifications to State ADU law, the most notable of which are summarized below.

ADU&JADU Size
Existing law limits the maximum size of a JADU to 500 square feet and prohibits local ADU ordinances from imposing certain development standards that would prevent an ADU created under Government Code section 66314 through 66322 from being at least 800 square feet. SB 543 amends state ADU law to specify that allowable square footage of an ADU or JADU refers to square footage of "interior livable space." (See amended Gov. Code, § 66313(d), 66321(b)(2).)
Impact Fees
Existing law exempts ADUS that are 750 square feet or smaller from development impacts fees (DIFs). SB 543 clarified that DIFs may not be imposed on an ADU that has 750 or fewer square feet of interior livable space or on a JADU with 500 or fewer square feet of interior livable space.The bill also exempts an ADU or JADU with fewer than 500 square feet of interior livable space from school impact fees.(See amended Gov.Code, § 66311.5.) Quantity of ADUs Created Under Government Code Section 66323 Previous to these updates,State law had created four categories of ADUs that must be approved if they comply with the limited standards provided in Government Code section 66323(a)(1)—(4).These are:
(1) A converted ADU and JADU created on a lot with a proposed or existing single-family dwelling(Gov.

Code,§ 66323(a)(1));
(2) A detached ADU not exceeding 800 square feet created on a lot with a proposed or existing single family dwelling(Gov.Code,§ 66323(a)(2));
(3) Converted ADUs created in an existing multifamily dwelling,up to a quantity equal to 25 percent of the existing multifamily dwelling units. (Gov. Code, § 66323(a)(3));and (4) Detached ADUs created on a lot with a proposed or existing multifamily dwelling. (Gov. Code, § 66323(a)(4));
1 Not to be confused with the SB 9 of 2021 (Stats. 2021,Ch. 162)regarding urban lot splits and second primary dwelling units.

State law had previously never contained a provision specifying that ADUs created under Government Code Section 66323 could be combined(e.g. allowing someone to both establish a converted ADU and construct a detached ADU on the same single-family property). The common interpretation of the statute was to not require local agencies to allow combinations.Initially,HCD took the same position,indicating only one of the four categories could utilized, as published in their 2020 ADU Handbook.But for the last few years,HCD amended their interpretation of the law, taking the opposite position:that yes,combinations are permitted.(See HCD January 2025 ADU Handbook. [Pursuant to Government Code section 66323, subdivision (a), local governments must allow units created pursuant to subparagraphs(1)and(2)together or(3)and(4)together"].)
SB 543 codifies HCD's most recent interpretation by amending Government Code section 66323 to specifically allow combinations.Thus,a lot with a multifamily dwelling can now have a converted ADU or ADUs created under section 66323(a)(3)and detached ADUs created under section 66323(a)(4).Also,a lot with a single family dwelling can now have a converted ADU and a JADU created under section 66323(a)(1) and a detached ADU created under section 66323(a)(2).

ADU Permitting Process
Existing law has long required local agencies to approve or deny an ADU application within 60 days of receiving a complete application. However, State law was silent with respect to incompleteness determinations, subsequent resubmittals,and appealing local decisions on ADU applications.

SB 543 requires local agencies to now:
(1) Determine whether an ADU application is complete within 15 business days of submittal; (2) If the application is incomplete,within the same 15 days provide the applicant with a list of incomplete items and how to address them;
(3) Review a resubmitted application for completeness within 15 business days; (4) Provide the applicant with a written appeal process for any incompleteness determination or denial(to the Planning Commission or City Council,or both); and
(5) Provide a final written determination on the appeal within 60 business days of receiving the appeal). (See amended Gov.Code,§§ 66317 [ADUs],66335 [JADUs].)
Housing and Community Development(HCD)Comments
On April 21,2025,following the adoption of the City's 2025 ADU Ordinance No. 1993,adopted by the City Council on April 14, 2025, the Development Services Department submitted the Ordinance to the Housing and Community Development(HCD)Review,pursuant to state law.HCD determined that additional modifications to the Ordinance would be required to comply with State ADU laws. These have been addressed in this ADU Ordinance,which include:
• Removing the definitions for "Attached ADU" and "Detached ADU", removing potential inconsistencies with definitions contained within State ADU law. • Modifying the definition for"Primary Dwelling"to refer to the primary single-family and multifamily dwelling(s).
• Removing the requirement for a deed restriction for ADUs. • Incorporating language in the Ordinance on reviewing an ADU or JADU application for completeness.

Clean-up Items
Class I and Class 2 ADUs
Pursuant to ordinance updates recommended by the City Attorney,the ADU Ordinance is updated to redefine ADUs as either Class 1 or Class 2 ADUs.Both types of ADUs will require approval of an ADU permit and building permit.

Class 1 ADU:An ADU that meets any of the State's existing four exemption categories that must be approved if they comply with the limited standards provided in Government Code section 66323(a)(1 through 4). Class 2 ADU: A locally regulated ADU approved under Government Code Sections 66314-66322, which must comply with the development standards contained within Section 17.37.070 of the Upland Municipal Code.

Building Separation
Section 17.37.070(C) was added to establish a minimum building separation of seven (7) feet between primary dwelling(s) on the property and a proposed detached ADU, and six (6) feet between the detached ADU and one or more accessory buildings. These separation requirements are already required for accessory buildings in residential zones,within Section 17.19.050(D) of the Upland Municipal Code. The addition of these provisions within Chapter

17.37 clarify their applicability to Class 2 ADUs and promotes additional privacy between units.Pursuant to state law, the application of this development standard will be implemented so as to not limit the ability to construct an ADU up to 800 square feet,as long as they still comply with state law,as well as building and fire codes.

Landscape Requirements
Amendments to landscaping requirements,that would be applicable to Class 2 ADUs,have been clarified to remove ambiguities pertaining to landscaping species that are used for screening purposes. These updates specify that plant specimens must be a species capable of growing to and being maintained to a height of six feet.

Next Steps&Recommendation
AB 462 took effect immediately when signed,but technically it doesn't require any change to a local ADU ordinance; the City just needs to follow the new rules for issuance of a Certificate of Occupancy, if applicable. The remaining bills took effect January 1,2026, and for the City's ADU ordinance to remain valid and enforceable,it must comply with the new changes in State law. Adopting the proposed ordinance (Exhibit A to Attachment 2) ensures that the City's ADU ordinance will remain in compliance with state law.For these reasons, it is recommended that the City Council adopt the proposed ordinance(Attachment 1).

ENVIRONMENTAL DETERMINATION
Under California Public Resources Code section 21080.17,CEQA does not apply to the adoption of an ordinance by a city or county implementing the provisions of Chapter 13 of Division 1 of Title 7 of the California Government Code,which is California's ADU law.Therefore,the proposed ordinance is statutorily exempt from CEQA in that the proposed ordinance implements state ADU law.

FISCAL IMPACTS
There is no fiscal impact associated with this action.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Determine to be Exempt.

ORDINANCE NO. 2009

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
UPLAND AMENDING CHAPTER 17.37 OF THE UPLAND

MUNICIPAL CODE RELATING TO ACCESSORY DWELLING

UNITS AND JUNIOR ACCESSORY DWELLING UNITS AND

FINDING THE ACTION TO BE STATUTORILY EXEMPT FROM
CEQA UNDER PUBLIC RESOURCES CODE § 21080.17
WHEREAS, the City of Upland, California ("City") is a municipal corporation, duly organized under the constitution and laws of the State of California; and WHEREAS, state law authorizes cities to act by ordinance to provide for the creation and regulation of accessory dwelling units ("ADUs") and junior accessory dwelling units ("JADUs"); and
WHEREAS, in recent years, the California Legislature has approved, and the Governor has signed into law, numerous bills that, among other things, amend various sections of the Government Code to impose new limits on local authority to regulate ADUs and JADUs; and
WHEREAS, in 2025, the California Legislature approved, and the Governor signed into law, further amendments to state ADU law; and WHEREAS, new updates to state ADU law took effect on January 1, 2026, and for the City's ADU ordinance to remain valid, it must be amended to reflect the most recent changes to state law; and
WHEREAS, the City desires to amend its local regulatory scheme for the construction of ADUs and JADUs to reflect the most recent changes to state law; and WHEREAS, on January 28, 2026 at 6:30 p.m., the Planning Commission held a duly-noticed public hearing and considered the staff report, recommendations by staff, and public testimony concerning this proposed Ordinance (Zoning Code Amendment No. 25-0004). Following the public hearing, the Planning Commission adopted Resolution No. 5045 recommending that the City Council adopt an Ordinance amending Chapter 17.37 of the City of Upland Municipal Code relating to Accessory Dwelling Units and Junior Accessory Dwelling Units; and WHEREAS, a notice of a public hearing on said application has been given in the manner and for the time required by law; and
WHEREAS, on February 23, 2026 the City Council held a duly-noticed public hearing to consider the Ordinance, including: (1) the public testimony and agenda reports prepared in connection with the Ordinance, (2) the policy considerations discussed therein, and (3) the consideration and recommendation by the City's Planning Commission; and
WHEREAS, all legal prerequisites to the adoption of the Ordinance have occurred.

Ordinance No. 2009

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF UPLAND DOES ORDAIN AS FOLLOWS:

Section 1. Incorporation. The above recitals are true and correct and are hereby incorporated herein by this reference and adopted as findings by the City Council.

Section 2. CEQA. Under California Public Resources Code section 21080.17, the California Environmental Quality Act ("CEQA") does not apply to the adoption of an ordinance by a city or county implementing the provisions of Chapter 13 of Division 1 of Title 7 of the California Government Code, which is California's ADU law.

Therefore, adoption of the Ordinance is statutorily exempt from CEQA in that it implements state ADU law.

Section 3. Findings. The Planning Commission hereby makes the following findings and determinations in connection with the recommendation for approval of the Project:

1. Finding: The proposed Ordinance does not conflict with any community or specific plan and is consistent with the following General Plan policies and programs:

Evidence: The proposed Ordinance does not conflict with any community or specific plan and is consistent with the following General Plan policies and programs:
a. Land Use Policy LU-1.5 and Housing Element Policy HE-2.2: Provide high-quality housing in a range of types, densities, and unit sizes that meets the housing needs of residents of all income levels.

Fact: The proposed Ordinance is consistent with policies in the Land Use and Housing Elements that provide high-quality housing in a range of types, by setting objective development standards for ADUs and JADUs that are consistent with state law while also providing for a housing type that meets the needs of residents of all income levels. b. Housing Element - Program 9 - Accessory Dwelling Units - Objective:

Review State ADU law annually and process amendments to local regulations as necessary to ensure conformance with current law.

Fact: The proposed ordinance meets the objective under Program 9 of the Housing Element, as it specifically involves a review of State ADU law and the processing of amendments to local regulations to ensure conformance with current law.

2. Finding: The proposed amendment will not be detrimental to the public interest, health, safety, or welfare of the City.

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Evidence: The proposed Ordinance is in the interest of public interest, health, safety, and welfare of the City for several reasons, and will not be detrimental. The City has an interest, as emphasized in the General Plan, in ensuring consistency of their ordinances with state law, and the amendments incorporated contain changes adopted into the California Government Code, effective as of January 1, 2026.

3. Finding: The proposed amendment is internally consistent with other applicable provisions of the Zoning Ordinance.

Evidence: The proposed amendment does not conflict with any other sections of the Zoning Ordinance.

Section 4. Code Amendment. Chapter 17.37 of the Upland Municipal Code is hereby amended and restated to read in its entirety as provided in Exhibit "A" attached hereto and incorporated herein by reference.

Section 5. Effective Date. This Ordinance takes effect 30 days after its adoption.

Section 6. HCD Submittal. In accordance with Government Code sections 66326 and 66333.5, the Development Services Director is directed to submit a copy of this Ordinance to the California Department of Housing and Community Development within 60 days after adoption.

Section 7. Publication. The City Clerk shall certify to the adoption of this Ordinance and cause it, or a summary of it, to be published in a newspaper of general circulation printed and published within the City of Upland, pursuant to all legal requirements.

Section 8. Custodian of Records. The custodian of records for this Ordinance is the City Clerk and the records comprising the administrative record are located at 460 N. Euclid Avenue, Upland, CA 91786.

Section 9. Severability. If any provision of this Ordinance or its application to any person or circumstance is held to be invalid by a court of competent jurisdiction, such invalidity has no effect on the other provisions or applications of the Ordinance that can be given effect without the invalid provision or application, and to this extent, the provisions of this Ordinance are severable. The City Council declares that it would have adopted this Ordinance irrespective of the invalidity of any portion thereof.

Ordinance No. 2009

PASSED, APPROVED, AND ADOPTED this 9th day of March, 2026 Bill Velto, Mayor
I, Keri Johnson, City Clerk of the City of Upland, California, do hereby certify that the foregoing Ordinance was introduced at a regular meeting of the City Council of the City of Upland held on the 23rd of February, 2026, and was adopted at a regular meeting of the City Council of the City of Upland on the 9th day of March, 2026, by the following roll call vote:

AYES:

NOES:

ABSENT:

ABSTAINED:

ATTEST:

Keri Johnson, City Clerk

Ordinance No. 2009

EXHIBIT A
Amended ADU Regulations
(follows this page)

Ordinance No. 2009

Title 17. Zoning Ordinance
Part 4. Special Land Use Regulations
Chapter 17.37. ACCESSORY DWELLING UNITS
§ 17.37.010. Purpose.

The purpose of this chapter is to allow and regulate accessory dwelling units (ADUs) and junior accessory dwelling units (JADUs) in compliance with Chapter 13 of Division 1 of Title 7 of the California Government Code. § 17.37.020. Effect of Conforming.

An ADU or JADU that conforms to the standards in this chapter will not be:

A. Deemed to be inconsistent with the City's General Plan and zoning designation for the lot or property on which the ADU or JADU is located.

B. Deemed to exceed the allowable density for the lot on which the ADU or JADU is located.

C. Considered in the application of any local ordinance, policy, or program to limit residential growth.

D. Required to correct a nonconforming zoning condition, as defined in Section

17.37.030 below. This does not prevent the City from enforcing compliance with applicable building standards in accordance with Health and Safety Code Section 17980.12.
§ 17.37.030. Definitions.

As used in this chapter, the following terms are defined as follows:
"Accessory dwelling unit" or "ADU" means an attached or a detached residential dwelling unit that provides complete independent living facilities for one or more persons and is located on a lot with a proposed or existing primary residence.

An accessory dwelling unit also includes the following:

1. An efficiency unit, as defined by Section 17958.1 of the California Health and Safety Code; and

2. A manufactured home, as defined by Section 18007 of the California Health and Safety Code.
"Accessory structure" means a structure that is accessory and incidental to a dwelling located on the same lot.
"Complete independent living facilities" means permanent provisions for

Ordinance No. 2009

living, sleeping, eating, cooking, and sanitation on the same parcel as the single-family or multifamily dwelling is or will be situated. "Director" means the Development Services Director or designee.
"Efficiency kitchen" means a kitchen that includes all of the following:

1. A cooking facility with appliances.

2. A food preparation counter and storage cabinets that are of a reasonable size in relation to the size of the JADU.
"Existing structure" means an existing single-family dwelling, multifamily dwelling, or other accessory structure that can be safely converted into habitable space under the California Building Standards Code, as amended by the City, and other applicable law.
"Junior accessory dwelling unit" or "JADU" means a residential unit that satisfies all of the following:

1. It is no more than 500 square feet of interior livable space in size;

2. It is contained entirely within an existing or proposed single-family structure. An enclosed use within the residence, such as an attached garage, is considered to be a part of and contained within the single-family structure;

3. It includes its own separate sanitation facilities or shares sanitation facilities with the existing or proposed single-family structure;

4. If the unit does not include its own separate bathroom, then it shall contain an interior entrance to the main living area of the existing or proposed single-family structure in addition to an exterior entrance that is separate from the main entrance to the primary dwelling; and

5. It includes an efficiency kitchen, as defined in this section. "Livable space" means a space in a dwelling intended for human habitation, including living, sleeping, eating, cooking, or sanitation. "Living area" means the interior habitable area of a dwelling unit, including basements and attics, but does not include a garage or any accessory structure. "Nonconforming zoning condition" means a physical improvement on a property that does not conform with current zoning standards.

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"Passageway" means a pathway that is unobstructed clear to the sky and extends from a street to one entrance of the ADU or JADU.
"Primary dwelling" means the existing or proposed single-family or multifamily dwelling(s) on the lot where an ADU would be located.
"Proposed dwelling" means a dwelling that is the subject of a building permit application and that meets the requirements for permitting. "Public transit" means a location, including, but not limited to, a bus stop or train station, where the public may access buses, trains, and other forms of transportation that charge set fares, run on fixed routes, and are available to the public.
"Tandem parking" means that two or more automobiles are parked on a driveway or in any other location on a lot, lined up behind one another. § 17.37.040. Approvals.

The following approvals apply to ADUs and JADUs under this chapter:

A. Ministerial ADU and Building Permits Required. Every ADU or JADU requires an ADU permit and a building permit. The city will review and approve permit applications in accordance with Section 17.37.040(C) below.

B. Processing Fee. The city may charge a fee to reimburse it for costs incurred in processing ADU permits, including the costs of adopting or amending the city's ADU ordinance. The ADU-permit processing fee is determined by the Director of Development Services and approved by the City Council by resolution.

C. Process and Timing.

1. Completeness.
a. Determination in 15 days. The city will determine whether an application to create or serve an ADU or JADU is complete and will provide written notice of the determination to the applicant within 15 business days after the city received the application submittal. b. Incomplete items. If the city's determination under Section

17.37.040(C)(1)(a), above, is that the application is incomplete, the city's notice must list the incomplete items and describe how the application can be made complete.
c. Cure. After receiving a notice that the application is incomplete, the applicant may cure and address the items that were deemed by the city to be incomplete.
d. Subsequent submittals. If the applicant submits additional information

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to address incomplete items, within 15 business days of the subsequent submittal the city will determine in writing whether the additional information remedies all the incomplete items that the city identified in its original notice. The city may not require the application to include an item that was not included in the original notice.
e. Deemed complete. If the city does not make a timely determination as required by this subsection (C)(1), the application or resubmitted application is deemed complete for the purposes of Section

17.37.040(C)(1)(3) below.
f. Appeal of incompleteness. An applicant may appeal the city's determination that the application is incomplete by submitting a written appeal to the Development Service Department. The Planning Commission will review the written appeal and affirm or reverse the completeness determination and provide a final written determination to the applicant within 60 business days after receipt of the appeal.

2. No discretion or hearing. Ministerial permits for an ADU or JADU are considered and approved without discretionary review or a hearing.

3. Deadline to approve or deny ministerial approvals. The city must approve or deny an application to create an ADU or JADU within 60 days from the date that the city receives a complete application. If the city has not approved or denied the complete application within 60 days, the application is deemed approved unless either:
a. The applicant requests a delay, in which case the 60-day time period is tolled for the period of the requested delay, or
b. When an application to create an ADU or JADU is submitted with a permit application to create a new single-family or multifamily dwelling on the lot, the city may delay acting on the permit application for the ADU or JADU until the city acts on the permit application to create the new single-family or multifamily dwelling, but the application to create the ADU or JADU will still be considered ministerially without discretionary review or a hearing.

4. Denial. If the city denies an application to create an ADU or JADU, the city must provide the applicant with comments that include, among other things, a list of all the defective or deficient items and a description of how the application may be remedied by the applicant. Notice of the denial and corresponding comments must be provided to the applicant within the 60- day time period established by Section 17.37.040(C)(3) above.

5. Appeal of denial. An applicant may appeal the city's denial of the application by submitting a written appeal to the Development Services Department.

Ordinance No. 2009

The Planning Commission will review the written appeal and affirm or reverse the denial and provide a final written determination to the applicant within 60 business days after receipt of the appeal.

6. Concurrent review of demolition. A demolition permit for a detached garage that is to be replaced with an ADU is reviewed with the application for the ADU and issued at the same time.
§ 17.37.050. Classes.

A. Class 1: Statutorily Regulated. Class 1 ADUs and JADUs are approved under Government Code Section 66323. If an ADU or JADU complies with each of the general requirements in Section 17.37.060 below, it is allowed in each of the scenarios provided in this Section 17.37.050(A). An ADU and JADU approved under Section 17.37.050(A)(1) may be combined with an ADU approved under Section 17.37.050(A)(2), and ADUs approved under Section 17.37.050(A)(3) may be combined with ADUs approved under Section 17.37.050(A)(4).

1. Converted on Single-Family Lot. One ADU as described in subsection (A)(1) and one JADU on a lot with a proposed or existing single-family dwelling on it, where the ADU orJADU:
a. Is either: within the space of a proposed single-family dwelling; within the existing space of an existing single-family dwelling; or (in the case of an ADU only) within the existing space of an accessory structure, plus up to 150 additional square feet if the expansion is limited to accommodating ingress and egress; and
b. Has exterior access that is independent of that for the single-family dwelling; and
c. Has side and rear setbacks sufficient for fire and safety, as dictated by applicable building and fire codes; and
d. The JADU complies with the requirements of Government Code Sections 66333 through 66339.

2. Limited Detached on Single-Family Lot. One detached, new-construction ADU on a lot with a proposed or existing single-family dwelling, if the detached ADU satisfies the following limitations:
a. The side-and rear-yard setbacks are at least four feet. b. The total floor area is 800 square feet of livable space or smaller. c. The peak height above grade does not exceed the applicable height limit in Section 17.37.060(B) below.

3. Converted on Multifamily Lot. One or more ADUs within portions of existing multifamily dwelling structures that are not used as livable space, including,

Ordinance No. 2009

but not limited to, storage rooms, boiler rooms, passageways, attics, basements, or garages, if each converted ADU complies with State building standards for dwellings. Under this subsection (A)(3), at least one converted ADU is allowed within an existing multifamily dwelling, up to a quantity equal to 25 percent of the existing multifamily dwelling units.

4. Limited Detached on Multifamily Lot. No more than two detached ADUs on a lot with a proposed multifamily dwelling, or up to eight detached ADUs on a lot with an existing multifamily dwelling, if each detached ADU satisfies the following:
a. The side-and rear-yard setbacks are at least four feet. If the existing multifamily dwelling has a rear or side setback of less than four feet, the city will not require any modification to the multifamily dwelling as a condition of approving the ADU.
b. The peak height above grade does not exceed the applicable height limit provided in Section 17.37.060(B) below.
c. If the lot has an existing multifamily dwelling, the quantity of detached ADUs shall not exceed the number of multifamily dwelling units on the lot.

B. Class 2: Locally Regulated. Class 2 ADUs are approved under Government Code Sections 66314-66322. Except for Class 1 ADUs approved under Section

17.37.050(A) above, all ADUs are subject to the standards set forth in Sections

17.37.060 and 17.37.070 below.
§ 17.37.060. General Requirements.

The following requirements apply to all Class 1 and Class 2 ADUs and JADUs:

A. Zoning.

1. A Class 1 ADU approved under Section 17.37.050(A) above may be created on a lot in a residential or mixed-use zone.

2. A Class 2 ADU approved under Section 17.37.050(B) above may be created on a lot that is zoned to allow single-family dwelling residential use or multifamily dwelling residential use.

3. In accordance with Government Code Section 66333(a), a JADU may only be created on a lot zoned for single-family residences.

B. Height.

1. Except as otherwise provided by subsections (B)(2) and (B)(3) below, a detached ADU created on a lot with an existing or proposed single-family or multifamily dwelling unit may not exceed 16 feet in height.

2. A detached ADU may be up to 18 feet in height if it is created on a lot with

Ordinance No. 2009

an existing or proposed single-family or multifamily dwelling unit that is located within one-half mile walking distance of a major transit stop or a high quality transit corridor, as those terms are defined in Section 21155 of the Public Resources Code, and the ADU may be up to two additional feet in height (for a maximum of 20 feet) if necessary to accommodate a roof pitch on the ADU that is aligned with the roof pitch of the primary dwelling unit.

3. A detached ADU created on a lot with an existing or proposed multifamily dwelling that has more than one story above grade may not exceed 18 feet in height.

4. An ADU that is attached to the primary dwelling may not exceed 25 feet in height or the height limitation imposed by the underlying zone that applies to the primary dwelling, whichever is lower. Notwithstanding the foregoing, ADUs subject to this subsection (B)(4) may not exceed two stories.

5. For purposes of this subsection B, height is measured above existing legal grade or the level of the lowest floor, whichever is lower, to the peak of the structure.

C. Fire Sprinklers.

1. Fire sprinklers are required in an ADU if sprinklers are required in the primary residence.

2. The construction of an ADU or JADU does not trigger a requirement for fire sprinklers to be installed in the primary dwelling.

D. Rental Term. No ADU or JADU may be rented for a term that is shorter than 30 days. This prohibition applies regardless of when the ADU or JADU was created.

E. No Separate Conveyance. An ADU or JADU may be rented, but, except as otherwise provided in Government Code Section 66341, no ADU or JADU may be sold or otherwise conveyed separately from the primary dwelling (in the case of a single-family lot) or from the lot and all of the dwellings (in the case of a multifamily lot).

F. Septic System. If the ADU or JADU will connect to an onsite wastewater- treatment system, the owner must include with the application a percolation test completed within the last five years or, if the percolation test has been recertified, within the last 10 years.

G. Owner Occupancy.

1. ADUs. ADUs are not subject to an owner-occupancy requirement.

2. JADUs.
a. Generally. As required by state law, JADUs are generally subject to an owner-occupancy requirement. A natural person with legal or equitable title to the property must reside on the property, in either the primary dwelling or the JADU, as the person's legal domicile and permanent

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residence.
b. Exceptions. The owner-occupancy requirement in this Section

17.37.060(G)(2) does not apply in either of the following situations:
i. The JADU has separate sanitation facilities (i.e., does not share sanitation facilities with the existing primary dwelling unit structure).
ii. The property is entirely owned by another government agency, land trust, or housing organization.

H. Deed Restriction. Prior to issuance of a certificate of occupancy for a JADU, a deed restriction must be recorded against the title of the property in the County Recorder's office and a copy filed with the Development Services Department.

The deed restriction must run with the land and bind all future owners. The form of the deed restriction will be provided by the City and must provide that:

1. The JADU may not be sold separately from the primary dwelling.

2. The JADU is restricted to the approved size and to other attributes allowed by this section.

3. The deed restriction runs with the land and may be enforced against future property owners.

4. The deed restriction may be removed if the owner eliminates the JADU, as evidenced by, for example, removal of the kitchen facilities. To remove the deed restriction, an owner may make a written request to the Director, providing evidence that the JADU has in fact been eliminated. The Director may then determine whether the evidence supports the claim that the JADU has been eliminated. Appeal may be taken from the Director's determination consistent with other provisions of this Code. If the JADU is not entirely physically removed, but is only eliminated by virtue of having a necessary component of an JADU removed, the remaining structure and improvements must otherwise comply with applicable provisions of this Code.

5. The deed restriction is enforceable by the Director or their designee for the benefit of the City. Failure of the property owner to comply with the deed restriction may result in legal action against the property owner, and the City is authorized to obtain any remedy available to it at law or equity, including, but not limited to, obtaining an injunction enjoining the use of the JADU in violation of the recorded restrictions or abatement of the illegal unit.

I. Building and Safety.

1. Must Comply with Building Code. Subject to subsection (I)(2) below, all ADUs and JADUs must comply with all local building code requirements.

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2. No Change of Occupancy. Construction of an ADU does not constitute a Group R occupancy change under the local building code, as described in Section 310 of the California Building Code, unless the Building Official or Code Enforcement officer makes a written finding based on substantial evidence in the record that the construction of the ADU could have a specific, adverse impact on public health and safety. Nothing in this subsection (I)(2) prevents the City from changing the occupancy code of a space that was uninhabitable space or that was only permitted for nonresidential use and was subsequently converted for residential use in accordance with this section.

J. Certificate of Occupancy Timing.

1. Generally. No certificate of occupancy for an ADU or JADU may be issued before the certificate of occupancy is issued for the primary dwelling unit.

2. Limited Exception for State-declared Emergencies. Notwithstanding subsection (J)(1) above, a certificate of occupancy for an ADU may be issued before a certificate of occupancy for the primary dwelling if each of the following requirements are met:
a. The county is subject to a proclamation of a state of emergency made by the California Governor on or after February 1, 2025. b. The primary dwelling was substantially damaged or destroyed by an event referenced in the Governor's state of emergency proclamation. c. The ADU has been issued construction permits and has passed all required inspections.
d. The ADU is not attached to the primary dwelling.
§ 17.37.070. Specific ADU Requirements.

The following requirements apply only to Class 2 ADUs approved under Section

17.37.050(B) above. This section does not apply to Class 1 ADUs or JADUs approved under Section 17.27.050(A) above.

A. Maximum Size.

1. The maximum size of a detached or attached ADU subject to this section is 850 square feet of interior livable space for a studio or one-bedroom unit and 1,000 square feet of interior livable space for a unit with two or more bedrooms.

2. An attached ADU that is created on a lot with an existing primary dwelling is further limited to 50 percent of the floor area of the existing primary dwelling.

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3. Application of other development standards in this section, such as FAR or lot coverage, might further limit the size of the ADU, but no application of the percent-based size limit in subsection (A)(2) above or of an FAR, front setback, building separation, lot coverage limit, or open-space requirement may require the ADU to be less than 800 square feet.

B. Setbacks.

1. ADUs that are subject to this section must conform to a minimum 4-foot side yard and rear yard setbacks. ADUs that are subject to this section must also conform to a minimum 25-foot front-yard setback, subject to subsection (A)(3) above.

2. The setback on the street side of a corner lot must be a minimum of 15 feet, subject to subsection (A)(3) above.

3. All corner lots shall provide and maintain a clear vision triangle at the intersection of streets' right-of-way for the purpose of traffic safety.

4. No setback is required for an ADU that is subject to this section if the ADU is constructed in the same location and to the same dimensions as an existing structure.

C. Building Separation.

1. There shall be a minimum separation of 7 feet between the primary dwelling(s) and a proposed detached ADU, subject to subsection (A)(3).

2. The minimum distance between a proposed detached ADU and one or more accessory buildings shall be 6 feet.

3. If an ADU is constructed in the same location and to the same dimensions as an existing structure, the existing building separation may be maintained.

4. Building separation requirements shall also comply with applicable City building and fire code requirements.

D. Lot Coverage.

1. No ADU subject to this section that is located in the RS-15 or RS-20 zone shall cause the total lot coverage of the lot to exceed 35 percent, subject to subsection (A)(3) above.

2. No ADU subject to this section that is located in the RS-10 zone shall cause the total lot coverage of the lot to exceed 40 percent, subject to subsection (A)(3).

3. No ADU subject to this section that is located in the RS-7.5 zone shall cause the total lot coverage of the lot to exceed 45 percent, subject to subsection (A)(3).

4. No ADU subject to this section that is located in the RS-4 zone shall cause the total lot coverage of the lot to exceed 50 percent, subject to subsection (A)(3).

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5. No ADU subject to this section that is located in the B/R-MU zone shall cause the total lot coverage of the lot to exceed 45 percent, subject to subsection (A)(3).

E. Minimum Outdoor Living Space. No ADU subject to this section that is located in the RM-10, RM- 20 or RM-30 zone may cause the private and common outdoor living space of the lot to fall below the following requirements, subject to subsection (A)(3):

1. Private Outdoor Living Space. Private open space shall be provided at a ratio of 100 square feet per dwelling unit, with a minimum dimension of eight feet on any side and a configuration that would accommodate a rectangle of at least 100 square feet.

2. Common Outdoor Living Space. Common open space shall be provided at a ratio of 250 square feet per dwelling unit. Common open space shall be at least 25 feet clear on any side.
a. Portions of setbacks (excluding the front yard setback) that are contiguous with and an integral part of, the outdoor living space may be included in calculating the area and minimum dimensions of such space. Driveways and parking areas shall not be included in calculations of outdoor living space.
b. The review authority may permit the common open space to be decreased or eliminated as long as there is an equal increase in private open space or open space on site for public use that results in the same total open space square footage as otherwise required.

F. Passageway. No passageway, as defined by Section 17.37.030, is required for an ADU.

G. Parking.

1. Generally. One off-street parking space is required for each ADU or bedroom, whichever is less. The parking space may be provided in setback areas or as tandem parking, as defined by Section 17.37.030 (Definitions) above.

2. Exceptions. No parking under subsection (F)(1) is required in the following situations:
a. The ADU is located within one-half mile walking distance of public transit, as defined in Section 17.37.030 (Definitions) above. b. The ADU is located within an architecturally and historically significant historic district.
c. The ADU is part of the proposed or existing primary residence or an accessory structure.

Ordinance No. 2009

d. When on-street parking permits are required but not offered to the occupant of the ADU.
e. When there is an established car share vehicle stop located within one block of the ADU.
f. When the permit application to create an ADU is submitted with an application to create a new single-family or new multifamily dwelling on the same lot, provided that the ADU or the lot satisfies any other criteria listed in subsections (F)(2)(a) though (e) above.

3. No Replacement. When a garage, carport, or covered parking structure, or uncovered space is demolished in conjunction with the construction of an ADU or converted to an ADU, those off-street parking spaces are not required to be replaced.

H. Architectural and Design Requirements.

1. Roof.
a. The roof slope must match that of the dominant roof slope of the primary dwelling. The dominant roof slope is the slope shared by the largest portion of the roof.
b. All eave and gable overhangs must be at least 12 inches, unless designed to match the primary unit.

2. Design.
a. The materials, textures, and colors of the exterior walls, roof, and windows and doors of the ADU must match the appearance and architectural design of those of the primary dwelling.
b. The interior horizontal dimensions of an ADU must be at least 10 feet wide in every direction, with a minimum interior wall height of seven feet.
c. Windows and doors of the ADU may not have a direct line of sight to an adjoining residential property. Fencing or walls with a minimum height of five feet, landscaping, or privacy glass may be used to provide screening and prevent a direct line of sight.

3. Building Entrance. The ADU must have an independent exterior entrance, apart from that of the primary dwelling.

4. Parking Space Dimensions.
a. Each unenclosed parking space must be at least nine feet wide by 19 feet deep.
b. Each parking space that is provided within an enclosed garage must be at least 10 feet wide by 20 feet deep.

Ordinance No. 2009

5. Balconies and Roof Decks.
a. Balconies are prohibited on an attached ADU.
b. Roof decks are prohibited on attached and detached ADUs, and accessory structures and garages converted to an ADU.

6. Lighting. The exterior lighting must be limited to down-lights or as otherwise required by the building or fire code.

I. Landscape Requirements.

1. When required, plant specimens intended to provide screening must be a species capable of growing to and being maintained at a height of six feet.

As an alternative, a solid fence or wall six feet in height may be installed.

2. All new landscaping must be drought-tolerant.

J. Historical Protections. An ADU that is on or within 600 feet of real property that is listed in the California Register of Historic Resources must be located so as to not be visible from any public right-of-way.

K. Allowed Stories. No ADU subject to this section may have more than one story, except that an ADU that is attached to the primary dwelling may have the stories allowed under Section 17.37.060(B)(4).
§ 17.37.080. Fees.

The following requirements apply to all Class 1 ADUs and JADUs and Class 2 ADUs that are approved under Section 17.37.050(A) and (B) above.

A. Impact Fees.

1. No impact fee is required for a JADU or for an ADU that is less than 750 square feet of interior livable space. For purposes of this subsection A, "impact fee" means a "fee" under the Mitigation Fee Act (Government Code Section 66000(b)) and a fee under the Quimby Act (Government Code Section 66477). "Impact fee" here does not include any connection fee or capacity charge for water or sewer service.

2. A JADU or ADU with less than 500 square feet of interior livable space does not increase assessable space by 500 square feet for purposes of Education Code section 17620(a)(1)(C), and is therefore not subject to school fees under Education Code section 17620.

3. Any impact fee that is required for an ADU that has 750 square feet or more of interior livable space must be charged proportionately in relation to the square footage of the primary dwelling unit (e.g., the floor area of the ADU, divided by the floor area of the primary dwelling, times the typical fee amount charged for a new dwelling).

Ordinance No. 2009

B. Utility Fees.

1. If an ADU or JADU is constructed with a new single-family home, a separate utility connection directly between the ADU or JADU and the utility and payment of the normal connection fee and capacity charge for a new dwelling are required.

2. Except as described in subsection (B)(1) of this section, JADUs and converted ADUs on a single-family lot that are created under Section

17.37.050(A)(1) are not required to have a new or separate utility connection directly between the JADU or ADU and the utility. Nor is a connection fee or capacity charge required. Notwithstanding the rest of this paragraph, a direct utility connection is required for separate conveyance of an ADU when separate conveyance is allowed under this code.

3. Except as described in subsection (B)(1), all ADUs that are not covered by subsection (B)(2) shall require a new, separate utility connection directly between the ADU and the utility and for any utility that is provided by the City. All utilities that are not provided by the City are subject to the connection and fee requirements of the utility provider. a. The connection is subject to a connection fee or capacity charge that is proportionate to the burden created by the ADU, based on either the floor area or the number of drainage- fixture-units (DFU) values, as defined by the Uniform Plumbing Code, upon the water or sewer system.
b. The portion of the fee or charge that is charged by the City may not exceed the reasonable cost of providing this service.
§ 17.37.090. Nonconforming Zoning Code Conditions,Building Code Violations, and Unpermitted Structures.

A. Generally. The city will not deny an ADU or JADU application due to a nonconforming zoning condition, building code violation, or unpermitted structure on the lot that does not present a threat to the public health and safety and that is not affected by the construction of the ADU or JADU.

B. Unpermitted ADUs and JADUs constructed Before 2020.

1. Permit to Legalize. As required by state law, the city may not deny a permit to legalize an existing but unpermitted ADU or JADU that was constructed before January 1, 2020, if denial is based on either of the following grounds:
a. The ADU or JADU violates applicable building standards, or b. The ADU or JADU does not comply with the State ADU or JADU law or this ADU ordinance (Chapter 17.37).

Ordinance No. 2009

2. Exceptions.
a. Notwithstanding subsection (B)(1) above, the city may deny a permit to legalize an existing but unpermitted ADU or JADU that was constructed before January 1, 2020, if the city makes a finding that correcting a violation is necessary to comply with the standards specified in California Health and Safety Code Section 17920.3. b. Subsection (B)(1) above does not apply to a building that is deemed to be substandard in accordance with California Health and Safety Code Section 17920.3.
§ 17.37.100. Nonconforming ADUs and Discretionary Approval.

Any proposed ADU or JADU that does not conform to the objective standards set forth in Sections

17.37.010 to 17.37.080 of this chapter may be allowed by the City with a conditional use permit, in accordance with Section 17.44.040 (Conditional Use Permits).

:,' Up`q� CITYUPLAND
, �. "The City of Gracious Living"
llrrii-RO
DATE: March 9,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:THOMAS RICE,ASSISTANT CITY ATTORNEY
SUBJECT: CONSIDER APPROVING AMENDMENT NO. 1 TO THE AGREEMENT FOR CITY

ATTORNEY LEGAL SERVICES
RECOMMENDED ACTION:

It is recommended that the City Council: 1) Approve Amendment No. 1 to the Agreement for City Attorney Legal Services Between the City of Upland and Best Best&Krieger LLP which appoints Thomas A. Rice to serve as City Attorney and Albert J. Maldonado as Assistant City Attorney; and 2) Authorize the City Manager to execute Amendment No. 1.

GOAL STATEMENT
The proposed action supports the City's goal of effective governance by ensuring continuity of legal counsel and preserving uninterrupted legal services.

BACKGROUND
Best Best&Krieger("BBK")is a full-service municipal law firm which provides legal services to the City of Upland.

BBK assigns a team of attorneys and subject matter specialists to advise the City on litigation,labor and employment, real estate,housing,land use,CEQA,and other municipal law matters.

On February 22,2021,BBK was appointed to provide all necessary legal services for the City.Under the current City Attorney Legal Services Agreement("Original Agreement")with BBK, Stephen P. Deitsch has served as the City's named City Attorney,Thomas A.Rice has served as the Assistant City Attorney,and Albert J.Maldonado has served as the City's Planning Commission counsel. Last year, Stephen Deitsch informed the Mayor and Council of his intention to step back from his role as City Attorney as he prepares for retirement.

ISSUES AND ANALYSIS
The proposed Amendment No. 1 to the Original Agreement updates the designated City Attorney and Assistant City Attorney. The amendment reflects the transition from Stephen P. Deitsch to Thomas A. Rice as City Attorney and from Thomas A.Rice to Albert J.Maldonado as Assistant City Attorney.

The only operative change is to the designation of City Attorney and Assistant City Attorney. The City will continue to receive full services from the BBK team without disruption.

ENVIRONMENTAL DETERMINATION
The proposed action is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA.The proposed action is not included within the definition of a"project" and thus is exempt.

FISCAL IMPACTS
There is no fiscal impact associated with this action.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

AMENDMENT NO. 1 TO

AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES

BETWEEN

THE CITY OF UPLAND
AND

BEST BEST & KRIEGER LLP
This Amendment No. 1 to the Agreement for City Attorney Legal Services is made and entered into as of March 23, 2026 ("Effective Date") by and between the City of Upland, a municipal corporation ("City") and Best Best & Krieger LLP, a limited liability partnership engaged in the practice of law ("BB&K"). City and BB&K are sometimes referred to herein individually as a "Party" and collectively as "Parties."

RECITALS
A. WHEREAS, City and BB&K have entered into an agreement, dated February 22, 2021 , for the purpose of providing all necessary legal services for City (the "Original Agreement"), under which Stephen P. Deitsch was designated as City Attorney and Thomas A. Rice was designated as Assistant City Attorney.

B. WHEREAS, with the upcoming retirement of Stephen P. Deitsch, the Parties now desire to amend Section 3.3 of the Original Agreement in order to designate Thomas A. Rice as City Attorney and current Planning Commission counsel, Albert J.

Maldonado, as Assistant City Attorney.

NOW, THEREFORE, in consideration of the above recitals and the mutual covenants, conditions, and promises contained in this Amendment No. 1 and the Original Agreement, the Parties mutually agree as follows:

AGREEMENT

1. Incorporation of Recitals. The recitals listed above are true and correct and are hereby incorporated into Amendment No. 1 as though fully set forth herein.

2. Designated City Attorney. Pursuant to Section 3.15 of the Original Agreement, amendments to the Original Agreement shall be binding when executed in writing and signed by both Parties. Section 3.3 of the Original Agreement is hereby amended to read as follows:
"Thomas A. Rice shall be designated as City Attorney, and shall be responsible for the performance of all Services under this Agreement, including the supervision of Services performed by other members of BB&K.

Albert J. Maldonado shall be designated as Assistant City Attorney, and shall attend such meetings as may be requested by the City Attorney. No change in these assignments shall be made without the consent of the Client."
-1-

3. Full Force. Except as amended by this Amendment No. 1, all provisions of the Original Agreement, including without limitation the indemnity and insurance provisions, shall remain in full force and effect and shall govern the actions of the Parties under this Amendment No. 1.

4. Electronic Transmission. A manually signed copy of this Amendment No. 1 which is transmitted by facsimile, email or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original executed copy of this Amendment No. 1 for all purposes. This Amendment No. 1 may be signed using an electronic signature.

5. Counterparts. This Amendment No. 1 may be signed in counterparts, each of which shall constitute an original.

IN WITNESS WHEREOF, the Parties hereto have executed this Amendment No. 1 on the Effective Date first herein above written.

CITY OF UPLAND BEST BEST & KRIEGER LLP
APPROVED BY:

Michael Blay, City Manager Thomas A. Rice, Partner -2-

AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES

BETWEEN

THE CITY OF UPLAND
AND

BEST BEST &KRIEGER LLP

1. PARTIES AND DATE.

This Agreement is made and entered into as of the February 22, 2021, by and between the City of Upland, a municipal corporation ("Client"), and Best Best & Krieger LLP, a limited liability partnership engaged in the practice of law("BB&K").

2. RECITALS.

2.1 Client wishes to engage the services of BB&K as its City Attorney to perform all necessary legal services for the Client on the terms set forth below. For purposes of this Agreement, the term "Client" shall include the City's Successor Agency, Housing Authority, Public Finance Authority and any other affiliated entities governed by the City Council.

3. TERMS.

3.1 Term. The term of this Agreement shall commence on February 22, 2021 and shall continue in full force and effect until terminated in accordance with Section 3.12.

3.2 Scope of Services. BB&K shall serve as City Attorney and shall perform legal services ("Services") as may be required from time to time by the Client as set forth by this Agreement, unless otherwise agreed to by the Client and BB&K. As part of the Services to be performed hereunder,BB&K shall be responsible for the following:

3.2.1 Preparation for, and attendance at,regular meetings of the Client;

3.2.2 Provision of legal counsel at such other meetings as directed by the Client;

3.2.3 Preparation or review of Client ordinances and resolutions, together with such staff reports, orders, agreements, forms, notices, declarations, certificates, deeds, leases and other documents as requested by the Client;

3.2.4 Rendering to the officers and employees of the Client legal advice and opinions on all legal matters affecting the Client,including new legislation and court decisions,as directed by the Client;

3.2.5 Researching and interpreting laws, court decisions and other legal authorities in order to prepare legal opinions and to advise the Client on legal matters pertaining to Client operations, as directed by the Client;

3.2.6 Performing legal work pertaining to property acquisition,property disposal, public improvements,public rights-of-way and easements, as directed by the Client;

3.2.7 Responding to inquiries and review for legal sufficiency ordinances, resolutions, contracts, and administrative and personnel matters, as directed by the Client;

3.2.8 Representing and assisting on litigation matters, as directed by the Client.

Such services shall include, but shall not be limited to, the preparation for and making of appearances,including preparing pleadings and petitions,making oral presentations,and preparing answers, briefs or other documents on behalf of the Client, and any officer or employee of the Client, in all federal and state courts of this State, and alternative dispute resolution officer, and before any governmental board or commission, including reviewing, defending or assisting any insurer of the Client or its agents or attorneys with respect to any lawsuit filed against the Client or any officer or employee thereof, for money or damages.

3.2.9 The following additional services are available for an additional fee if authorized by the City Manager:
(A) BB&K's Project 5 Program. Provides participants with memoranda summarizing new changes in case law under the California Environmental Quality Act ("CEQA"), an annually updated set of CEQA notices and forms to aid participants in meeting CEQA's requirements,an annually updated set of Local CEQA Guidelines and a draft Resolution for adopting Local CEQA Guidelines, memoranda summarizing pending and recently passed CEQA legislation, and other CEQA resources and materials. Memoranda, forms, and guidelines are provided to participating agencies via the CEQA Guidelines Client Portal, a secure website providing an on-demand and continually updating library of CEQA resources. By providing our Project 5 Program updates to a large pool of participants, BB&K is able to divide the overall cost of the products among all participants and charge only a fraction of the total costs to the individual client agencies. If the City wishes to utilize this Program,the hourly rates charged are the same as those charged for Special Legal Services under Exhibit"A." (B) BB&K's Advanced Records Center Services. Through its Advanced Records Center ("ARC"), BB&K combines its legal acumen and experience with cutting-edge technology to provide comprehensive and cost- effective support for non-routine records-related matters. Specifically, at the Client's option, the ARC team will assist Client with non-routine Public Records Act Processing and Policy Drafting, as detailed below. See Exhibit "E" for more details.
(C) BB&K Trainings. Best Best & Krieger LLP offers a variety of trainings to public agency and private business leadership and staff on topics required by law, as well as preventative and educational legal topics. The trainings are interactive and can be given onsite,via live webinar or virtual on-demand. Some of our most popular trainings include AB 1234 Ethics, Workplace Civility and Sexual Harassment Avoidance Training, The Brown Act "Open Meetings Law," Crystalizing Your Agency's CPRA Policies & Procedures and SB 1343 Sexual Harassment Avoidance Training for Non-Supervisors. Such trainings are customizable. Pricing available upon request.
2

(D) BB&K's Election Law Center Subscription Services.

Participants in BB&K's Election Law Center will be given access to up-to-date election document templates, including resolutions and other mandatory election documents. The annual subscription also gives participants access to BB&K's Election Law Center hotline, which participants can use for guidance on day-to- day election law questions that arise during campaign and election season.

Participation in this service is available under a separate agreement. As of January 1, 2021,pricing is$1,950 annually.

3.3 Designated City Attorney. Stephen P.Deitsch shall be designated as City Attorney, and shall be responsible for the performance of all Services under this Agreement, including the supervision of Services performed by other members of BB&K. Thomas A. Rice shall be designated as Assistant City Attorney, and shall attend such meetings as may be requested by the City Attorney. No change in these assignments shall be made without the consent of the Client.

3.4 Time of Performance. The Services of BB&K shall be performed expeditiously in the time frames and as directed by the Client.

3.5 Assistance. The Client agrees to provide all information and documents necessary for the attorneys at BB&K to perform their obligations under this Agreement.

3.6 Independent Contractor. BB&K shall perform all legal services required under this Agreement as an independent contractor of the Client and shall remain,at all times as to the Client, a wholly independent contractor with only such obligations as are required under this Agreement.

Neither the Client, nor any of its employees, shall have any control over the manner, mode or means by which BB&K, its agents or employees, render the legal services required under this Agreement, except as otherwise set forth. The Client shall have no voice in the selection, discharge, supervision or control of BB&K's employees, representatives or agents, or in fixing their number, compensation,or hours of service.

3.7 Fees and Costs. BB&K shall render and bill for legal services in the following categories and at rates set forth in Exhibit"A"and in accordance with the BB&K Billing Policies set forth in Exhibit"D", both of which are attached hereto and incorporated herein by reference.

In addition, the Client shall reimburse BB&K for reasonable and necessary expenses incurred by it in the performance of the Services under this Agreement. Authorized reimbursable expenses shall include, but are not limited to, printing and copying expenses, mileage expenses at the rate allowed by the Internal Revenue Service,toll road expenses,long distance telephone and facsimile tolls,computerized research time(e.g.Lexis or Westlaw),research services performed by BB&K's library staff, extraordinary mail or delivery costs (e.g. courier, overnight and express delivery), court fees and similar costs relating to the Services that are generally chargeable to a client.

However,no separate charge shall be made by BB&K for secretarial or word processing services.

3.8 Billing. BB&K shall submit monthly to the Client a detailed statement of account for Services. The Client shall review BB&K's monthly statements and pay BB&K for Services rendered and costs incurred, as provided for in this Agreement, on a monthly basis. 3

3.9 Annual Reviews. The Client and BB&K agree that a review of performance and the compensation amounts referenced in this Agreement should occur at least annually.

3.10 Insurance. BB&K carries errors and omissions insurance with Lloyd's of London.

After a standard deductible,this insurance provides coverage beyond what is required by the State of California. A declaration page containing information about BB&K's errors and omissions insurance policy is available upon Client's request.

BB&K shall procure and maintain for the duration of the Agreement the following types of insurance against claims and injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by the BB&K, its agents, representatives, or employees:

3.10.1 Commercial General Liability, using a standard ISO CG 00 01 occurrence form, including premises, operations, products and completed operations and contractual liability with limits not less than$1,000,000 per occurrence,$2,000,000 General Aggregate and$1,000,000 Products-Completed Operations Aggregate for bodily injury, personal injury, and property damage.

3.10.2 Automobile Liability, using a standard ISO Business Auto CA 00 01 form with limits not less than $1,000,000 per accident for bodily injury and property damage for all owned,hired and non-owned automobiles. Coverage shall include Contractual Liability.

3.10.3 Workers' Compensation including statutory coverage as required by the State of California and including Employer's Liability with limits not less than $1,000,000 each accident; 1,000,000 policy limit bodily injury by disease; $1,000,000 each employee bodily injury by accident.

3.10.4 Professional Liability(Errors & Omissions) insurance with limits not less than $5,000,000 per occurrence and in the Aggregate. Such insurance coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Consultant in this Contract.

The above insurance shall include endorsements as follows: Additional insured and Primary/non- contributory on GL, AL; Waiver of Subrogation on GL, AL and WC The above insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VIII, and admitted and licensed to do business in the State of California, unless otherwise acceptable to the City. Self-insurance shall not be considered to comply with these insurance requirements.

3.11 Attorney-Client Privilege. Confidential communication between the Client and BB&K shall be covered by the attorney-client privilege. As used in this article, "confidential communication" means information transmitted between the Client and BB&K in the course of the relationship covered by this Agreement and in confidence by a means that, so far as the Client is aware, discloses the information to no third persons other than those who are present to further the interests of the Client in the consultation or those to whom disclosure is reasonably necessary for the transmission of the information or the accomplishment of the purpose for which BB&K is 4

consulted, and includes any legal opinion formed and advice given by BB&K in the course of this relationship.

3.12 Termination of Agreement and Legal Services. This Agreement and the Services rendered under it may be terminated at any time upon thirty (30) days' prior written notice from either party, with or without cause. In the event of such termination, BB&K shall be paid for all Services authorized by the Client and performed up through and including the effective date of termination. BB&K shall also be reimbursed for all costs associated with transitioning any files or other data or documents to a new law firm or returning them to the Client.

3.13 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements.

3.14 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County.

3.15 Amendment Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both parties.

3.16 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a party shall give the other party any contractual rights by custom, estoppel, or otherwise.

3.17 Invalidity: Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.18 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.19 Delivery of Notices. All notices permitted or required under this Agreement notices shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. All notices permitted or required under this Agreement shall be given to the respective parties at the following address,or at such other address as the respective parties may provide in writing for this purpose:

Client: City of Upland
460 N. Euclid Avenue
Upland, CA 91786
Attention: City Manager
BB&K: Best Best&Krieger LLP
2855 E. Guasti Rd.,
Suite 400
5

Ontario, CA 91761
Attention: City Attorney, City of Upland

3.20 Indemnification.

3.20.1 To the fullest extent permitted by law, BB&K shall defend, indemnify and hold harmless the City of Upland("City"), and its official, its officers, employees,volunteers and agents harmless from and against any and all actions,suits,claims,demands,judgments,attorney's fees, costs, damages to persons or property, losses, penalties, obligations, expenses or liabilities (herein "claims" or "liabilities") that may be asserted or claimed by any person or entity arising out of the willful or negligent acts, errors or omissions of BB&K, its employees, agents, representatives or subcontractors which directly or indirectly relate to the work being performed or services being provided under this Agreement,whether or not there is concurrent active or passive negligence onthe part of City and its officers, employees and agents,but excluding such claims or liabilities arising from the sole active negligence or willful misconduct of City or and/or its officers,employees and agents in connection therewith.The parties agree that City shall,in its sole discretion, have the right to choose legal counsel to defend it as to any actions, suits, claims, demands, judgments, attorney's fees, costs, damages to persons or property, losses, penalties, obligations, expenses or liabilities contemplated by this Section notwithstanding BB&K's obligations to indemnify and hold the City harmless. The parties further anticipate that BB&K's insurance policy or policies will provide coverage that shall be primary for the matters addressed by this Section.

3.20.2 City acknowledges BB&K is being appointed as City Attorney pursuant to the authority of Government Code Section 36505,and has the authority of that office.Accordingly, the City is responsible pursuant to Government Code Section 825 for providing a defense for the City Attorney for actions within the scope of its engagement hereunder. Therefore, City agrees to undertake its statutory duty and indemnify BB&K, its officers, employees and agents against and will hold and save each of them harmless from,any and all claims or liabilities that may be asserted or claims by any person, firm or entity arising out of or in connection with the work,operations or activities of BB&K within the course and scope of its performance hereunder,but nothing herein shall require City to indemnify BB&K for liability arising from its own negligence or alleged negligence. In connection herewith:
(A) City will promptly provide a defense and pay any judgment rendered against the CITY,its officers,agency or employees for any such claims or liabilities arising out of or in connection with such work, operations or activities of City hereunder; and
(B) In the event BB&K,its officers,agents or employees is made a party to any action or proceeding filed or prosecuted against City for such damages or other claims solely arising out of or in connection with the work operation or activities of City hereunder, CITY agrees to pay to BB&K, its officers, agents or employees any and all costs and expenses incurred by attorney, its officers, agents or employees in such action or proceeding,including,but not limited to,legal costs and attorneys' fees.
6

IN WITNESS WHEREOF, the Client and BB&K have executed this Agreement for City Attorney Legal Services as of the date first written above. (signatures contained on following page)
7

SIGNATURE PAGE TO

AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES

BETWEEN

THE CITY OF UPLAND
AND

BEST BEST &KRIEGER LLP

CITY OF UPLAND
By: Date:
ill l://1>
P,7,h
elto
Mayor
ATTEST:

By: Date: 2/ /2—i
Keri son
City Clerk

BEST BEST &KRIEGER LLP
By: 0-6 Date:

Stephen P. Deitsch
Partner
8

EXHIBIT"A"
TO

AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES

BETWEEN

THE CITY OF UPLAND
AND

BEST BEST & KRIEGER LLP

1. Basic Legal Services-Description. Basic legal services shall include all services provided to Client that are not otherwise specifically identified below as either Special Legal Services,Third Party Reimbursable Legal Services, or Public Finance Legal Services ("Basic Legal Services").

The Client shall pay for Basic Legal Services at the flat rate monthly retainer amount of Twenty Thousand Dollars ($20,000.00).

By way of example, Basic Legal Services includes attendance at regular and special City Council and Planning Commission meetings, attendance at executive team meetings, and office hours when required. Basic Legal Services includes work on standard ordinances and resolutions, standard contracts, and general inquiries relating to the Brown Act, conflict of interest laws and the Public Records Act, etc. consistent with the cost proposal worksheet included as Section 7 of this Exhibit A.

2. Special Legal Services and Complex Special Services -Description.

Special Legal Services shall include the following types of services:

A. Litigation and formal administrative or other adjudicatory hearing matters B. Labor relations and employment matters
C. Non-routine real estate matters (e.g. CC&R's, deed or title work) D. Land acquisition and disposal matters(including pre-condemnation) E. Successor Agency and housing matters
F. Taxes, fees and charges matters (e.g. Prop. 218 & Mitigation Fee Act)Public construction disputes
H. Non-routine contract negotiation matters(including non-BB&K model agreements and franchise agreements)
I. Non-routine land use and development matters (including general plan updates, Williamson Act issues, annexations and development agreements) J. Environmental matters (e.g. CEQA,NEPA, endangered species) K. Water law matters(e.g. water quality, storm water)Tax and ERISA related matters 9

M. Toxic substances matters (e.g. CERCLA,RCRA)
N. Complex public utility matters (e.g. electric, natural gas, telecommunications, water,rail or transit that involve state or federal regulatory issues) O. Renewable energy and energy efficiency project contracts and power purchase agreements
P. Intergovernmental Relations and Advocacy efforts (e.g. legislative and regulatory representation) at the federal and state level.

Q. Non-routine election law matters, including election law litigation.

R. PRA Policy drafting including reviewing, assessing, and updating records-related policies to reflect current legal standards and best practices.

S. Other matters mutually agreed upon between BBK and the City Manager.

Complex Special Services shall include the following types of services:

A. Water rights matters.

B. Employee benefits&retirement matters.

3. Special Legal Services — Rates. The Client shall pay for Special Legal Services at the following rates:

Partners &Of Counsel $325 per hour
Associates $265 per hour
Paralegals &Law Clerks $160 per hour
Litigation Analysts $160 per hour
Muni/Research Analysts $160 per hour
Pension Consultant $250 per hour
Complex Special Services—Rates. The Client shall pay for Complex Legal Services such as Employee Benefits&Retirement matters and Water Rights matters at the following rates:

Partners &Of Counsel $400 per hour
Associates $265 per hour
Pension Consultant $250 per hour
Paralegals &Law Clerks $160 per hour
10

Litigation Analysts $160 per hour
Muni/Research Analysts $160 per hour

4. Other Legal Services
Advanced Records Center(ARC) Services(See Exhibit"E"}—At City Manager's request, BB&K may provide Client with Public Records Act (PRA) processing services at the following rates:

All ARC Team Members $180 per hour
(Including attorneys)
City Prosecutor and Code Enforcement—At City Manager's request, BB&K may provide Client with code enforcement legal services and City Prosecutor services, if required, at the following rates:

Attorneys $220 per hour
Paralegals&Law Clerks $150 per hour
Trainings —BB&K offers a variety of in-person training in areas like ethics, conflicts of interest, and sexual harassment, currently priced between $950 $1,200. Training via video conference and webinars currently range from$20 to $75 per person.

5. Agreement Regarding Rate Categories. If BB&K believes that a matter falls within the Special Legal Services, Third Party Reimbursable Legal Services, or Public Finance Legal Services rate categories, BB&K shall seek approval from the City Manager or his/her designee.

The City Manager's or her designee's approval of such a request from BB&K shall not be unreasonably withheld.

6. Annual Adjustments.

The above rates and retainer amounts will be adjusted annually using the cost of living index and rounded to the nearest dollar. At the start of the Client's fiscal year, July 1, 2022 and every July 1 thereafter during the term of this Agreement,rates and amounts shall be increased for the change in the cost of living for the most recently published twelve(12)month period,as shown by the U.S. Department of Labor in its All Urban Consumers Index (Riverside-San Bernardino- Ontario, CA area, Base Period December 2017 = 100) provided, however, that such adjustment shall never be lower than zero percent (0%) nor more than three percent (3%). This CPI-U adjustment request shall be made in writing with appropriate supporting documentation prior to March 15th for implementation on the following July 1 to allow for budgeting purposes. In addition 11

to the automatic rate increases, either BB&K or the Client may initiate consideration of a rate increase at any time.

7. Cost Proposal Worksheet
PROVIDED INCLUDED TITLE/PERSON
SERVICES BY FIRM IN PERFORMING THIS
RETAINER SERVICE
Attend regular and special Council CITY ATTORNEY OR meetings Yes Yes ASSISTANT CITY

ATTORNEY
Attend regular and special Commission PLANNING COMMISSION meetings Yes Yes ATTORNEY

CITY ATTORNEY OR
Attend Executive Team and other similar Yes Yes ASSISTANT CITY meetings as requested ATTORNEY

CITY ATTORNEY OR
Office hours, at least twice per month Yes Yes ASSISTANT CITY

ATTORNEY

CITY ATTORNEY OR
Agenda review and follow-up Yes Yes ASSISTANT CITY

ATTORNEY
Standard ordinances/resolution review and Yes Yes ATTORNEY/PARALEGAL revision
Standard contract review and revision Yes Yes ATTORNEY/PARALEGAL Standard conflict issues Yes Yes ATTORNEY/PARALEGAL Brown Act request issues Yes Yes ATTORNEY/PARALEGAL Case by ATTORNEY OR ARC
Public Record Act request issues Yes Case*** TEAM General legal advice and counsel on
matters pertaining to the City,not Yes Yes ATTORNEY involving more than three(3)hours of
research
Routine personnel and labor questions, ATTORNEY
which can be responded to orally,not
involving more than one (1)hour of Yes Yes
research.

Code Enforcement Issues—City Code Yes No* ATTORNEY implications
Code Enforcement Issues—Consultation Yes No* ATTORNEY with staff and City Prosecutor
Code Enforcement Issues—Preparation No* ATTORNEY and review of notices, demands and orders Yes
12

Litigation Yes No ATTORNEY
Personnel services—Personnel Board of Yes No ATTORNEY Review
Transactions—Purchase and sales yes No** ATTORNEY agreements
Transactions—Options Yes No ATTORNEY
Transactions—Leases Yes No** ATTORNEY
Transactions—Statutory development Yes No ATTORNEY agreements
Transactions—Specialized fee credit or Yes No ATTORNEY reimbursement agreements
Water rights and water quality issues Yes No**** ATTORNEY Franchising Yes No ATTORNEY
Telecommunications Yes No ATTORNEY
Public Works—Contract disputes and yes No** ATTORNEY interpretation services
Public Works—drafting construction and yes No** ATTORNEY similar contracts and conditions
Public Works—prevailing wage issues Yes No** ATTORNEY Public Works—Special condition of yes No** ATTORNEY approval
Development Services—assessment Yes No ATTORNEY district and CFD issues
Development Services—Right-of-way yes No ATTORNEY acquisition
Development Services—relocation issues Yes No ATTORNEY Development Services—CEQA issues and Yes No ATTORNEY document review
Development Services—MSHCP Yes No ATTORNEY
implementation
Development Services—Endangered Yes No ATTORNEY species issues
Development Services—Army Corps Yes No ATTORNEY issues
Development Services—Non routine yes No** ATTORNEY Subdivision Map Act issues
Development Services—Zoning and land yes No** ATTORNEY use issues
Development Services—Review of ATTORNEY
General and Specific Plan amendments Yes No
and documents
13

Development Services—Review of special Yes No ATTORNEY condition of approval
Development Services—Housing issues Yes No ATTORNEY Development Services—Successor Yes No ATTORNEY Agency activities

ATTORNEY
Ordinance and resolutions—Drafting and
compilation of non-routine ordinances and
resolutions; review and analysis of non- Yes No** routine ordinances and resolutions drafted
by City staff or other jurisdictions
In-service training, eg Brown Act, CEQA, ATTORNEY Ethics, Sexual Harassment, MS4, Social Yes No
Media
Employee Benefits Yes No**** ATTORNEY
* City Prosecutor and Code Enforcement services are subject to a reduced special legal services rate identified in Section 4 of this Exhibit A. ** Questions not requiring extensive review and analysis are included in the monthly retainer.
*** ARC services are described in more detail in Exhibit E. As a general rule, day-to-day PRA inquiries will be addressed under the retainer. Any detailed record review and redaction will be subject to special and reduced ARC blended rates identified in Section 4 of this Exhibit A.
**** Water rights and employee benefits services are subject to complex special services rates identified in Section 3 of this Exhibit A.

Note: To the extent possible,Client and BB&K will seek to ensure that project applicants for large/complex projects enter into reimbursement agreements with the Client. Reimbursable services, e.g., work on transactional documents and CEQA documents associated with such projects, are not included in the retainer and are subject to reimbursable rates set forth in Exhibit B. BB&K would bill this work to a separate account so the costs can be passed along to project applicants.
14

EXHIBIT "B"
TO

AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES

BETWEEN

THE CITY OF UPLAND
AND

BEST BEST & KRIEGER LLP

THIRD PARTY REIMBURSABLE BILLING POLICIES

1. Third Party Reimbursable Legal Services - Description. Third Party Reimbursable Legal Services shall include legal services provided to the City for which the City receives reimbursement from a developer or other third party. These reimbursable legal services include, but are not limited to, negotiation and review of development agreements, planning entitlements, review of CC&Rs; establishment of financing districts (i.e., Community Facilities Districts; Assessment Districts; Landscape and Lighting Maintenance Districts); the processing of land use/environmental projects for which the City is entitled to reimbursement, as well as defending any challenges to project entitlements or any dispute or litigation related to such reimbursable legal services.

2. Third Party Reimbursable Legal Services - Rates. The Client shall pay for Third Party Reimbursable Legal Services at BB&K's then current published standard private client rates, minus ten percent (10%). Upon execution of this Agreement, BB&K shall provide a copy of its published rate schedule to the Client. BB&K shall also provide annual written updates to the Client when changes are made to the published rate schedule. 15

EXHIBIT "C"
TO

AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES

BETWEEN

THE CITY OF UPLAND
AND

BEST BEST &KRIEGER LLP

PUBLIC FINANCE &BOND BILLING POLICIES

1. Public Finance & Bond Rates. BB&K will provide bond counsel, special counsel or disclosure counsel services at the request of the Client. Such bond counsel and special counsel services include the preparation of all legislative approvals and legal documentation relating to the appropriate sale and delivery of the bonds, notes or other obligations. BB&K will also prepare such closing certificates and legal opinions necessary for the delivery of the bonds. As disclosure counsel, we will prepare the disclosure documents for the Client and conduct the necessary due diligence related to the transaction. Our fees will be determined based upon the type of financing and the expected involvement of the attorneys involved.We will provide the Client with a detailed description of our services and our fees and reimbursable costs upon the Client's request.

Notwithstanding the foregoing, in those cases where the fees are reimbursable by a third party, at BB&K's option it may proceed on an hourly basis and utilize the Third Party Reimbursable Legal Services category provided for in this Amendment,including with respect to services rendered for the formation of, or annexation to, a CFD (of either the City or other local public agency), as well as the negotiation and preparation of funding agreements and joint financing agreements. Legal services related to the Client's compliance with its continuing disclosure covenants and provide such necessary advice on the Client's compliance shall be billed as Special Legal Services, above. 16

EXHIBIT "D"
TO

AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES

BETWEEN

THE CITY OF UPLAND
AND

BEST BEST &KRIEGER LLP

BB&K BILLING POLICIES INCLUDING PAYMENT OF COSTS
Our century of experience has shown that the attorney-client relationship works best when there is mutual understanding about fees, expenses, billing and payment terms. Therefore, this statement is intended to explain our billing policies and procedures. Clients are encouraged to discuss with us any questions they have about these policies and procedures. Clients may direct specific questions about a bill to the attorney with whom the client works or our Accounts Receivable Department ([email protected]). Any specific billing arrangements different from those set forth below will be confirmed in a separate written agreement between the client and the firm.

Invoice and Payment Options
Best Best&Krieger strives to meet our clients' needs in terms of providing a wide variety of invoice types,delivery and payment options. Please indicate those needs including the preferred method of invoice delivery (Invoice via Email; or USPS). In addition, accounts.receivablebbklaw.com can provide W9, upon request and discuss various accepted payment methods
Fees for Professional Services
Unless a flat fee is set forth in our engagement agreement with a client, our fees for the legal work we will undertake will be based in substantial part on time spent by personnel in our office on that client's behalf. In special circumstances which will be discussed with the client and agreed upon in writing, fees will be based upon the novelty or difficulty of the matter, or the time or other special limitations imposed by the client.

Hourly rates are set to reflect the skill and experience of the attorney or other legal personnel rendering services on the client's behalf. All legal services are billed in one-tenth of an hour(0.10/hour) or six-minute increments. Our attorneys are currently billed at rates from $210 to $795 per hour, and our administrative assistants, research assistants, municipal analysts, litigation analysts, paralegals, para professionals and law clerks are billed at rates from $125 to $290 per hour for new work.These rates reflect the ranges in both our private entity and discounted public agency rates. Additional consultants and/or specialists are available as needed and their rates will be charged at the rate then in effect for such personnel. These hourly rates are reviewed annually to accommodate rising firm costs and to reflect changes in attorney status as lawyers attain new levels of legal experience. Any increases resulting from such reviews will be instituted automatically and will apply to each affected client, after advance notice.

Fees for Electronically Stored Information("ESI") Processing and Storage BBK provides Electronically Stored Information(ESI") services for matters requiring ESI support—typically litigation or threatened litigation matters. BBK provides services for basic ESI processing and storage at the following rates per month based on the number of gigabytes of data("GB")processed and stored:
1GB-250GB: $10 per GB
251GB-550GB: $8 per GB
551GB- 750GB: $6 per GB
751GB-1TB: $4 per GB
The amount BBK charges for basic processing and storage of ESI allows BBK to recover the costs of providing such services, plus a net profit for BBK. BBK believes that the rates it charges for processing and storage are lower than comparable services available from third party vendors in the market. If you wish to contract separately with a third party vendor for processing and storage costs, please notify BBK in writing. BBK shall not incur costs for ESI support on a particular matter without first confirming by email or written correspondence with the client that the client agrees such services are necessary for the matter at hand.

Fees For Other Services, Costs and Expenses
We attempt to serve all our clients with the most effective support systems available.

Therefore, in addition to fees for professional legal services, we also charge separately for some other services and expenses to the extent of their use by individual clients. These charges include but are not limited to, mileage at the current IRS approved rate per mile, extraordinary telephone and document delivery charges, copying charges, computerized research, court filing fees and other court-related expenditures including court reporter and transcription fees. No separate charge is made for secretarial or word processing services; those costs are included within the above hourly rates.

We may need to advance costs and incur expenses on your behalf on an ongoing basis.

These items are separate and apart from attorneys' fees and, as they are out-of-pocket charges, we need to have sufficient funds on hand from you to pay them when due. We will advise the client from time to time when we expect items of significant cost to be incurred, and it is required that the client send us advances to cover those costs before they are due.

Advance Deposit Toward Fees And Costs
Because new client matters involve both a substantial undertaking by our firm and the establishment of client credit with our accounting office, we require an advance payment from clients. The amount of this advance deposit is determined on a case-by-case basis discussed first with the client, and is specified in our engagement agreement. 18

Upon receipt,the advance deposit will be deposited into the firm's client trust account. Our monthly billings will reflect such applications of the advance deposit to costs and not to attorney's fees. At the end of engagement, we will apply any remaining balance first to costs and then to fees. We also reserve the right to require increases or renewals of these advanced deposits.

By signing the initial engagement agreement, each client is agreeing that trust account balances may be withdrawn and applied to costs as they are incurred and to our billings, after presentation to the client. If we succeed in resolving your matter before the amounts deposited are used, any balance will be promptly refunded.

Monthly Invoices and Payment
Best Best & Krieger LLP provides our clients with monthly invoices for legal services performed and expenses incurred. Invoices are due and payable upon receipt.

Each monthly invoice reflects both professional and other fees for services rendered through the end of the prior month, as well as expenses incurred on the client's behalf that have been processed by the end of the prior month. Processing of some expenses is delayed until the next month and billed thereafter.

Our fees are not contingent upon any aspect of the matter and are due upon receipt. All billings are due and payable within ten days of presentation unless the full amount is covered by the balance of an advance held in our trust account. If a bill is not paid within 30 days, a late charge of one percent per month on the unpaid invoice may be added to the balance owed, commencing with the next statement and continuing until paid.

It is our policy to treat every question about a bill promptly and fairly. It is also our policy that if a client does not pay an invoice within 60 days of mailing, we assume the client is, for whatever reason, refusing to pay. We will then advise the client by letter that the client may pay the invoice within 14 days or the firm will take appropriate steps to withdraw as attorney of record.

If the delay is caused by a problem in the invoice, we must rely upon the client to raise that with us during the 14-day period. This same policy applies to fee arrangements which require the client to replenish fee deposits or make deposits for anticipated costs.

From time to time clients have questions about the format of the bill or description of work performed. If you have any such questions,please ask them when you receive the bill so we may address them on a current basis.

Changes in Fee Arrangements and Budgets
It may be necessary under certain circumstances for a client to increase the size of required advances for fees after the commencement of our engagement and depending upon the scope of the work. For example,prior to a protracted trial or hearing,the firm may require a further advance payment to the firm's trust account sufficient to cover expected fees. Any such changes in fee arrangements will be discussed with the client and mutually agreed in writing. 19

Because of the uncertainties involved, any estimates of anticipated fees that we provide at the request of a client for budgeting purposes, or otherwise, can only be an approximation of potential fees.

BEST BEST &KRIEGER LLP
20

EXHIBIT"E"
TO

AGREEMENT FOR CITY ATTORNEY LEGAL SERVICES

BETWEEN

THE CITY OF UPLAND
AND

BEST BEST &KRIEGER LLP

ADVANCED RECORDS CENTER(ARC) SERVICES
Through its new Advanced Records Center ("ARC"), BB&K combines its legal acumen and experience with cutting-edge technology to provide comprehensive and cost-effective support for non-routine records-related matters. Specifically, at the Client's option, the ARC team will assist Client with non-routine Public Records Act Processing and Policy Drafting, as detailed below,

1. PRA Processing
A. Support the Client in the processing of public records by:
(i) working with Client's staff, including technology staff, to identify and collect the records that are responsive to public records requests; (ii) using processing and review software to efficiently treat and handle paper and electronic responsive records; and
(iii) reviewing and redacting records, uncovering complex legal questions, and analyzing records for potential significance.

2. Policy Drafting
A. Assist the Client in updating the following policies to reflect industry standards and best practices:
(i) Document Retention Policy& Schedule, specifically the purging of emails and other electronic records;
(ii) Litigation Hold Policy, including procedures for when and how to suspend document destruction schedule;
(iii) Electronic Devices Policy, including Client-issued and personal devices (BYOD) as well as responsible and personal use; and
(iv) Social Media Policy,including responsible use and document retention. 3 Training
A. Provide the following training for Client staff and officials:
21

(i) Overview of Public Records Act (including a component of how Client employees will identify public records, as described in the San Jose case) (ii) Electronic Devices (including a review of the San Jose case and inherent obligations)
(iii) Social Media (including guidance and best practices for staff and elected officials)
PRA Processing tasks are billed at the low blended ARC rates listed in Exhibit"A", designed to be a cost-effective, low blended rate covering all timekeepers involved in this work, including but not limited to attorneys,paralegals, litigation analysts and municipal analysts.

Policy Drafting tasks identified above are billed at the Special Counsel rates.

PRA Training is offered for your staff at a reduced flat fee amount of$1,000.00 22

���4°F °p`q� CITY
.�, 1. �/i J/L//J1/L!/� y �/��i�/'�TL, "The City of Gracious Living" cllrrii-RO 5� �GC Vv
DATE: March 9,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:KERI JOHNSON,CITY CLERK
SUBJECT: ACCEPT THE RESIGNATION OF CITY COUNCIL ADVISORY COMMITTEE MEMBER RECOMMENDED ACTION:

It is recommended that the City Council accept the resignation from City Council Advisory Committee Member Gregorio Pulido and direct the City Clerk to post the notice of unscheduled vacancy.

GOAL STATEMENT
The proposed action supports the City's goal to provide opportunities for the citizenry to participate in local government through service on various committees,commissions,and boards.

BACKGROUND
The City Council Advisory Committee (Committee) reviews any matters which may be referred to the Committee from time to time. Additionally,the Committee is responsible for reviewing Community Development Block Grant Committee applications;and presenting grant distribution recommendations to the City Council.

ISSUES AND ANALYSIS
Mr.Pulido submitted his resignation to the City Clerk's office on February 24,2026.Mr.Pulido was appointed to the Committee in February 2023 and was nominated by Councilmember Zuniga.The term of the appointment will expire in December 2026.

The resignation creates an unscheduled vacancy and Government Code Section 54974 requires vacancies be posted for ten(10)working days before new appointments can be made.

ENVIRONMENTAL DETERMINATION
The proposed action is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project" and thus is exempt.

FISCAL IMPACTS
There is no fiscal impact associated with this action.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

��, °v °p`q� CITFUP LAND
.�, �. /'�TL, "The City of Gracious Living" c�lrFOR�i� �'Vv
DATE: March 9,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:MARCELO A.BLANCO,POLICE CHIEF

LON TEAGUE,POLICE CAPTAIN
SUBJECT: ACCEPTANCE OF DISCRETIONARY FUNDS FROM SUPERVISOR ARMENDAREZ TO

PURCHASE MERIDIAN BARRIERS
RECOMMENDED ACTION:

It is recommended that the City Council accept $100,000 in funding from the County of San Bernardino through Supervisors Armendarez's discretionary funds; and authorize the City Manager to execute the agreement and all documents necessary for the sole-source purchase of 13 Meridian barriers from Meridian Rapid Defense Group for $99,231.36.

GOAL STATEMENT
The proposed action supports the City's goal of providing efficient and effective police services to the citizens of Upland.

BACKGROUND
The City of Upland hosts numerous community and recreation events throughout the year that attract residents and visitors from across the region. These events occur throughout multiple areas of the City. Major events include the Upland Farmers Market,Irish Festival,Lemon Festival,Scary Affair,Holiday Parade,the annual Turkey Trot,Lemon Zest 5K walk/run,and Holiday Miracles in the Colonies Crossroads Shopping Center.

Several of these recreation-focused events,including the Turkey Trot 5k,Lemon Zest 5K,and Holiday Miracles, are centered in the area represented by Supervisor Armendarez,which draw large,pedestrian-heavy crowds.These events require temporary street closures to safely accommodate participants,spectators,and volunteers.In addition,the City Council has authorized temporary street closures in various areas to facilitate expanded special event programming.

To ensure public safety during these high-attendance events,the City implements traffic control measures designed to separate pedestrian activity from vehicular traffic. As part of its public safety strategy, the City deploys meridian barriers to protect attendees from potential vehicle incursions,errant drivers,and other traffic-related hazards.

ISSUES AND ANALYSIS
Given that the City of Upland continues to host pedestrian-heavy events, it is recommended that the City implement appropriate physical security measures to protect attendees from potential vehicle intrusions,errant drivers,and other traffic-related hazards. Meridian barriers are a critical component of the City's layered safety strategy, providing hardened perimeter protection and clearly defining pedestrian-only zones.

As participation in recreation programming and community events continues to grow,the demand for effective traffic control and protective infrastructure has correspondingly increased. Maintaining sufficient barrier inventory is essential to ensuring the City can meet modern public safety standards,align with best practices for large gatherings, and provide consistent protection across all event locations.

However, most major events require approximately 150 additional barriers to achieve adequate street coverage and secure perimeter control.As a result,the City must routinely rent supplemental barriers to meet operational demands.

Reliance on rented equipment presents several operational challenges:
• Availability constraints during peak regional event seasons • Logistical coordination for delivery and removal
• Limited flexibility for last-minute event modifications

• Dependence on third-party scheduling and inventory Per the City's Purchasing Policy Section 11.3,commodities and services,which can be obtained from only one vendor are exempt from competitive bidding.The City currently owns 28 meridian barriers and adding 13 additional barriers will keep the city's inventory consistent with standardized equipment. This equipment is unique and one of its kind.

Expanding the City's owned inventory would improve operational readiness,provide greater scheduling flexibility, and reduce dependency on outside vendors.

ENVIRONMENTAL DETERMINATION
The proposed action is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project" and thus is exempt.

FISCAL IMPACTS
The total cost for the 13 Meridian barriers is $99,231.36. Funds are fully offset from the County of San Bernardino through Supervisors Armendarez's discretionary funds Account No.2173201-5530-32452.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

CAXT RP1?XTAT? TlTXT(1 C(1TTXTTV
SAN BERNARDINO BOARD OF SUPERVISORS
COUNTY
Board Discretionary Fund — Priorities Program
Request Form
District Office Contact Name/Title Contact Phone Second District Jesse Armendarez, Supervisor (909) 387-4833 Name of Program Meridian Safety Barriers
Allocation Requested must be greater than $50,000): $ 100,000 Date of Request: 2/18/2026 Requested Board Date (BAI Required):

Request to Suspend Insurance (if yes, give reason for suspending insurance below): Please Select Reason for Suspend Insurance:

Hand Deliver Check if checked, give date needed by)
*NOTE: Payment terms are 45 days from date of approved invoice by County.

Please attach W-9, quotes, invoice and/or any documents that will assist in processing this request.

Please call Stephanie Maldonado at 909.387.4378 if you have any questions.Thank you.

Complete for Outside Agency or County Department Receiving Allocation (Agency Contact Information Inserted Below Will Be Used in the Contract as Agency Contact) Agency/Department Name Agency/Department Address Contact Name/Title Mike Blay/City Manager
City of Upland 460 N. Euclid Avenue, Upland, CA 91786 Agency/Department Contact Email Address Contact Phone [email protected]
Name of Representative Authorized to Sign Contract
Mike Blay
Date W-9 Received from Agency Tax ID#
(if not County) (if not County)
Background (provide information on agency and allocation use) Pag047 oof f2259

Back Board Discretionary Fund — Priorities Program Request Form
Board of Supervisors Goals and Objectives (select all that apply) L Promote the Countywide Vision. �' Provide for the Safety, Health and Social I- Create, Maintain and Grow Jobs and L Service Needs of County Residents. _
Economic Value in the County. Pursue County Goals and Objectives by Improve County Government Operations. Working with Other Agencies and Stakeholders.

Operate in a Fiscally Responsible and Focus on Recovery and Resiliency Following Business-Like Manner. Major Emergency Responses such as the I- Ensure Development of a Well-Planned, December 2, 2015 Terrorist Attack, (SB Strong) Balanced,and Sustainable County. and the Global COVID-19 Pandemic.

Description (how does the allocation support public purpose and county mission?) This $100,000 contribution to the City of Upland will support the City's ongoing efforts to strengthen public safety at city-sponsored events through the expansion of its Meridian Barrier inventory. Since 2021, the City has utilized these barriers to protect attendees, staff, and infrastructure from potential vehicle intrusions during large community gatherings. As signature events such as the Lemon Festival, Holiday Parade, Irish Festival, and other citywide celebrations continue to grow in size and attendance, the need for additional protective coverage has increased. This investment will enhance safety, improve preparedness, and help ensure a secure environment for residents and visitors.

The $100,000 in funding will be used exclusively for the purchase of additional Meridian Barriers and related deployment equipment, reducing the City's reliance on costly rentals. This investment will lower long-term expenses, improve operational flexibility, and strengthen the City's overall public safety readiness.

Attached is a record of Meridian Barrier rentals and purchases made since 2021.

SUBMIT FORM RESET FORM

SAN BERNARDINO
COUNTY
Ili
Pad gg520Jf2259

Meridian Rapid Defense Group Sales LLC Quote
0MERIDIAN 177 E.Suite 2001orado Blvd
RAPID DEFENSE GROUP Pasadena CA 91105
GSA Contractor Multiple Award Schedule United States #QUO-S-12652 GSA Code 1:Security&Protection
GSA Contract#47QSWA19D001 F 02/20/2026 Bill To Ship To
City of Upland CA Police Department City of Upland CA Police Department 1499 West 13th Street 1499 West 13th Street
Upland CA 91786 Upland CA 91786
United States United States
Date Expires Shipping Method Sales Rep
02/20/2026 05/21/2026 Common Carriers-Sales Perrin . Lee Item Price Level Quantity Rate Amount AB1200 Archer 1200 Barrier GSA 13 6,513.75 $84,678.75 MCTR002 Annual Certified Training Open Market 1 3,995.00 $3,995.00 Subtotal $88,673.75
Shipping Cost $3,995.00
Tax(7.75%) $6,562.61
Total $99,231.36
Notes:

Payment Terms:

Due to high demand, Meridian is requesting a 50%deposit to ensure timely delivery of your product.

Wire Transfer Instructions:

Meridian Rapid Defense Group Sales LLC
Account Number:568605235
Bank Name: Chase Bank, N.A.

Wire Routing : 021000021
ACH Routing :322271627
Check Remittance:
530 New Los Angeles Ave#115-345
Moorpark, CA 93021
II III IIIII IIIIIIII IIIIIIIIIIIIII IIIII III 1 of 1 QUO-S-12652 Page 66 of 259

4 of Upt
U~ CITY OF UPLAND
�ttFoatl SOLE SOURCE&EXEMPTION FORM
As required under section 11.3 of the purchasing policy, any requisition over$10,000 that is not selected through a competitive quoting/bidding process must provide supported written documentation. Please fill out this Sole Source & Exemption Form including signatures; attach all supporting documentation;and forward to the Finance Division.

Vendor Information:

Vendor No: Vendor Address: 177 E Colorado Blvd, Suite 200 Vendor Name: Meridian rapid Response Group Pasadena, CA 91105 Vendor Phone: (412)378-5442 Vendor Email: [email protected] Product/Service: Please provide a full description of the goods or services that is being requested for sole source purchase Justification:check all that apply
❑ Only known product of its kind (section 11.3) 0 Piggie-back purchase(section 11.4) ❑ Only known authorized distributor(section 11.3) ❑ Emergency purchase(section 11.6) Describe below. ❑ City standardized equipment(section 11.3) Describe below. ❑ City Manager Waiver(section 11.7)Attach Memo. ❑ Exempted (section 6) 0
The City currently has 28 Meridian barriers in its inventory.With the acquisition of an additional 13 barriers it will keep our inventory consistent as they are standardized equipment.

Please answer the following questions.

1.Why is the acquisition/purchase restricted to this good/service/supplier?Specifically,why can this acquisition/purchase not be competitively bid? Are there consequences for not contracting with this supplier? No other product on the market provides unanchored stopping power certified US DOD and PAS 68 standards. Unbolted units stop a vehicle traveling 30 mph within 14 feet; no other product on the market meets this standard. No other product on the market is proven as rated for up to. 50 cal.ballistic rounds. The MERIDIAN Archer 1200 Barrier is designed to be easily deployed without the use of electricity or hydraulics.

2. How was the price offered determined to be fair and reasonable? What is the basis for comparison? Was a cost analysis done and if so, please attach backup documentation.

The price offered is consistent with previous purchase price.

3. Please provide any cost savings realized by the acquisition/purchase of the good/service from this supplier.

With the purchase of these barriers,this will reduce the amount of barriers the City rents during community events, reducing the overall expenditure in renting the barriers.

Requested by: Approved By:
- 914e 2026 ` `e&A. 6( ca- Mar 3 2026 Ldmhe§��OMbir d.T�6Qm5t531GYST) ""v"2C/1 Marcelo A.9lanco(Mar 3,2026 11 52:25 PST) Signature Date Department Head Signature Date Name/Title Lon Teague, Captain
Signature Date City Manager Signature* Date Name/Title *City Manager approval needed if amount is$25,000 or greater, or Purchasing Policy Exemptions 11.6 or
Reviewed By: 11.7 are used
Signature Date
Name/Title

0 MERIDIAN
RAPID DEFENSE GROUP®
January 8,2026
Sergeant E.DiVincenzo
Upland Police Department
1499 W.13th Street
Upland,CA 91786
Sent via email to:[email protected]
Dear Sergeant E.DiVincenzo,
This is a sole source letter to certify that the Archer 1200 Barrier, the Archer 1200 Trailer Barrier Kit, the Archer Beam Gate,the Archer Rapid Gate,and the Archer Rapid Gate Kit are equipment and solutions that are manufactured,rented, and sold only by Meridian Rapid Defense Group LLC ("MERIDIAN"). MERIDIAN is also the only provider of the deployment services of the Archer products and there are no other affiliates who offer this solution.

The Archer 1200 is manufactured in the United States with 700 lbs.of high-grade American made steel and has been tested to MASH,ASTM,PAS 68,and IWA14. No other barriers on the market meet this standard except the Archer 1200 Barrier.

We are pleased to make ourselves available to provide further technical information on materials and the proper use of the above listed items.MERIDIAN provides the in-field training of the equipment to ensure the safety and effectiveness of the Archer 1200 Barrier.

The following items detail the unique,and one of its kind,characteristics of the Archer 1200 Barrier:
• No other product on the market provides unanchored stopping power certified to US DOD and PAS 68 standards.

Unbolted units stop a vehicle traveling 30 mph within 14 feet;no other product on the market meets this standard. • No other product on the market is proven as rated for up to.50 cal.ballistic rounds. • The MERIDIAN Archer 1200 Barrier is designed to be easily deployed without the use of electricity or hydraulics. • The Archer 1200 Barrier has easily deployable wheels that are self-contained on the barrier and effortlessly positioned.

No other product on the market has this unique characteristic. • No other product on the market can be installed as a complete barrier system with MERIDIAN's 4-foot Arrestor Cables. • MERIDIAN's unique,one-of-a-kind barriers can be deployed at any desired length,as units can be"daisy chained" together using the Arrestor Cables. This cannot be achieved with any other product on the market. • MERIDIAN's unique products are transported and positioned using a specially designed Drop Deck Trailer. • A remaining unique feature of the Archer 1200 Barrier is that the unit allows for the installation of directional or informational signage.

Please feel free to contact me with any specific questions or additional requests for information.

Sincerely,
Kelly Sullivan
Corporate Compliance and Governance Administrator

1.626.319.1479(direct)
[email protected]
177 E.Colorado Boulevard,Suite 200 Page 68 of 259
Pasadena,California 91105
www.meridian-barrier.com

PD Sole Source 3-9-2026
Final Audit Report 2026-03-03
Created: 2026-03-03
By: Staci Sullivan([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAorTCb6UBdz-mcK5Up4h0RMdoojPkGq-h "PD Sole Source 3-9-2026" History
Document created by Staci Sullivan ([email protected]) 2026-03-03-6:11:01 PM GMT
• Document emailed to Lon Teague ([email protected])for signature 2026-03-03-6:13:47 PM GMT
- Email viewed by Lon Teague ([email protected])
2026-03-03-6:14:21 PM GMT
Document e-signed by Lon Teague ([email protected])
Signature Date:2026-03-03-6:15:43 PM GMT-Time Source:server Document emailed to Chief Blanco ([email protected])for signature 2026-03-03-6:15:47 PM GMT
- Email viewed by Chief Blanco ([email protected])
2026-03-03-7:51:35 PM GMT
:E1 Signer Chief Blanco ([email protected]) entered name at signing as Marcelo A. Blanco 2026-03-03-7:52:23 PM GMT
Document e-signed by Marcelo A. Blanco ([email protected]) Signature Date:2026-03-03-7:52:25 PM GMT-Time Source:server Agreement completed.
2026-03-03-7:52:25 PM GMT
el Adobe Acrobat Sign

4 Or UN
,C.:9 -ft.:;
`tCALIFORNIA LEVINE ACT DISCLOSURE STATEMENT
Ogt�� 4Q"
California Government Code Section 84308, commonly referred to as the "Levine Act," prohibits City Officers from participating in any action concerning a license, permit,other entitlement for use,franchise, or contract(collectively"license, permit,or contract") if they receive political contribution(s)from a party, or its agent(s), totaling more than $250 within the twelve (12) months before the proceeding, while a proceeding is pending, and for twelve (12) months following the date of a final decision in a proceeding.

The Levine Act also requires a member of the Upland City Council who has received such a contribution to disclose the contribution on the record of the proceeding and recuse themselves before the proceeding unless the violation has been properly cured.

Current Upland City Council Members are listed at:
https://www.uplandca.gov/city-council-treasurer
Parties and their Agents are responsible for accessing the link to review the names and disclosing their applicable contributions to City Officers on the record of a proceeding.

As a party to a proceeding,you are also required to provide information below about contributions made by you, your agents on behalf of you or your organization, your organization subject to the proceeding with the City, and any organization you direct or control pursuant to the aggregation rules at FPPC Reg. § 18438.5, except for uncompensated officers of a nonprofit organization. This form is to be submitted to the City of Upland and is a public record. If you have any questions about this form, please contact your City representative for assistance.

1. Have you or your company,or any agent/board member on behalf of you or your company/entity, made any political contributions of more than $250 to any Upland City Council Member in the 12 months preceding the date of the submission of your proposal or application,or the anticipated date of any Council action?
YES If yes, please identify the Council Member(s): _ ZNO

2. Do you or your company/entity, or any agency on behalf of you or your company/entity, anticipate or plan to make any political contribution of more than $250 to any Upland City Council Member in the 12 months following any Council action related to your proposal or application? YES If yes, please identify the Council Member(s):
✓ NO
Answering yes to either of the two questions above does not preclude the Upland City Council from awarding a contract or approving an application or any subsequent action. It does, however, preclude the identified Council Member(s)from participating in any actions related to your proposal or application. 02/25/2026 .A Gt)a-i6A,
Date Signature of authorized individual
Meridian Rapid Defense Group LLC
Company/Applicant Name
(Levine Act definitions on reverse side)

LEVINE ACT DISCLOSURE STATEMENT DEFINITIONS
Term Definition Law
A proceeding to grant, deny, revoke, restrict, or modify a license, permit or other entitlement for use, that
does not solely involve purely ministerial decisions
and is:

Covered (1)Applied for by the party; FPPC Reg 18438.2(a) "proceedings" (2) Formally or informally requested by the party; or (3)A contract between the agency and the party or a
franchisee granted by the agency to the party, other
than a contract that is competitively bid, a labor
contract, or a personal employment contract.

Any person who files an application for, or is the
Party subject of, a proceeding involving a license, permit, or Gov. Code 84308(a)(1) other entitlement for use.

Any person who is not a party but who actively
supports or opposes a particular decision in a
proceeding involving a license, permit, or other
entitlement for use and who has a financial interest in Gov. Code 84308(a)(2) Participant the decision.A person actively supports or opposes a FPPC Reg 18438.4 particular decision in a proceeding if that person
lobbies in person the officers or employees of the
agency, testifies in person before the agency, or
otherwise acts to influence officers of the agency.

A person who represents a party or participant for
compensation and appears before or otherwise
Agent communicates with the governmental agency for the FPPC Reg 18438.3 purpose of influencing the pending proceeding. See
FPPC Reg 18438.3 for exceptions for certain
consultants.

A contract required by law to be awarded to the lowest
responsible bidder with a responsive bid, or, if the FPPC Reg Competitively Bid successful bidder refuses or fails to execute the 18438.2(a)(3)(A) contract, to the next lowest bidder with a responsive
bid.

A contract or agreement reached through collective
bargaining or with a representative group regarding
Labor Contract the salary, benefits, or terms and conditions under an FPPC Reg employment or retirement policy for employees or 18438.2(a)(3)(B) retirees, including a project labor agreement entered
under Public Contract Code Section 2500.

Personal A contract for employment, including the terms and Employment conditions of employment, between the agency and FPPC Reg Contract an agency employee.A contract with an independent 18438.2(a)(3)(C)-(D) contractor is NOT a personal employment contract.

, °v °p`q� cITFUP LAND
/'�TL, "The City of Gracious Living"
�'Vv
DATE: March 9,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:DAMIEN R.ARRULA,ASSISTANT CITY MANAGER
RICHARD GONZALES,DEPUTY PUBLIC WORKS DIRECTOR—UTILITIES ROSA GUTIERREZ,ENGINEERING MANAGER—UTILITIES

LIZ RODRIGUEZ,MANAGEMENT ANALYST
SUBJECT: EMERGENCY REPAIR WORK FOR 26 W. 15TH STREET TRANSFER STATION UPDATE RECOMMENDED ACTION:

It is recommended that the City Council receive and file this second status update related to the KSM Electric, Inc. contract for emergency repair work at the 26 W. 15th Street Transfer Station.

GOAL STATEMENT
The proposed action supports the City's goal of maintaining critical public works and utilities support facilities in good operable condition in order to provide safe,reliable service to the community.

BACKGROUND
On February 9,2026,the City Council adopted Resolution No. 6866 declaring an emergency condition and approved the emergency repair work at the 26 W. 15th Street Transfer Station.This included approval to execute a contract with KSM Electric,Inc. The emergency action was necessary to address facility conditions requiring immediate repair to maintain safe and reliable operations. Per the City's Purchasing Policy, emergency purchases require a recurring update during City Council agendas until such time as the work is completed.

The work generally includes electrical system repairs, replacement of damaged or failing electrical components, troubleshooting and restoration of power and control systems,and associated work necessary to restore the facility to safe and operational condition. Following Council authorization, staff proceeded with contract development with KSM Electric,Inc.to perform the required emergency repair work at the Transfer Station.

Following Council authorization, staff proceeded with contract development with KSM Electric,Inc. to perform the required emergency repair work at the Transfer Station.

ISSUES AND ANALYSIS
The City has received the fully executed contract documents,including payment and performance bonds and required insurance from KSM Electric,Inc.The City Clerk's Office has completed verification of the bonds and insurance.

With all contractual requirements satisfied,the agreement has been fully executed,and staff will proceed with issuance of the Notice to Proceed and authorize work to begin at the 15th Street Transfer Station.

At this time,no additional City Council action is required beyond receipt and filing of this status update.

ENVIRONMENTAL DETERMINATION
This action is not a project subject to CEQA and is exempt under Section 15378(b)(5)of the CEQA Guidelines as an organizational or administrative activity of government that will not result in direct or indirect physical changes in the environment.

FISCAL IMPACTS
There is no fiscal impact associated with this action.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project

:,' Up`q� CITYUPLAND
, �. "The City of Gracious Living"
llrrii-RO
DATE: March 9,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:DAMIEN R.ARRULA,ASSISTANT CITY MANAGER

JESSICA GORDON,DEPUTY PUBLIC WORKS DIRECTOR-OPERATIONS

BOB CRITCHFIELD,ENGINEERING MANAGER
SUBJECT: CONSIDER APPROVING THE NOTICE OF COMPLETION FOR THE ALPINE STREET,

VERNON DRIVE, AND PALM AVENUE PAVEMENT REHABILITATION AND UTILITY

IMPROVEMENTS PROJECT
RECOMMENDED ACTION:

It is recommended that the City Council approve the work, authorize the City Manager or designee to record the Notice of Completion, and reduce the Faithful Performance Bond to 10% for the Alpine Street, Vernon Drive, and Palm Avenue Pavement Rehabilitation and Utility Improvements Project.

GOAL STATEMENT
The proposed action supports the City's goal of maintaining and improving the City's public roadway, water, street lighting and sewer facilities.

BACKGROUND
On April 24, 2023, the City Council awarded the Alpine Street, Vernon Drive, and Palm Avenue Pavement Rehabilitation and Utility Improvement Project to Vido Samarzich, Inc. and authorized $4,340,000.00 (including contingencies)for the work. The scope of work included removal and replacement of the asphalt concrete pavement; removal and replacement of displaced sidewalks, curbs and gutters, cross gutters, and ADA curb ramps; adjustment of utility manholes to finish grade; installation of new water pipeline segments, fire hydrants, and service laterals; installation of street light poles and luminaires;and re-striping.

ISSUES AND ANALYSIS
The contractor has since satisfactorily completed the required improvements.The City can now approve the work,file the Notice of Completion,and reduce the Faithful Performance Bond to 10%.The City will retain the Labor Materials Bond for six(6)months and release it thereafter,provided no liens or stop notices are filed against the project. The final construction cost was$3,799,427.47,providing over$500,000 to be released for future Gas Tax-funded projects.

ENVIRONMENTAL DETERMINATION
The Project has been assessed in accordance with the authority and criteria contained in the California Environmental Quality Act (CEQA), and the State CEQA Guidelines, and determined to be categorically exempt from further environmental review pursuant to Section 15301(c)(Existing Facilities),of the CEQA guidelines.The project involves repair and maintenance of existing public facilities and does not involve any expansion of use beyond that which is existing.The City filed the Notice of Exemption with the County of San Bernardino on August 1,2022.

FISCAL IMPACTS
There is no fiscal impact associated with this action.

ALTERNATIVES
Provide alternative direction to staff.

CEQA: Categorically Exempt from further environmental review pursuant to Section 15301(c). The City filed the Notice of Exemption with the County of San Bernardino on August 1,2022.

Recording requested by
and when recorded mail to:

City of Upland, City Clerk's Office
460 N. Euclid Avenue
Upland, CA 91786
(Space above this line for Recorder's use)
This document is exempt from the payment of a recording fee pursuant to Government Code Section 27383
Notice of Completion
Pursuant to Civil Code Section 3093, NOTICE is hereby given that:

The undersigned is the owner of the interest or estate stated below in the property hereinafter described. The full name and address of owner is City of Upland, 460 North Euclid Avenue, Upland, California 91786.

Assessors Parcel Numbers N/A, in and to the hereinafter described property.

The work was completed on that certain work known as Project No. 7076, 7077, 7078, 9145, 9146, 9147, Alpine Street, Vernon Drive and Palm Avenue Pavement Rehabilitation and Utility Improvements for the undersigned City of Upland, a Municipal Corporation, on the 24th day of September, 2025.

The City accepted the job on the 9th day of March, 2026.

The Contractor on said job was Vido Samarzich, Inc,of Santa Ana, California.

The improvement(s) consisted of removal and replacement of the asphalt concrete pavement; removal and replacement of displaced sidewalks, curbs and putters, cross putters, and ADA curb ramps; adjustment of utility manholes to finish grade; installation of new water pipeline segments, fire hydrants, and service laterals; installation of street light poles and luminaires; and re-striping. The location of the improvements occurred along Alpine Street from Palm Avenue west to cul- de-sac, Vernon Drive from Palm Avenue west to end of the street, and Palm Avenue from 9th Street to Arrow Highway, in Upland, California.

The surety was Old Republic Surety Company.

All communications relating to the contract should bear the number above mentioned.

I hereby certify under penalty of perjury that the foregoing is true and correct.

Executed this 9th day of March, 2026 at Upland, California.

City of Upland, a Municipal Corporation
Michael Blay, City Manager

4c,°v °p`qt CITFUP LAND
/'�TL, "The City of Gracious Living"
�'Vv
DATE: March 9,2026
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:DAMIEN R.ARRULA,ASSISTANT CITY MANAGER
RICHARD GONZALES,DEPUTY DIRECTOR OF PUBLIC WORKS—UTILITIES

NICOLE DEMOET,ENVIRONMENTAL COMPLIANCE PROGRAMS MANAGER

TANYA GARCIA,MANAGEMENT ANALYST
SUBJECT: CONSIDER APPROVAL OF BACKHOE PURCHASE FROM SONSRAY FOR THE

ENVIRONMENTAL DIVISION
RECOMMENDED ACTION:

It is recommended that the City Council approve the purchase of one(1)backhoe for use in environmental operations related to compliance with Senate Bill 1383 (SB 1383),utilizing available SB 1383 program funds.

GOAL STATEMENT
The proposed action supports the City's goal of maintaining public facilities and landscaped areas with compost and mulch while ensuring the Public Works Department is equipped with modern,reliable equipment necessary to perform SB 1383-related operations safely,efficiently,and effectively.

BACKGROUND
SB 1383, California's Short-Lived Climate Pollutant Reduction Strategy, requires jurisdictions to implement comprehensive organic waste collection, edible food recovery, contamination monitoring, recordkeeping, and reporting programs. These expanded regulatory requirements have significantly increased operational demands upon Public Works and Solid Waste staff.

To meet compliance standards established by the California Department of Resources Recycling and Recovery (CalRecycle),the City must ensure proper handling,inspection,transport, and management of organic materials and recovered edible food. Jurisdictions are also required to promote the use of recovered organic products such as compost and mulch on City-owned properties and facilities. Equipment capacity is therefore essential to maintaining compliance and avoiding potential penalties.

On June 24, 2024, the City Council accepted $211,031 in SB 1383 OW4 Grant funds from CalRecycle. The grant term began February 26,2024 and ends April 1,2026. A check was received by Finance on May 30,2024.

The City currently relies upon limited or shared equipment to transport compost and mulch at City water facilities, City-owned properties,and other municipal sites.The absence of dedicated equipment reduces operational efficiency, delays material movement, and limits the City's ability to meet organic product procurement and beneficial use requirements under SB 1383.

The proposed backhoe would be used to move,transport,and distribute compost and mulch materials,maintain storage areas,and support organics-related operational activities associated with SB 1383 compliance.

ISSUES AND ANALYSIS
SB 1383 requires jurisdictions to procure and beneficially use recovered organic waste products, including compost and mulch. The City must demonstrate compliance annually by applying specified quantities of these materials to publicly owned land such as landscaped medians,parks,slopes,and municipal facilities.Public Works staff currently transport compost and mulch manually or by coordinating use of equipment assigned to other divisions,which creates operational inefficiencies across multiple divisions, scheduling conflicts, and delays in material application. This approach increases staff time, limits responsiveness, and restricts the City's ability to consistently utilize organic materials.

A dedicated backhoe will allow staff to load,transport, and distribute compost and mulch throughout City facilities and landscaped areas,maintain storage and staging areas for organic materials,support contamination monitoring and organics program operations, and improve operational efficiency and staff safety. The equipment will also assist the City in meeting CalRecycle procurement and beneficial use requirements.Failure to demonstrate compliance with SB 1383 may subject the City to administrative penalties;therefore,providing appropriate operational equipment directly supports the City's ability to meet mandated requirements and reduces the risk of non-compliance.

The purchase of the backhoe is from Sonsray Machinery via the Sourcewell Contract No. 011723-CNH-1.

The City of Upland is a Sourcewell member. Sourcewell, formerly known as the National Joint Powers Alliance (NJPA),is a self-sustaining government organization that provides contract purchasing solutions through Cooperative Purchasing. This arrangement allows multiple agencies to aggregate volume to enhance purchasing power. This procurement process meets the State of California's Cooperative Purchasing Code 6500 & 6502, and Upland Municipal Code section 2.48.080,allowing the City to dispense with the bidding procedures from suppliers who have been awarded a contract resulting from a formal competitive bidding process by another government agency.

The proposed purchase aligns with best practices for maintaining essential public works infrastructure and supports the Division's ability to meet service level expectations.

ENVIRONMENTAL DETERMINATION
The proposed action is exempt from the California Environmental Quality Act(CEQA)pursuant to CEQA Guidelines Section 15301 (Existing Facilities),which allows for the operation,repair,maintenance,or minor alteration of existing public facilities with negligible or no expansion of use. The purchase of equipment for maintenance and operational activities does not result in a physical change to the environment.

FISCAL IMPACTS
The total purchase cost of the backhoe is $184,881.93. There are available funds in the Sewer Utility State Grant Account No. 6416300-5530-42032.

ALTERNATIVES
Provide alternative direction to staff.

CEQA:Not a Project.

SONSRAY WE MOV MOUNTAINS CASE

CONSTRUCTION

ARIZONA CALIFORNIA NEVEDA NEW MEXICO OREGON TEXAS WASHINGTON

MACHINERY
10062 Live Oak Ave.•Fontana•CA•92335 TEL:(909)355-1075
www.SonsrayMachinery.com
Ship To:Fontana Store Fontana
10062 Live Oak Ave. January 29,2026 epadilla-0343 Fontana CA 92335 BP0019970 9099314100
Invoice To:CITY OF UPLAND Purchase Order:
460 North Euclid Avenue
Upland CA 91786-4732 Sales Person:Evert Padilla Attention:Alex Gonzalez

EQUIPMENT QUOTE/SALES ORDER
CASE 580SN 4WD TIER 4 FINAL Serial#:Factory Order Stock#:N.I.S. $141,339.60 Case Construction Equipment(Sourcewell Contract Number:011723-CNH)(Contract Period:04/04/2023-04/14/2027)Specified 28%Sourcewell Discount(-$54,965.40)From List Price/MSRP($196,305.00)=Net Cost Of Equipment($141,339.60)-This Quote To Be Presented To The City of Upland(Sourcewell Participant Account#69697).Any Factory Freight Fees,Load Fees,Pre Delivery Inspection Charges,Fuel/Setup Charges,Local Delivery Fees,Additional Surcharges,Additional Items/Attachments Purchased With Quoted Unit,Extended Warranties,Or Preventive Maintenance Plans Must Be Billed As Separate Line Items. 2026 580SN 4WD Tier 4 FINAL.w/82"Long Lip General Purpose Front Loader Bucket&24" Backhoe Bucket.

Operating Weight:19,750 lb(8 958 kg)
Backhoe Maximum Dig Depth Retracted:14 ft 6 in(4.41 m)Extended:17 ft 11 in(5.47 m) Loader Lift Capacity to Full Height—6,703 lb(3 040 kg)
97 HP Turbocharged Diesel 4-stroke Engine
Tier 4 Final Certified
Enclosed Cab w/HVAC
Left&Right Hand Side Doors
Cloth Seat w/180 Deg.Swivel&Air Susp.

Backup Alarm
Bluetooth Radio w/AM/FM Tuner&USB Input
LED Work Lights
Single Joystick Loader Control
CASE Extendahoe'"^Pilot Controls
CASE Extendahoe'""w/Thumb
CASE Extendahoe'""Hydraulic Coupler
BHOE PERFORMANCE PACKAGE W/1-WAY OR 2WAY AUXIALARY HYDRAULICS Heavy Front Counterweight
Flip Over Stabilizer Pads
NOTICE TO Caution. Do not sign this contract before you thoroughly read both pages 1 and 2 of it or if it contains blank PURCHASER spaces,even if otherwise advised.

You are entitled to an exact and completely filled in copy of this Sales Order when you sign it. Keep it to protect your legal rights.

Store Manager signature required for final acceptance of Sales Order.

THIS AGREEMENT IS SUBJECT TO THE ADDITIONAL TERMS AND CONDITIONS ON THE REVERSE SIDE.CUSTOMER HAS HAD THE OPPORTUNITY TO READ THE TERMS OF THIS AGREEMENT PRIOR TO SIGNING.

Purchaser's Signature Sales Consultant Date
Print Name Date Accepted By Date

Tool Box
Cold Start Dual Battery
Front Tires 12x16.5,10PR Lug Tread
Rear Tires 19.5LX24,10PR STD
CASE SiteWatch'"Telematics-5yr Advanced Subscription Included Base Factory Warranty:
1-Year/Unlimited-Hour Full Coverage Base Limited Warranty Included 2-Year/2,000-Hour Extended Engine Warranty Included.
***Quote Expires 2/28/2026***QUOTED PRICE IS NOT GUARANTEED,AND SUBJECT TO MANUFACTURER'S PRICE INCREASES, INCLUDING ANY ADDITIONAL SURCHARGES***
SONSRAY SIGNATURE SERVICE—A commitment to providing excellent service and care when you purchase a new piece of equipment from Sonsray Machinery.

Premier 60/5000 Extended Warranty $10,431.00
Material Surcharge(Tariff Surcharge) $8,480.38
Factory Freight $6,331.25
PDI $2,896.25
Delivery to Customer $1,500.00
Load Fee $1,000.00
Incidental Shop Fees $500.00
Quoted Price $172,478.48
Sales Tax 7.75% $11,901.45
Processing Fee $495.00
CA Tire Tax $ 7.00
Cash Due or Finance Amount $184,881.93

1. This is a cash transaction.If the Purchaser so requests prior to acceptance,the Cash Due on Delivery may be financed as a time sale transaction,subject to credit approval.If this transaction becomes a time sale,Purchaser agrees(1)to make payments pursuant to the Sonsray Machinery Accounts Receivable System Agreement,which is incorporated into this Purchase Order by reference,and(2)that Seller retains a security interest in the goods described herein until all obligations of Purchaser are paid in full and discharged.

2. When trade-in equipment is not to be delivered to the Seller until delivery of the equipment purchased by this order,the trade-in equipment may be reappraised at that time and such reappraisal value shall determine the allowance made for such trade-in equipment.When the reappraised value is less than the original trade-in allowance shown on this form,the purchaser may terminate this order;however,this right of termination must be exercised prior to delivery of the equipment by Seller and surrender of the trade-in equipment to Seller.

3. The prices which Purchaser will pay for the new equipment set forth on the reverse side hereof shall be based upon the Case dealer price in effect on date of delivery of the new equipment.In the event Case dealer's price is changed prior to delivery,the purchase price shall be adjusted accordingly.If such price change results in an increase,purchaser has the option of canceling the order in writing immediately on being notified thereof.

4. The Seller shall be excused if delivery is delayed or rendered impossible by differences with workmen,strikes,work stoppages,car shortages,delays in transportation,inability to obtain labor or materials and also by any cause beyond the reasonable control of Seller, including but not restricted to acts of God,floods,fire,storms,acts of civil and military authorities,war and insurrections.

5. Purchaser shall keep the property free of all liens,taxes,encumbrances and seizure or levy,shall not use same illegally,shall not damage,abuse,misuse,abandon or lose said property,shall not part with possession thereof,whether voluntarily or involuntarily or transfer any interest therein or remove same out of the county or filing district in which Purchaser resides as indicated herein without the prior written consent of Seller,shall keep said property insured in such amounts and with such insurer as may be acceptable to Seller with any loss payable to Seller as his interest in the property may appear.

6. Time is of the essence of this contract and if purchaser fails to comply with any of the terms and conditions hereof or defaults in the payment of any installment hereunder or under any renewal or renewals hereof,or in the payment of interest or defaults in the payment of any installment due under any other indebtedness of contract held by the Seller or Assignee,or if proceedings are instituted against Purchaser under any bankruptcy or insolvency law or Purchaser makes an assignment for the benefit of creditors or if for any reason the Seller deems himself insecure and so declares all payments heretofore made by Purchaser shall be retained by the seller and all indebtedness hereunder shall become immediately due and payable,with or without notice,together with all expenses of collection by suit or otherwise,including reasonable attorney fees and Seller may,without notice or demand,take possession of the equipment set forth on the reverse hereof,or any additions to,replacements of,or any proceeds from said equipment or may render the property unusable or Seller may require Purchaser to assemble the property and make it available at a place designated by Seller.Seller may resell the retaken property at public or private Sale in accordance with the Uniform Commercial Code or applicable state or provincial law.After deducting reasonable expenses for retaking, repairing,holding,preparing for sale,other selling expenses including attorney fees and legal expenses,the remaining proceeds of Sale shall be credited upon the amount of indebtedness remaining unpaid hereunder,and Purchaser agrees to pay any deficiency upon demand by Seller, any surplus,however,shall be paid to Purchaser.Said retaking or repossession shall not be deemed rescission of the contract.Seller may exercise any other rights and remedies provided by applicable law.

7. No waivers or modifications hereof shall be valid unless written upon or attached to this contract.Waiver or conditions of any breach or default hereunder shall not constitute a waiver of any other or subsequent breach or default.Payments received by Seller are to be applied first to delinquent interest and then to principal.

8. The remedies provided for herein are not exclusive and any action to enforce payment shall not waive or affect any of the holder's rights to have recourse to the property.The transfer of this contract shall operate to pass a security interest in the property as security for the payment hereof.

9. Any provision of this contract prohibited by the laws of any state,the United States,any province of Canada,shall be ineffective to the extent of such prohibition without invalidating the remaining portions of the contract.

10. Each maker,endorser,guarantor and surety hereon severally waives presentment,demand protest,and notice of non-payment and all defenses of want of diligence in collection and bringing suit.This contract shall be binding upon and shall insure to the benefit of the parties hereto and their respective heirs,personal representative,successors,and signs.

11. Buyer authorizes Seller to insert the Serial and/or model numbers of the goods set forth on the reverse side hereof for the purposes of identifying said goods.The seller may correct patent errors herein.

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Sou rcewell
Solicitation Number: RFP # 011723

CONTRACT
This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and CNH Industrial America LLC, 700 State Street, Racine, WI 53404 (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 Heavy Construction Equipment with Related Attachments and Technology 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 14, 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.

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 stated in Supplier's Proposal.

When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity's total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity's requested delivery location.

Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase.

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.

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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.

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 Rev. 3/2022 3

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• 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.

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.

Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract.

B. PUBLIC FACILITIES. 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 Supplier or its authorized subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration or cancellation of this Contract; however, Supplier performance, Participating Entity Rev. 3/2022 4

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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, 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 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.

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;
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• 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;
• 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 Rev. 3/2022 6

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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.

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.

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.

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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
Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys' fees incurred by Sourcewell or its Participating Entities, arising out of any act or omission in the performance of this Contract by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. Sourcewell's responsibility will be governed by the State of Minnesota's Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law.

12. GOVERNMENT DATA PRACTICES
Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, maintained, or disseminated by the Supplier under this Contract.

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

1. Grant of License. During the term of this Contract:
a. Sourcewell grants to Supplier a royalty-free, worldwide, non-exclusive right and license to use the trademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell's relationship with Supplier.
b. Supplier grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Supplier's trademarks in advertising and promotional materials for the purpose of marketing Supplier's relationship with Sourcewell.

2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers, resellers, marketing representatives, and agents (collectively "Permitted Sublicensees") in Rev. 3/2022 8

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advertising and promotional materials for the purpose of marketing the Parties' relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees.

3. Use; Quality Control.
a. Neither party may alter the other party's trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos.
b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party's trademarks only in good faith and in a dignified manner consistent with such party's use of the trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated.

4. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party's name or logo (excepting Sourcewell's pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell's written directions.

B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Supplier individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract.

C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development Administrator assigned to this Contract.

D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment, Products, or Services.

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.

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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:

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:

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• 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

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
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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

5. Network Security and Privacy Liability Insurance. During the term of this Contract, Supplier will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Supplier's security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data — including but not limited to, confidential or private information, transmission of a computer virus, or denial of service.

Minimum limits:
$2,000,000 per occurrence
$2,000,000 annual aggregate
Failure of Supplier to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default.

B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf.

Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in this Contract.

C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the 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.

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insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors.

E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention.

19. COMPLIANCE
A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold.

B. LICENSES. Supplier must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Supplier conducts with Sourcewell and Participating Entities.

20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION
Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in writing.

Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time.

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

UNITED STATES FEDERAL AWARDS OR OTHER AWARDS
Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional Rev. 3/2022 13

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requirements based on specific funding source terms or conditions. Within this Article, all references to "federal" should be interpreted to mean the United States federal government.

The following list only applies when a Participating Entity accesses Supplier's Equipment, Products, or Services with United States federal funds.

A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of"federally assisted construction contract" in 41 C.F.R. § 60-

1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 C.F.R. § 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." The equal opportunity clause is incorporated herein by reference.

B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of$2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti-Kickback" Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must be in compliance with all applicable Davis-Bacon Act provisions.

C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of$100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5).

Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess Rev. 3/2022 14

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH
of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous.These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above.

D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of"funding agreement" under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above.

E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of$150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA).

Supplier certifies that during the term of this Contract will comply with applicable requirements as referenced above.

F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency.

Rev. 3/2022 15

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH
G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352).

H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.

I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.

J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition.

K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Supplier that are directly pertinent to Supplier's discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Supplier's personnel for the purpose of interview and discussion relating to such documents.

L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; Rev. 3/2022 16

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH
and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.

M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre-approval.

N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Contract or any purchase by a Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Contract or any purchase by an authorized user.

O. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and Statements) applies to the Supplier's actions pertaining to this Contract or any purchase by a Participating Entity.

P. FEDERAL DEBT. The Supplier certifies that it is non-delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments.

Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to the anticipated work under this Contract raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested.

R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S.

Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism.

S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Contract it will comply with applicable requirements of 2 C.F.R. § 200.216.

T. DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Contract will comply with applicable requirements of 2 C.F.R. § 200.322.

Rev. 3/2022 17

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 # 011723-CNH

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 CNH Industrial America LLC
-DocuSigned by: DocuSigned by:
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By:—COFD2A139D06489... By: 7FCB6D1BF7F04C0...

Jeremy Schwartz Amy Swett
Title: Chief Procurement Officer Title: Government & Fleet Sales Account Manager—New Holland CE brand
4/4/2023 I 2:29 PM CDT 4/4/2023 I 2:31 PM CDT
Date: Date:

Approved:
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By: by:
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Chad Coauette
Title: Executive Director/CEO
4/4/2023 I 2:39 PM CDT
Date:

Rev. 3/2022 18

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 RFP 011723 - Heavy Construction Equipment with Related Attachments and Technology
Vendor Details
Company Name: CNH Industrial America LLC
700 State Street
Address:

Racine,WI 53404
Contact: Clint Jenkins
Email: [email protected]
Phone: 937-218-1701
Fax: 877-764-1369
HST#: 760433811
Submission Details
Created On: Wednesday November 16,2022 13:07:37
Submitted On: Tuesday January 17,2023 12:55:10
Submitted By: Amy Swett
Email: [email protected]
Transaction#: a0423bfd-2f16-47ee-b66d-446ac499cd78
Submitter's IP Address: 159.61.192.15
Bid Number: RFP 011723 Vendor Name: CNH IndysOetfC

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 Specifications
Table 1: Proposer Identity&Authorized Representatives
General Instructions (applies to all Tables)Sourcewell prefers a brief but thorough response to each question. Do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; respond "N/A" if the question does not apply to you (preferably with an explanation).

Item Question Response*
1 Proposer Legal Name (one legal entity only): CNH Industrial America LLC (In the event of award, will execute the *
resulting contract as "Supplier")
2 Identify all subsidiary entities of the Proposer CNH America LLC whose equipment, products, or services are * included in the Proposal.
3 Identify all applicable assumed names or DBA CNH Industrial America LLC does not have any assumed names or DBA. names of the Proposer or Proposer's *
subsidiaries in Line 1 or Line 2 above.
4 Provide your CAGE code or Unique Entity 10988 * Identifier (SAM):
5 Proposer Physical Address: 700 State Street * Racine, Wisconsin 53402
6 Proposer website address (or addresses): https://www.cnhindustrial.com https://www.casece.com *
https://construction.newholland.com
www.newholland.com
7 Proposer's Authorized Representative (name, Amy Swett title, address, email address & phone) (The Government & Fleet Sales Account Manager — New Holland CE brand representative must have authority to sign 500 Diller Avenue the "Proposer's Assurance of Compliance" on New Holland, PA 17557 behalf of the Proposer and, in the event of [email protected] award, will be expected to execute the 717-715-2489
resulting contract):
8 Proposer's primary contact for this proposal Amy Swett (name, title, address, email address & phone): Government & Fleet Sales Account Manager — New Holland CE brand 500 Diller Avenue
New Holland, PA 17557
[email protected]
717-715-2489
9 Proposer's other contacts for this proposal, if Tony Simpson any (name, title, address, email address & Government Affairs phone): 6021 State Street
Racine, WI 53142
262-631-0881
[email protected]
Table 2: Company Information and Financial Strength
Item Question Response*
10 Provide a brief history of your company, The origins of Case date to 1842, when Jerome Increase Case (born in 1819) including your company's core values, created Racine Threshing Machine Works in Racine, Wisconsin. The company business philosophy, and industry longevity produced its first portable steam engine in 1876, which is now on display at the related to the requested equipment, products Smithsonian Institution. or services.

In 1957 Case made the 320 Construction King backhoe loader.Since 1969 Case has manufactured skid steers, starting in Burlington, Iowa and later moving production to Wichita.

The company evolved into the Case Corporation, which merged with New Holland in 1999 to become CNH Global which in 2011 became CNH Industrial.

Bid Number: RFP 011723 Vendor Name: CNH Ingtniab-Ol ipetf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 2005: Case made its 500,000th backhoe loader and in 2010 made its 250,000th skid steer loader.
2016: Case released the new G-Series wheel loader lineup consisting of seven new models from 521G thru 1121G.
2017: In its 175th year in business, Case announced its facility in Wichita produced its 300,000th skid-steer loader.
2017: At Conexpo-Con/Agg 2017 Case released the CX750D excavator.

As of May 2017, Case "sells a full line of construction equipment around the world, including the number one loader/backhoes, excavators, motor graders, wheel loaders, vibratory compaction rollers, crawler dozers, skid steers, compact track loaders and rough-terrain forklifts.

New Holland Construction was founded in 1895 in New Holland, Pennsylvania; in 1966 New Holland's first backhoe loader was introduced; in 2005 New Holland Construction Brand was created with a global full-line product offering of Skid steer loaders, compact track loaders, tractor loader backhoes, tractor loaders, wheel loaders and excavators. Since 1999, New Holland is a brand of CNH, which was demerged from Fiat Group to Fiat Industrial at the start of 2011. 2007 New Holland made 200,000 Skid Steer loaders and celebrated 35 years of designing and building its highly successful skid steer loader. They are the preferred choice of landscapers around the world and #1 in lift and carry compact machines. 2008 New Holland's "green" engine. New Holland launched the E215B crawler excavator, which mounts a brand-new engine which dramatically reduces emissions well below the levels required by regulations.

New Holland equipment is built all around the world; the headquarters is in Turin, Italy and with ten plants and ten research and development centers spread globally, more than 800 dealers and 2,100 outlets. It is present in 100 countries worldwide.

New Holland produces thirteen product families, five in the heavy range and eight in the light range; products include dozers, mini excavators, graders, wheel loaders, crawler excavators, backhoe loaders, skid steer loaders.

Productivity, safety, and environmental responsibility are the cornerstones of New Holland's offering built around our customers. We are a key player in the global construction equipment industry born of the rich heritage of brands that made the history of this sector.

In partnership with our worldwide network of dealers, we deliver products and services that meet our customers' requirements for productivity, safety, environmental performance, and fuel and cost efficiency. We know our customers' business and we provide them with a full line of innovative products and services designed for the specific applications of their industry.

CNH Industrial is committed to delivering the highest ethical standards and supporting its dealers and customers through a diverse and inclusive workforce, industry-leading technology, exceptional safety and quality, and unmatched innovation.

At CNH Industrial, we pride ourselves on delivering the best. That means strengthening our product portfolio with dedicated financing, tools and components and selecting the best partners to support us in delivering value to our customers.

We are proud of the work we do at CNH Industrial, where a focus on innovation has helped us to maintain our competitive edge and our position of global leadership.

In 2014 we have a new licensing agreement with Sumitomo Construction Machinery to manufacture Sumitomo designed crawler excavators from 13 to 35 tons. In 2016 we entered an exclusive mini-excavator alliance with Hyundai Heavy Industries.

The full integration of environmental and social considerations with economic objectives enables the Group to identify potential risks and seize additional development opportunities, resulting in a process of continuous, and sustainable, improvement that creates value over the long-term. We recognize the real importance of promoting a circular product life cycle in which resources are used fully and for as long as possible, and products and materials are recovered and regenerated at the end of their service life. For this reason, the Company offers a range of products able to run on fuels derived from renewable sources and is committed to adopting sustainability criteria from the design stage to develop more environmentally friendly products. To maximize product life, CNH Industrial also offers Bid Number: RFP 011723 Vendor Name: CNH Inc b-Ol g C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 its customers a range of remanufactured spare parts, in line with its circular economy approach. In manufacturing processes, emphasis is given to improvements that increase waste recovery and reuse.

Living and working in cooperation with the surrounding area, and collaborating on projects that benefit the community, contribute to enhancing the satisfaction of employees (who often live close to plants) and their sense of belonging to the Company, while bringing economic advantages to both the Company and the community. Projects are measured in three fundamental areas. These areas are:

Improving food availability, combating climate change & reducing environmental impact and supporting youth training.

A key priority at CNH Industrial is to improve food availability. In the USA, CNH Industrial supports the FFA (formerly known as Future Farmers of America), an association active in farming education since 1928. In 2018, to further its commitment, the Company chartered its own FFA Alumni and Supporters Chapterl, through which employees can engage with students pursuing agriculture degrees and with members of other FFA Chapters nationwide. In 2021, the Company continued to be heavily involved with the FFA. Case IH, New Holland Agriculture, and CNH Industrial Capital continued their Silver Sponsorship of the National FFA Foundation, including its national convention with over 60,000 attendees. Furthermore, employees continued to engage with FFA students at professional development events, and again raised funds towards the purchase of approximately 70 FFA uniforms for students in need.

CNH Industrial also continued its We Care We Share outreach program, holding an educational event at the Thai Sa Kaeo College of Agriculture and Technology aimed at raising agricultural technology standards in the country while creating a new generation of agricultural experts.

In 2021, given the ongoing pandemic, CNH Industrial continued to support more vulnerable sections of society, including through food where needed. Located near the Company's sites in Racine (USA), the Hunger Task Force Farm yields over 226,000 kilos of fresh produce each harvest season to feed the hungry and create a reliable source of healthy food for its network of food banks. In 2017, the farm added a New Holland Agriculture tractor (donated by CNH Industrial Capital) to its operation. In 2021, the Company made a cash donation to the organization to purchase Thanksgiving turkeys for community members in need, while employees provided additional support by volunteering on the farm.

A key priority at CNH Industrial is to combat climate change, whose negative impact on ecosystems affects the quality of life for people in local communities and consumer choices. The Company has initiated several projects to tackle this global issue, which are also aligned with SDG 13 `Climate Action'. These projects are increasingly focusing on reducing the environmental impact of Company plants, including on local communities, and on helping protect the latter against the effects of climate change such as desertification, water scarcity, and the loss of biodiversity.

Other initiatives are in place to promote responsible behavior to minimize environmental impact. Participation in the projects associated with this key priority allows CNH Industrial's brands to enhance their profile and increase their visibility among potential customers and strengthens Company employees' sense of belonging.

At CNH Industrial, a key priority is to engage local communities. To this end, and in line with stakeholders' expectations, the Company prioritizes initiatives that support local community development, especially youth training. In addition to the awards and scholarships given to employees' children, the Company works hard to promote young people's education by collaborating with private and public institutions and other stakeholders. Projects are also aligned with SDG 10 'Reduce inequality within and among countries', as they promote training in Emerging Markets with the aim of developing qualified potential recruits for the Company's sales and service networks.

TechPro2, a joint project with schools run by the Don Bosco Salesian Society, aims at training mechatronics specialists to meet a growing demand for skilled personnel, thus offering young people greater employment opportunities — especially within the Company's sales and service network. Training includes theory and hands-on learning at Salesian centers, followed by targeted internships in the field. The goal of TechPro2 is two-fold: on the one hand, to ensure students have a future vocation; on the other, to enhance the quality of specialized technical assistance for the brands' products while meeting the demand for qualified technicians at authorized dealers and workshops. The Company provides expertise by training the teachers, who pass on the knowledge to the classroom students. It also offers financial aid, tools, and essential parts (such as complementary vehicles, engines, drives, and diagnostic tools) for classroom training and practice.

CNH Industrial believes that operating in a socially responsible and ethical manner, Bid Number: RFP 011723 Vendor Name: CNH Ingtn b-Olitr2e6 C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 and in compliance with the laws of the countries in which it operates, is crucial to its long-term success. The Company's Code of Conduct summarizes its policies on various compliance and ethics issues (such as conflicts of interest, corruption, competition, and health and safety). Such policies reflect, among other things, the Company's commitment to adopting fair employment practices, ensuring safety in the workplace, supporting, and fostering environmental awareness, and respecting the communities in which it operates, in compliance with applicable laws. The Company is also committed to the creation of long-term sustainable value for all its stakeholders and is firmly convinced that respect for fundamental human rights and for basic working conditions is a prerequisite to achieving this. The Board of Directors is responsible for creating a culture that fosters such long-term value creation — a task that requires compliance with all applicable laws. To this end, and to clarify and make explicit the Company's values and expectations, the Board has adopted both a Code of Conduct and a Supplier Code of Conduct.

Our vast network of CNHi dealers will provide local product technical support at the dealership or out on the road to the members along with providing the start-up and operations training compliant with OSHA regulations, which the members need to get to receive the max. performance and efficiencies out of their products. The customers can also purchase OEM parts from our dealer network to support the members and to ensure their equipment obtains the max. amount of run time. Our financial services to the members include leasing options and extended warranties which are handled directly at the dealership. Members who are on a budget can rent or demo equipment from the dealership. The equipment will be a unit that has not been retailed and comes with full warranty (less than 250 hrs) or pro-rated warranty (if the unit has over 250 hrs). The customer will receive the member list discount and demo/lease adjustment based on rent for sale program rates less any service or clean up fees dealer would have incurred.
11 What are your company's expectations in the When CNH Industrial is awarded the Sourcewell contract, we expect to continue to event of an award? achieve an overall sales growth of over 10%. Throughout the pandemic and component parts not reaching our plants in a timely manner, we still saw growth in our Sourcewell contract. We plan to continue this growth cycle in 2023. CNH Industrial announce a culture transformation where everyone's voice will be heard.

We have five new beliefs Customer first, grow together, one team, make it simple, be the best. This is exactly what we are planning to do with this contract. We want our customers to walk into our dealerships and be heard. Get the product they want and make it an effortless process with Sourcewell. We will continue to partner with Government Solutions Team (GST) where we have done more training in 2022 and plan to continue to follow that process in 2023. Their training includes web training, ride-a-longs to help educate the sales teams and the customers in addition to training new or re-train dealers within their first 60 days. Additional emphasis will go to getting our dealers to attend GTKU's and universities to round out their knowledge of the contract and how to use it to drive the contract's need. We are also going to target and engage with the government entities to get our Sourcewell contract adopted versus these entities having their own contract. 12 Demonstrate your financial strength and CNH Industrial reported strong full year performance in 2021, its final year of stability with meaningful data. This could operations as a combined Off- and On-Highway entity. We delivered consolidated include such items as financial statements, revenues of $33.5 billion, up 29% from the previous year. Both our adjusted EBIT SEC filings, credit and bond ratings, letters from our Industrial Activities at $2,086 million(1) and our full year Net Income at of credit, and detailed reference letters. $1.8 billion (which translates to $1.28 in earnings per share) were the highest in our Upload supporting documents (as applicable) Company's history. Market driven volume and disciplined pricing were key drivers of in the document upload section of your our record earnings, alongside the team's successful execution, which they achieved response. while often managing very challenging supply chain and logistics issues. We also recorded another very strong year for positive free cash flow of Industrial Activities(1), at over $1.8 billion as our operational execution improved.

For additional information see our Annual Financial Report 2021 13 What is your US market share for the Model Year 2021 CNH Industrial market share 9.5% solutions that you are proposing?
Case Construction 7.9%
New Holland Construction 1.6%
14 What is your Canadian market share for the Model Year 2021 CNH Industrial market share 12.6% solutions that you are proposing?
Case Construction 12.1%
New Holland Construction .5%
15 Has your business ever petitioned for NO
bankruptcy protection? If so, explain in detail.

Bid Number: RFP 011723 Vendor Name: CNH Inc b-Ol g C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 16 How is your organization best described: is CNH Industrial is the manufacturer of the equipment offered in this proposal. Our it a manufacturer, a distributor/dealer/reseller, sales and service force is provided through our network of 1107 North American or a service provider? Answer whichever dealers. Our dealerships are independently owned and operated so they are question (either a) or b) just below) best positioned to provide sales and post support for our customers. Through the post- applies to your organization. sale support our dealers offer parts and service. CNH Industrial imposes strict a) If your company is best described as contract regulations and standards (Pinnacle), to hold dealers accountable for all a distributor/dealer/reseller (or similar entity), interactions a customer has. This would include sales, service, parts, marketing, and provide your written authorization to act as a operations. distributor/dealer/reseller for the manufacturer
of the products proposed in this RFP. If
applicable, is your dealer network
independent or company owned?
b) If your company is best described as
a manufacturer or service provider, describe
your relationship with your sales and service
force and with your dealer network in
delivering the products and services
proposed in this RFP. Are these individuals
your employees, or the employees of a third
party?
17 If applicable, provide a detailed explanation CNH Industrial adopts the World Class Manufacturing (WCM) management system, a outlining the licenses and certifications that program for innovation based on continuous improvement, developed to eliminate all are both required to be held, and actually types of waste and loss through the rigorous application of specific methods and held, by your organization (including third standards (see page 165). Given the customers' demand for ever-higher quality and parties and subcontractors that you use) in the level of excellence required by the WCM, the focus is on the quality of every pursuit of the business contemplated by this aspect of the manufacturing process, which has led plants to also adopt a quality RFP. management system compliant with ISO 9001. As of December 31, 2021, 57 CNH Industrial plants were ISO 9001 certified, collectively accounting for 98% of revenues from sales of products manufactured at the Company's plantsl. To achieve its quality standards, CNH Industrial devised a robust supply chain management process (see page 151) to ensure the procurement of quality components, which are essential to produce vehicles that meet the high standards demanded by customers. CNH INDUSTRIAL completed an initiative, known as Technology Days, gives suppliers a chance to display their innovative products in terms of innovation, technology, and quality, while addressing specific topics and sharing information on recent technological developments. In 2021, the event was as always attended by CNH Industrial employees but held virtually. As of December 31, 2021, 220 supplier plants had adopted the World Class Manufacturing (WCM) program, with no increase compared to 2020 due to pandemic-related restrictions and strategy changes to the WCM supplier program itself. The WCM adoption process entails several activities that take place in two distinct yet equally important phases, and that are meant to provide suppliers with the necessary knowledge to apply the intrinsic concepts of Lean Production. Firstly, various training sessions led by CNH Industrial's WCM program specialists are delivered to suppliers. Secondly, supplier WCM teams are given the opportunity to visit selected CNH Industrial plants to learn about the Company's best practices.

Safety is a priority across the Company, as evidenced by the compliance of management systems with the ISO 45001 international standard, as well as with the continuous improvement principles of World Class Manufacturing (WCM) and its specific Safety pillar (see page 165). CNH Industrial's approach to occupational health and safety is based on effective preventive and protective measures, implemented both collectively and individually, aimed at minimizing risk of injury in the workplace. The Company endeavors to ensure optimal working conditions, applying principles of industrial hygiene and ergonomics to managing processes at an organizational and operational level. Additionally, it adopts the highest standards in the countries in which it operates, even where regulatory requirements are less stringent, believing this to be the best way to achieve excellence. In addition, the central Environment, Health, and Safety (EHS) function (which serves as a reference point for sustainability) coordinates and manages health and safety issues as per CNH Industrial's Health and Safety Policy. It periodically verifies performance against targets, proposes new initiatives, and defines health and safety policies. The Company's certification of its occupational health and safety management systems as per the ISO 45001 international standard is voluntary and covers 58 CNH Industrial manufacturing plants worldwide, accounting for 45,521 employees. In 2021, the Company completed its transition to the new ISO 45001:2018 Occupational Health and Safety Management standard, which supersedes the OHSAS 18001:2007 standard. Certifications are awarded by accredited international bodies (in turn continuously and rigorously monitored by other international organizations) that review and certify the high levels of reliability and of operational and procedural standards.

In 2021, the occupational health and safety management systems at some non- manufacturing sites were ISO 45001 certified, accounting for 5,684 employees at 12 different sites and locations. In total, 70 CNH Industrial sites worldwide (manufacturing and non-manufacturing) are now ISO 45001 compliant — covering 51,205 employees (about 75.9% of the employees within the reporting scope), 5,388 Bid Number: RFP 011723 Vendor Name: CNH Ingtaiab'el1it{c2C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 contractors, and 7,190 agency workers (representing, respectively, 97% and 91% of the relative populations within the reporting scope) — as are all joint venture plants in which CNH Industrial has at least a 51% interest.

World Class Manufacturing (WCM) data (see page 165) relates to 51 plants, representing 99% of revenues from sales of products manufactured at CNH Industrial plants4. Occupational health and safety data (see page 82) relates to 66,129 employees, or about 98% of the workforce within the reporting scope. There are 58 ISO 45001 certified plants, accounting for 95% of Company plants and representing approximately 100% of revenues from sales of products manufactured at CNH Industrial plants4. Information on environmental performance (including VOCS, water, and waste) and management systems (see pages 167; 170) relates to 54 fully consolidated plants, accounting for 89% of Company plants and representing 99.5% of revenues from sales of products manufactured at CNH Industrial plants4. There are 58 ISO 14001 certified plants, accounting for 95% of Company plants, representing approximately 100% of revenues from sales of products manufactured at CNH Industrial plants4, and relating to 44,682 employees (or about 97% of the workforce at the plants within the reporting scope4). Information on energy performance (including CO2, NOX, SOX, and dust emissions) and management systems (see pages 171; 179; 181) relates to 55 fully consolidated plants, accounting for 90% of Company plants and representing 99.7% of revenues from sales of products manufactured at CNH Industrial plants4. There are 54 ISO 50001 certified plants, accounting for 89% of Company plants, representing 99.5% of revenues from sales of products manufactured at CNH Industrial plants4, and relating to 44,146 employees (or about 95.5% of the workforce at the plants within the reporting scope4).

Moreover, there are 57 ISO 9001 certified plants, accounting for 93% of Company plants, representing 98% of revenues from sales of products manufactured at CNH Industrial plants4, and relating to 44,256 employees (or about 96% of the workforce at the plants within the reporting scope4).

CNH Industrial also holds its suppliers to a high standard in human resources and sustainability. Please see the attached files for CNH Industrial's Sustainability Plan and Supplier Code of Conduct for more information.
18 Provide all "Suspension or Debarment" CNH Industrial has not been Suspended or debarred information that has applied to your
organization during the past ten years.

Table 3: Industry Recognition & Marketplace Success
Line Question Response"
Item
19 Describe any relevant industry awards or CNH Industrial (NYSE: CNH INDUSTRIAL / MI: CNH INDUSTRIAL) received a 2022 recognition that your company has received Manufacturing Leadership Award for outstanding achievement in the Sustainability in the past five years Leadership category, which honors manufacturers that are shaping the future of the sector through digital transformation. This is the third consecutive year that the Company has earned recognition from the Manufacturing Leadership Council, which is a division of the National Association of Manufacturers.

CNH Industrial's award-winning project, Smart Pretreatment for the Paint Shop, was executed by the manufacturing team at the Case IH and STEYR agricultural production plant in St. Valentin, Austria. The project enhanced operator safety while :, ensuring optimum paint quality and sustainable use of additives.

The T6 Methane Power also won the prestigious Sustainable Tractor of the Year 2022 award at the EIMA International4 trade show held in Bologna (Italy), assigned by a jury panel of top European journalists specializing in farm equipment.

Other awards include Innovative Iron for our DL550 Compact Dozer loader in 2022, Top 100 in 2022 for DL550 Compact Dozer loader, TV620B CTL, E. Series Excavators. Top 50 award in 2022 for TV620B CTL. This is just to name a few.

Please see entire list in attached documents.

Bid Number: RFP 011723 Vendor Name: CNH Ingtn b-Ol e6 C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 20 What percentage of your sales are to the Case Construction - governmental sector in the past three years
2021 —14%
2020 —15%
2019 —20%
New Holland Construction -
2021 — 9%
2020 — 10%
2019 — 20%
21 What percentage of your sales are to the CNH Industrial Construction brands does not have the capability to pull out the education sector in the past three years educational percentage, but it is calculated into our sales to the government below. 22 List any state, provincial, or cooperative New Holland Construction (CE) Contract Sales purchasing contracts that you hold. What is
the annual sales volume for each of these Sourcewell CE Contract contracts over the past three years?
2019 $2,906,112
2020 $2,125,345
2021 $3,851,787
Michigan CE contract no sales from 2019-2021
Pennsylvania CE
2019 <$200,000
2020 <$300,000
2021 < $400,000
Ohio CE
2019 $158,736
2020 $206,926
2021 $98,665
Iowa CE
2019 $59,043
2020 $104,200
2021 <$100,000
State of Louisiana
2019 $330,000
2020 $0
2021 <$100,000
State of Georgia
2019 $0
2020 $170,000
2021 <$100,000
NASPO
2019 $303,000
2020 $150,000
Bid Number: RFP 011723 Vendor Name: CNH Ingtniab-Ol etf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 2021 $351,000
BuyBoard
2019 $938,000
2020 $547,000
2021 $331,000
HGAC — No Activity
Case Construction Contract Sales
Sourcewell Case Construction contract
2019 $24,000,000
2020 $18,000,000
2021 $11,000,000
State of Michigan Case CE
2020 $ 176,027
2021 $ $82,070
2022 $ $321,663
NASPO Case Construction Contract
2019 $1,200,000
2020 $1,600,000
2021 $2,240,000
23 List any GSA contracts or Standing Offers CNH Industrial Construction brands do not hold any of these contracts. and Supply Arrangements (SOSA) that you
hold. What is the annual sales volume for
each of these contracts over the past three
years?
Table 4: References/Testimonials
Line Item 24. Supply reference information from three customers who are eligible to be Sourcewell participating entities.

Entity Name* Contact Name* Phone Number*
Erie Water Works Ann Whipple 814-870-8016 -*
State Procurement Standards Analyst, OH Stephanie Klingler 614-387-1130 -*
Central Procurement-Enterprise Sourcing — MI Yvon Dufour 517-249-0455 Bid Number: RFP 011723 Vendor Name: CNH Ingziab-Ol etf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 Table 5: Top Five Government or Education Customers
Line Item 25. Provide a list of your top five government, education, or non-profit customers(entity name is optional), including entity type,the state or province the entity is located in, scope of the project(s), size of transaction(s), and dollar volumes from the past three years.

Entity Name Entity Type* State/ * Scope of Work* Size of Transactions* Dollar Volume Past Three Province Years
na Government Indiana-IN Mowing YR QTY 2019 $ 112,418 2019 1 2020 $3,064,492 *
2020 21 2021 $2,083,958
2021 11
na Government NewYork-NY Mowing YR QTY 2019 $4,405,899 2019 25 2020 $5,039,273 *
2020 28 2021 $ 0
2021 0
na Government BC-British Mowing/snow removal YR QTY 2019 $1,510,557 Columbia 2019 10 2020 $ 951,797 *
2020 6 2021 $1,353,325
2021 6
na Non-Profit ON-Ontario Mowing/snow removal YR QTY 2019 $3,647,150 2019 16 2020 $ 0 *
2020 0 2021 $ 137,142
2021 1
na Government South Carolina- Mowing YR QTY 2019 $2,391,487 SC 2019 19 2020 $1,064,046 *
2020 8 2021 $ 771,893
2021 6
Table 6: Ability to Sell and Deliver Service
Describe your company's capability to meet the needs of Sourcewell participating entities across the US and Canada, as applicable.

Your response should address in detail at least the following areas: locations of your network of sales and service providers, the number of workers (full-time equivalents)involved in each sector,whether these workers are your direct employees (or employees of a third party), and any overlap between the sales and service functions.

Item Question Response*
26 Sales force. CNH Industrial field sales force is comprised of employees of the company as well as third party employees of our dealer network who cover the entire US and Canada. Our Field Sales Force are fully focused on the sale of CNH Industrial through our Dealer Networks to our end user. The New Holland Construction Field Sales team is comprised of 5 Region Sales Directors, 44 Territory Business Managers, 5 Business Sales Specialists, 5 Dealer Development Managers, 8 Regional Product Specialists and 40 Technical and Specialty Field Managers. Case Construction is made up of 3 Regional Sales Directors, 21 Field Sales Specialist, 10 Business Managers, 6 Sale Support Managers, and 2 Product & Application Training Specialist. Each independent CNH Industrial dealer supports its local customer base with its own sales, product support and service personnel.

Bid Number: RFP 011723 Vendor Name: CNH Ingtniab-0l i,; etfC

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 27 Dealer network or other distribution Case Construction and New Holland Construction has a dedicated dealer network methods. strategically located across North America, and we are continually looking to see where new locations can be opened. Our dealer locations are fully trained and dedicated to sell and support Case Construction and New Holland Construction products covered in this RFP. Many of the principals, their staff and customers hold positions on their local city, village, township, county boards, school boards and positions within their churches, non-profit camps and Fair Boards and non-profit organizations such as Scouts, 4-H, Ducks Unlimited, etc. The efforts and plans of GST to engage New Holland construction dealers from the top down carries the value of our Sourcewell contract through to these community officials who need to purchase equipment efficiently.

Our company supports our dealer network with professional Field Service Managers.

Each dealership is staffed with parts and service personnel trained to support the products in their area of responsibility. Our company supports the entire United States, along with Hawaii, Alaska, and Canada. Our dealer service personnel are factory trained as well as have access to "Assist," a technical database that helps technicians quickly diagnosis failures through CNH Industrial technical advisors and fellow dealers. We have further support by the Customer Care contact phone numbers: New Holland Construction 1-888-365-6423 and Case Construction 1-866-542- 2736.
28 Service force. Our Field service force is comprised of employees as well as third party employees of our dealer network that covers the US and Canada. All employees must meet annual service training requirements provided on-site by our company, including our service school and online technical training program. Our Field Service force are fully focused on the service of CNH Industrial through our Dealer Networks to the end user. Each one of our independent dealer supports its local customer base with its own sales, product support and service personnel. We value their position as the local support to the members and provide them with the tools, training and support they need so they are a well- rounded team when it comes to the members. 29 Describe the ordering process. If orders CNH Industrial ordering process with be handled by our dealer network. The will be handled by distributors, dealers or members will go directly to their local dealership when the PO is approved. Their others, explain the respective roles of the local dealer will then place the order through the eQuipment program which then is Proposer and others. sent to the plant and our Order Management department. From there it will be placed into a production schedule. Dealers can monitor the orders from eQuipment to see when the product will be scheduled and when it will be shipping. 30 Describe in detail the process and Customer service begins with our dedicated dealer network. Each one of our procedure of your customer service dealerships is fully trained and supported by CNH Industrial so they are committed to program, if applicable. Include your immediately addressing all customer needs. Each one of our brand dealerships is response-time capabilities and supported by the Corporate Customer Service team, "Assist" and factory training. commitments, as well as any incentives
that help your providers meet your stated CNH Industrial interacts with and assists its customers to give them an experience service goals or promises. that meets their expectations. The Company's Customer Care departments specialize in developing, managing, and promoting customer service solutions, fostering long- lasting relationships, and satisfying customer needs and expectations. Customers may request information or report an issue via the brands' websites, toll-free numbers, smartphone applications, or via email — 24 hours a day, 7 days a week. Customer Care staff manage the entire process, from initial customer contact to final feedback to the customer, ensuring resolutions in the timeliest manner.

New Holland Construction's incentive program is the Dealer Standards Program.

CASE Construction Equipment's incentive program is the Partnership Program. These programs are designed to assess dealers and reward best-in-class performance across a wide range of operational and performance criteria.

Case Construction provides the Tomahawk Customer Center which has been serving its customers for more than 60 years. Sitting on more than 500 acres in Wisconsin's Northwoods, the CASE Tomahawk Customer Center is a premier year-round demonstration facility and business retreat. Enjoy a fully interactive experience with personalized training, state-of-the-art product demonstrations, hands-on equipment operation, and a healthy dose of our trademark hospitality. Like our company and our dealers, our Tomahawk staff is here to provide you with expert guidance and education to help you make informed operating and maintenance decisions 31 Describe your ability and willingness to CNH Industrial has been selling and servicing members in the United States through provide your products and services to our Sourcewell contract for 12 years. We offer a full array of Construction products Sourcewell participating entities in the and services through our network of local dealers.

United States.

Bid Number: RFP 011723 Vendor Name: CNH Ingtn b-Ol etf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 32 Describe your ability and willingness to CNH Industrial has been selling and servicing members in Canada through our provide your products and services to Sourcewell contract for 12 years. Our company offers a price book series in Sourcewell participating entities in Canada. Canadian dollars. We also offer a full array of Construction products and services through our network of local dealers. Our financing and leasing teams live in Canada.

This ensures the members are working within the regulations of the Canadian rules.

With the assistance of Sourcewell and Canoe Procurement Group and GST, we are expanding our marketing and training efforts and dealer presence throughout Canada.

There is a scheduled webinar with Canoe Procurement Group in March 2023. 33 Identify any geographic areas of the United CNH Industrial will be serving all locations of the United States and Canada.

States or Canada that you will NOT be
fully serving through the proposed contract.
34 Identify any Sourcewell participating entity CNH Industrial will be serving all Sourcewell and CANOE Procurement Group of sectors (i.e., government, education, not-for- Canada members. profit) that you will NOT be fully serving
through the proposed contract. Explain in
detail. For example, does your company
have only a regional presence, or do other
cooperative purchasing contracts limit your
ability to promote another contract?
35 Define any specific contract requirements CNH Industrial will service all of Hawaii, Alaska, US, and Canada in all market or restrictions that would apply to our segments. Shipping and delivery expense calculation method will be used for offshore participating entities in Hawaii and Alaska transactions, Alaska, and Hawaii. and in US Territories.

Table 7: Marketing Plan
Line Question Response
Item
36 Describe your marketing strategy for We will promote Sourcewell to our sales team and government dealers of over 1,000 to promoting this contract opportunity. our customers. Our sales teams will attend regional training, webinars or in-person training.

Upload representative samples of your They will then help to promote and work through a potential sale through the Sourcewell marketing materials (if applicable) in contract with the local dealership. Our dealers will be trained by CNH Industrial the document upload section of your government sales manager or their territory business manager. On-insight training, webinars response. or phone calls can be completed for training. We also have a partnership with Government Solutions Team for New Holland Construction that will also conduct webinars and on-sight training. We want our dealers to have a vast amount of support and success while being trained on the contract. All training is free to the dealers and goes through our Web University for tracking and awarding the teams for their participation. We work with Sourcewell and Canoe Procurement Group to provide marketing materials to the dealers. This material is also used by the dealers for customer visits, shows and other events where our brands and the contract are being promoted.

New Holland Construction is also in the process of updating the Buyer's Guide that promotes our products to our government customers. We list our cooperative contracts at the back of the guide. This guide will be distributed to our dealers which in turn will provide to their customers. I have provided a picture of the back page for reference. 37 Describe your use of technology and CNH Industrial incorporates several uses of technology, digital data, social media, and digital data (e.g., social media, data to drive market awareness, target prospective sales, train our teams and customers, metadata usage) to enhance and perform community outreach. CNH Industrial has a dedicated website for our products marketing effectiveness. and services. New Holland's website allows prospects to build equipment to their specifications, locate dealers and have direct contact information to each government representative. Case Construction website allows prospective customers to locate dealers.

Our social media presence spans from Instagram, Facebook, Twitter and Linkedln. We follow, like and share Sourcewell media along with other industry leaders to promote a full support system to our teams, dealers, and the community. By doing this, it keeps our brands at the top of our prospects' minds. We also utilize data from the Association of Equipment Manufactures (AEM) on governmental and non-profit sales. The data shows sales activities and high-density sales areas. This also allows us to understand our effectiveness in the marketplace compared to our competitors.

We also have a governmental bid service. By investing in this service it allows for an advantage over our competitors and directs opportunities to the Sourcewell contract. This also allows us to see the future requirements of a member so our dealers can reach out and build a relationship with them and offer the Sourcewell as a solution to their bid process.

We also conduct training and post videos online to reach a maximum audience and to keep our teams "in the know" as soon as possible. We want to get the information out quickly, so our members have the most current information. New Holland Construction government sales managers along with GST work with our teams daily through these trainings, videos, and emails to help them understand their market and the opportunities that exist.

Bid Number: RFP 011723 Vendor Name: CNH Ingtn b-OliAmetf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 38 In your view, what is Sourcewell's role We expect Sourcewell to promote the contract through social media, digital media, shows in promoting contracts arising out of and events. Also, to allow members to easily locate our contracts on the landing page on this RFP? How will you integrate a Sourcewell's website and keep the member's list current. Communicating how the Sourcewell-awarded contract into your contracts are adopted and by whom is another significant role Sourcewell can provide. sales process? The H2O conference is an excellent tool where vendors can come together and share lessons learned, wins and best practices. When members contact Sourcewell, we expect them to directly thank them, answer any questions they have, and provide our contract information to the members. We would like our contract manager to follow up with an email or call to us on who called and their contact information and what was needed.

This will allow us to continue the sales process by reaching out to them and showing them, we have a team with Sourcewell and CNH Industrial.

We will continue to train our Territory Business Managers and dealers at our sectional and regional CNH dealer and sales meetings on this contract. We will continue to educate our dealers through webinars, phone calls and in-person training. When the contract is awarded, we will be sending out a letter with the new matrix to our dealers letting them know of the newly awarded contract. New Holland Construction will also be utilizing the GST team to train our members on the contract. They have a novel approach on touch points with the dealers during training. Our dealers are notified in several diverse ways through mail, email, and phone calls which then leads up to training. The focus does not stop after the training. GST continues to contact them after that process, so we do not lose touch with them. GST provides our dealers with a listing of Sourcewell members located in their area.

This contract is particularly important to each one of our brands and is highly expressed to our CNH Industrial employees and dealers. Therefore, we have continued to grow the contract even through the Covid period. We plan to stay the course and continue with our message to our employees and dealers which is, "you should not have to bid for low dollars or a product you do not want, use Sourcewell and get what you deserve." 39 Are your products or services Not now. Our contract is awarded through our dealer level, and this places too many available through an e-procurement variables. We have had conversations with NASPO to see if there is a way to work on ordering process? If so, describe your an industry standard. Some of the states have already started going to the e-procurement e-procurement system and how system but with our highly configured products, it is difficult to work within their perimeters. governmental and educational We are willing to work with Sourcewell and the team you have put together to produce a customers have used it. process for e-procurement, whether this be through and EDI system or finding a company that has already created a process.

Table 8: Value-Added Attributes
Line Question Response*
Item
40 Describe any product, equipment, We hold product training and customer experience events throughout the year. Any dealer maintenance, or operator training current customer or potential customer can attend these events. programs that you offer to At the corporate training facilities or the servicing dealer level, Operator and Maintenance Sourcewell participating entities. training can be specifically structured for the customer. The servicing dealer provides base Include details, such as whether machine operation and maintenance training as part of the purchase and delivery. Additional training is standard or optional, training can be purchased through the local dealership. who provides training, and any
costs that apply.

Bid Number: RFP 011723 Vendor Name: CNH Ingtu b-OliP}rpetf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 41 Describe any technological New Holland Construction has announced the E15X first electric vehicle which has no air or advances that your proposed sound pollution.
products or services offer. New Holland Construction included an 8" LCD Multifunction Display in the 300 Series Skid Steer Loader and Compact Track Loader products. This brings the operator input and functionality to another level over what we had in the past. Particularly, the addition of a factory fit reverse camera, and improved EZ EH control adjustability.

Meet the CASE MinotaurTM DL550 — an all-new, industry-first equipment category: the compact dozer loader. The integrated C-frame delivers true dozer performance and the agility and finesse of a loader. CASE Construction Universal Machine Control allows you to use the precision construction technology you prefer*. It's compatible with hundreds of attachments, and the addition of an industry-exclusive fully integrated ripper makes this machine one-of-a-kind. It has the strength, attitude and intelligence to stake a claim as the industry's most versatile and powerful compact machine.

Minotaur demonstrates CASE Construction's commitment to delivering real-world innovation rooted in customer need. With 29 patents", more than 10,000 field test hours, multiple customer clinics, countless operator evaluations, product refinements and even more evaluations after that — we've put this machine to the test to deliver you the highest standard in quality.

THE INDUSTRY'S FIRST FULLY ELECTRIC BACKHOE LOADER — THE CASE 580 EV The CASE 580 EV (electric vehicle) delivers backhoe power and performance equivalent to its diesel counterpart while also providing instant torque, lower jobsite noise, lower daily and lifetime operating costs, reduced maintenance demands and absolutely zero emissions. This will be anticipated to launch in 2024.

The CASE 580 EV Delivers Ultimate Power and Sustainability - Zero Emissions: Lower your carbon footprint and achieve incentives/greater consideration for new projects with electrified additions to your fleet. - All the Performance: The battery separately powers the drivetrain and hydraulic motors, resulting in hydraulic breakout forces equal to diesel-powered machines and improved performance during simultaneous loader and drivetrain operation. - Long-Lasting Power: The machine's lithium-ion battery provides enough power for the typical 8-hour workday.
- Lower Operating Costs: Save as much as 90 percent in annual vehicle, fuel, and maintenance costs.
- Classic CASE Performance: The 580 EV retains the precision and efficiency of diesel- powered CASE backhoes with features such as ProControl, which allows for extremely precise boom movement and placement, as well as Comfort Steer, which significantly improves steering while working in tight quarters or in truck loading operations.

The CASE CX15 EV (Electric Vehicle) is a 2,900-pound mini excavator powered by a 16- kW electric motor — it features retractable tracks that get machine width down to about 31 inches for going through doors and working in confined spaces. It can also work close to structures and obstacles with a minimum swing radius design. The 21.5 kWh lithium-ion battery is charged either by the 110V/220V on-board charger, or via an external rapid charger that can have the machine charged extremely fast, typically within 90 minutes.

Depending on the type of work, unit will provide enough power to work through a full eight- hour workday.
42 Describe any "green" initiatives In compliance with its Environmental Policy, CNH Industrial is committed to minimizing the that relate to your company or to environmental impact of its ICT activities by using energy-efficient products and solutions. your products or services, and Indeed, the Company implemented the Green ICT plan precisely to reduce energy include a list of the certifying consumption and CO2 emissions. In 2021, approximately 8,200 personal computers and agency for each. 1,083 technical workstations were replaced with new equipment featuring more efficient power supply units, optimizing the consumption of electricity drawn from the grid. The Company also replaced around 1,100 computer monitors with new units that comply with environmental requirements regarding product energy consumption and efficiency, the use of hazardous substances, recyclability, packaging materials, and low-impact manufacturing methods.

Within the scope of Brands4Sustainability3, CNH Industrial supported a project called Capri Circolare - A Sustainable Tourism Model, an in-depth analysis of potential areas of intervention to position the island of Capri at the forefront of environmental sustainability. The goal is to turn Capri into a green destination by developing a model that promotes a circular economy and the implementation of good practices to protect the local region, resources, and biodiversity. In Cordoba (Argentina), IVECO created an Ecological Island where carpenters use recycled materials to make parts that are then used in various plant production and logistics processes. In broad terms, the company applied the 5Rs of waste management (refuse, reduce, reuse, recycle, recover) to enable the reuse of approximately 4,800 kilos of reclaimed wood and around 3,600 kilos of corrugated plastic per year.

The Company also contributed to creating policies in support of alternative fuels — and a circular economy — in the agriculture sector, particularly promoting the use of biomethane and Agriculture 4.0 programs through specific initiatives in many countries. As a long- Bid Number: RFP 011723 Vendor Name: CNH Ingtniab-OIiP}r2etfC

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 standing member of the European Automobile Manufacturers' Association (ACEA), while also holding a seat on its board, the Company has actively contributed to the debate on EU (European Union) policies to lower CO2 emissions and achieve net-zero emissions in the future. Moreover, with a seat on the association's Commercial Vehicles Board, IVECO actively contributed to the discussions on how manufacturers can help achieve the EU's 2050 Greenhouse Gas Emissions (GHG) goal, highlighting the role that both liquid and gas renewable fuels can play in the transition towards net-zero CO2 emissions in transport. As regards light-duty vehicles, IVECO is actively involved in the ongoing discussions and advocacy activities regarding the revision of the post-2020 CO2 emission standard for cars and vans.

CNH Industrial is also a member of the Committee for European Construction Equipment (CECE) and of the European Agricultural Machinery Association (CEMA), trade associations for construction equipment and agricultural machinery manufacturers, respectively. Throughout 2021, the Company collaborated with the associations' committees and project teams to bring forward EU legislation on the safety and environmental aspects of off-road machinery.

Following the European Green Deal plan presented by the European Commission, CNH Industrial contributed to further discussions within CECE's and CEMA's High-Level Groups on CO2 concerning ways to reduce GHG emissions and decarbonize both the agriculture and construction sectors in Europe.

CNH Industrial is also a board member of the European Association of Internal Combustion Engine Manufacturers (EUROMOT). In 2021, particularly through its brand FPT Industrial, the Company contributed to the association's activities centered on Non-Road Mobile Machinery (NRMM) exhaust emissions, proposing the creation of a new working group within the association focused on alternative powertrains and advanced energy resources. The aim was to further promote alternative and more sustainable powertrain solutions within non-road sectors as well (such as marine applications or mobile equipment) considering the EU's most recent sustainability and climate goals. The Company holds a seat on the board of the Natural & biogas Vehicle Association (NGVA Europe), which advocates and fosters the use of natural gas and biomethane for transport in Europe. In 2021, in collaboration with several other national associations for natural gas, IVECO and FPT Industrial promoted debate in Europe on natural gas strategy (considering the EU's targets for 2030 and beyond) and its advancement in Europe, in line with EU legislation on the development of natural gas infrastructures.

CNH Industrial is member of the board of Hydrogen Europe, representing the hydrogen and fuel cell industry, national associations, and research centers in Europe, and of the Hydrogen Council, a global initiative among leading energy, transport, and industry enterprises that focuses on the contribution and potential of hydrogen in the transport sector while contributing to policymaking and the ongoing debate, working towards the future commercialization of fuel cell vehicles. In this regard, the Company also participates in the European Clean Hydrogen Alliance, an initiative by the European Commission and Hydrogen Europe that brings investors together with governmental, institutional, and industrial partners, aimed at steering and coordinating the ambitious plan to deploy hydrogen technologies by 2030, and at rapidly upscaling clean hydrogen production and use in Europe.

New Holland Agriculture was one of the main stakeholders at the event Seeding the Future of Sustainable Farming: Advanced Farm Machines & Solutions to Deliver on the European Green Deal, a summit organized by the European Agricultural Machinery Association (CEMA) in Brussels (Belgium). The focus was on how digital farming tools, modern farm machines, and farm data management systems will drive the European agriculture sector in taking on the double challenge of producing sufficient quality food and safeguarding biodiversity.

The importance of sustainable planning to the Company lies not only in time and cost efficiencies, but also in emissions reduction, resource use, packaging management, and, not least, in their indirect impact on human health and traffic congestion. To coordinate its efforts effectively towards improvements in this area, CNH Industrial published its Green Logistics Principles, available on the Company's website; intended to coordinate the Company's initiatives on promoting sustainable behaviors, they help both corporate functions and suppliers effectively monitor their performance and meet improvement targets.

In North America, the Agriculture and Construction segments continued to engage their logistics partners in the SmartWay transport program. Launched in 2003, the program is sponsored by the Environmental Protection Agency (EPA) to improve efficiency, reduce greenhouse gas, and air pollutant emissions along the transport chain. SmartWay provides its partners with a set of EPA-tested tools that help make informed transportation choices, measure, and report CO2 emissions, and improve supply chain efficiency and environmental performance.

More information can be found on our 2021 Sustainability Report Bid Number: RFP 011723 Vendor Name: CNH Ingtu b-OliP}r3e6 C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 43 Identify any third-party issued eco- Several CNH Industrial plants continued to implement initiatives to reduce packaging waste, labels, ratings or certifications that according to the 5 Rs11 of waste management (in particular, the Reuse principle). your company has received for Improvement measures involved several plants, including New Holland (USA), Annonay the equipment or products (France), Zedelgem (Belgium), Cordoba (Argentina), and Curitiba, Piracicaba, and Sorocaba included in your Proposal related (Brazil), reducing overall packaging waste by more than 1,000 tons and saving to energy efficiency or approximately $650,000. As per existing guidelines on packaging-waste compactors, aimed conservation, life-cycle design at mitigating the environmental impact and management costs associated with waste, CNH (cradle-to-cradle), or other Industrial plants continued to reduce the volume of stored waste, thus requiring less frequent green/sustainability factors. collection and disposal services by third-party providers. For example, the plant in Rorthais (France) installed a cardboard compactor, saving over $9,200. * New Holland Agriculture was one of the main stakeholders at the event Seeding the Future of Sustainable Farming: Advanced Farm Machines & Solutions to Deliver on the European Green Deal, a summit organized by the European Agricultural Machinery Association (CEMA) in Brussels (Belgium). The focus was on how digital farming tools, modern farm machines, and farm data management systems will drive the European agriculture sector to take on the double challenge of producing sufficient quality food and safeguarding biodiversity.

See all the green initiatives stated on #43. We continue to support conservation efforts with third parties.
44 Describe any Women or Minority CNH Industrial is proud to partner with Small Business, Veteran Owned, Women or Minority Business Entity (WMBE), Small Owned, Native American Owned and other Disadvantaged Business Enterprises.

Business Entity (SBE), or veteran
owned business certifications that Monroe Tractor 1001 Lehigh Station Road, Henrietta, NY 14667 — WBE Certified noted on your company or hub partners website www.monroetractor.com * have obtained. Upload
documentation of certification (as Yukon Equipment in AK is Native Owned. It was established under the Alaska Native applicable) in the document Claims Settlement Act of 1971. https://yukoneq.com/about-us/ upload section of your response.
45 What unique attributes does your We are dedicated to our Clean Energy Leader® strategy, launched in 2006, which company, your products, or your promotes the use of renewable fuels, systems to reduce emissions, technological tools, and services offer to Sourcewell sustainable agricultural practices. We recognize today as a global leader in powerful, participating entities? What makes reliable, and highly efficient equipment that helps our members meet the challenges of your proposed solutions unique in modern-day tasks. We have numerous models in several product lines which speak to your industry as it applies to understanding member needs and proving them with the correct solution. This is Sourcewell participating entities? accomplished by our strong dealer network and our field teams working together to help our members define their needs. Our dealers are measured on technical, financial and sales performance levels and maintain certifications to back up these performance levels. Our focus is to align with what our members' needs are while controlling costs. We also have our unique demo/rental program available to members under this proposal. A member can * use the product in advance and receive additional discounts if they choose to purchase the equipment. This allows the member to make sure they are getting the right product for the job. New Holland Construction partnership with Government Solutions Team (GST) will continue to have an impact on the members through the education and speaking opportunities they are afforded during our meetings and events as well as during events taking place at all levels throughout North America which they are invited to attend. Their vast array of knowledge and experience working with members in this sector compliments our team in the field with getting the Sourcewell contract utilized and talked about. Their ability to speak to the members as a third party has been of great value in successfully helping members understand how to utilize the contract.

Table 9: Warranty
Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure. You may upload representative samples of your warranty materials (if applicable) in the document upload section of your response in addition to responding to the questions below. mLi
Question Response
Ite46 Do your warranties cover all products, parts, and New Holland Construction and Case Construction covers all products, parts labor? and labor. This is defined in our Warranty and Limitation of Liability * agreements for both brands. For Case Construction this is defined in the Dealer Operating guide.

Bid Number: RFP 011723 Vendor Name: CNH Ingtu b-OliP} tetf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 47 Do your warranties impose usage restrictions or Both New Holland Construction and Case Construction have items that are other limitations that adversely affect coverage? not covered such as:
• Repairs arising from storage deterioration, failure to maintain the equipment, negligence, alteration, improper use of the equipment, collision or other accident, vandalism, or other casualty, or operation beyond rated capacity or specification.
• Repairs arising from abuse or neglect, including but not limited to:
operation without adequate coolant or lubricants, adjustments to the fuel system outside equipment specifications, over-speeding, improper storage, starting, warm-up, or shutdown practices, incorrect fuel or contaminated fuel, oil or other fluids.
• Normal maintenance services, such as engine tune-ups, engine fuel system cleaning, checks, adjustments, shimming, etc.
• Replacement of non-defective wear items expected to be replaced during the warranty period, including but not limited to light bulbs, spark plugs, brake or clutch linings, slip clutches, belts, chains, knives, bucket cutting edges and teeth, crawler track pads and track components, crop processing and cutting components, external drive sprockets and chains, soil engaging tools and accessories.

For other items please see the Warranty and Limitation of Liability agreements for both brands.
48 Do your warranties cover the expense of Case Construction does reimburse on some Heavy Construction products. technicians' travel time and mileage to perform
warranty repairs?
49 Are there any geographic regions of the United Both New Holland Construction and Case Construction dealer network States or Canada (as applicable) for which you provide technicians for repair and the network covers the entire of North cannot provide a certified technician to perform America. warranty repairs? How will Sourcewell
participating entities in these regions be provided
service for warranty repair?
50 Will you cover warranty service for items made by We will cover certain items made by other manufacturers. Certain items are other manufacturers that are part of your proposal, covered by some OEM's such as engines manufactured by Deutz, Kubota, or are these warranties issues typically passed on Yanmar, etc. We do not cover warranty for items made by other to the original equipment manufacturer? manufacturers. Coverage detail is provide in the Warranty and Limitation of Liability agreement form which the customer signs at the time of delivery. 51 What are your proposed exchange and return CNH Industrial's responsibilities include, but are not limited to:
programs and policies?
- Deliver a unit that is free of defects in material and workmanship - Reimburse for costs for repairs that are the result of defects in material and workmanship
- Provide warranty payment to dealers per policy in a timely manner - Provide service information to dealers via the Technical Help Desk - Identify product deficiencies and corrective action by Product Improvement Programs
- Make determinations of premature wear
- Provide operators manuals
If for some reason defects/failures arise, CNH Industrial will take corrective action under the warranty policy. Returns/Exchanges are not allowed. 52 Describe any service contract options for the We do provide services under ProCare Program for Heavy Construction items included in your proposal. equipment; where a customer receives Extended Warranty coverage, and it includes planned maintenance for 3 years & SiteWatch subscriptions.

Bid Number: RFP 011723 Vendor Name: CNH Ingtu b-OliPmetf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 Table 10: Payment Terms and Financing Options
Item Question Response*
53 Describe your payment terms and accepted payment Payment terms are Net 30, after receipt of invoice. Acceptable methods. payment methods would be at the local dealer's discretion, but most * would accept cash, ACH, Check and P-Card.
54 Describe any leasing or financing options available for use Financing options and leasing solutions are available from CNH by educational or governmental entities. Industrial Capital America LLC. Sourcewell members should contact * the local CNH brand construction equipment dealer to see what options are available.
55 Describe any standard transaction documents that you CNH Industrial will administer a matrix that will be published on our propose to use in connection with an awarded contract Dealer Portal and/or sent to our dealers notifying them of the (order forms, terms and conditions, service level contract period, products awarded, and discounts off list price so agreements, etc.). Upload a sample of each (as they can quote equipment to members. The sample matrix will be applicable) in the document upload section of your uploaded for your reference. response. We provide the dealers with a matrix which provides the Sourcewell member with the product, discount off list and pricing available to them.
56 Do you accept the P-card procurement and payment Acceptance would be at the local dealer's discretion. process? If so, is there any additional cost to Sourcewell * participating entities for using this process?
Table 11: Pricing and Delivery
Provide detailed pricing information in the questions that follow below. Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as described in the RFP, the template Contract, and the Sourcewell Price and Product Change Request Form.

Line
Item Question Response*
57 Describe your pricing model (e.g., line-item discounts or We are offering discounts off the product category. The total product-category discounts). Provide detailed pricing data purchase price will include a discount off the list with freight, setup, (including standard or list pricing and the Sourcewell surcharge, and any other extra costs associated with the final sale discounted price) on all of the items that you want on separate line items.

Sourcewell to consider as part of your RFP response. If applicable, provide a SKU for each item in your proposal. CNH Industrial Discounts off List price:

Upload your pricing materials (if applicable) in the
document upload section of your response. Skid Steer Loaders 35% Compact Track Loaders 32%
New Holland Tractor Loader Backhoe 35%
Case CE Tractor Loader Backhoe 37%
Tractor Loader 32%
Compact Wheel Loader 32%
Crawler Excavator 32%
Rough Terrain Forklifts 32%
Compact Dozer Loader 32%
Crawler Dozer 37%
Heavy Wheel Loader 37%
Heavy Excavator 32%
Motor Grader 32%
Compaction 32%
58 Quantify the pricing discount represented by the pricing CNH Industrial discounts are off list price ranging from 32% to 37%. proposal in this response. For example, if the pricing in * your response represents a percentage discount from
MSRP or list, state the percentage or percentage range.

Bid Number: RFP 011723 Vendor Name: CNH Ingtnb-OliPtreetfC

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 59 Describe any quantity or volume discounts or rebate CNH Industrial does not offer any additional discounts currently. Our programs that you offer. local dealers are authorized at their discretion to provide additional " discounts.
60 Propose a method of facilitating "sourced" products or The proposed pricing for sourced equipment or services will related services, which may be referred to as "open be "open market." CNH Industrial will provide a quote for each market" items or "nonstandard options". For example, you request. Dealers may provide additional discounts at their discretion * may supply such items "at cost" or "at cost plus a on the unit in question. percentage," or you may supply a quote for each such
request.
61 Identify any element of the total cost of acquisition that is Additional cost that maybe associated with each transaction that NOT included in the pricing submitted with your response. dealers may include:

This includes all additional charges associated with a -Set-up/pre delivery inspection purchase that are not directly identified as freight or -Surcharges if applicable * shipping charges. For example, list costs for items like pre- -additional manuals delivery inspection, installation, set up, mandatory training, -freight or initial inspection. Identify any parties that impose such -training costs and their relationship to the Proposer.
62 If freight, delivery, or shipping is an additional cost to the Freight, both from manufacturing facilities, distribution points, or Sourcewell participating entity, describe in detail the transfers from other dealers' inventory will be added as a separate * complete freight, shipping, and delivery program. line item. This cost is FOB, but CNH Industrial often subsidizes it to remain competitive in the marketplace.
63 Specifically describe freight, shipping, and delivery terms or Shipping and delivery expenses calculation method will be used for programs available for Alaska, Hawaii, Canada, or any offshore delivery as well as Alaska, Hawaii, and Canada. * offshore delivery.
64 Describe any unique distribution and/or delivery methods or We do offer the option for equipment to be coded "will call." This options offered in your proposal. allows the customer to pick up the equipment from the " manufacturing/distribution points. This can lower the cost of the transaction.

Table 12: Pricing Offered
tm The Pricing Offered in this Proposal is:* Comments 65 c.better than the Proposer typically offers to GPOs,cooperative procurement organizations,or state purchasing departments.

Table 13: Audit and Administrative Fee
Line Question Response*
Item
66 Specifically describe any self-audit process or program that you Our dealers are required to upload documents when they plan to employ to verify compliance with your proposed Contract purchase equipment. They will upload the customer's with Sourcewell. This process includes ensuring that Sourcewell purchase order, dealer's invoice to customer, and participating entities obtain the proper pricing, that the Vendor authorization letter. Each month Government Sales Manager „ reports all sales under the Contract each quarter, and that the audits the Sourcewell documents and verifies membership, Vendor remits the proper administrative fee to Sourcewell. Provide pricing, discount, etc. Each quarter a report is generated on sufficient detail to support your ability to report quarterly sales to all Sourcewell sales and sent to the buyer.

Sourcewell as described in the Contract template.
67 If you are awarded a contract, provide a few examples of internal Market Share is important to our business. Each month we metrics that will be tracked to measure whether you are having run reports from AEM to understand our position in the success with the contract. marketplace. This report includes total government sales, and from the percentage of government sales going into
Sourcewell is determined. Our goal is to continue to grow this matrix in the percentage of government sales to
increase Sourcewell sales. We also are looking at our year over year and quarter-over-quarter results in sales volume dollars. This will show us if we are on target for growth vs that of last year's quarter.
68 Identify a proposed administrative fee that you will pay to CNH Industrial agrees to continue to pay Sourcewell a Sourcewell for facilitating, managing, and promoting the Sourcewell 0.75% contract fee. Our contract has continued to grow, Contract in the event that you are awarded a Contract. This fee which results in profit for all parties involved. is typically calculated as a percentage of Vendor's sales under the * Contract or as a per-unit fee; it is not a line-item addition to the Member's cost of goods. (See the RFP and template Contract for additional details.)
Table 14A: Depth and Breadth of Offered Equipment Products and Services Bid Number: RFP 011723 Vendor Name: CNH Ingtu b-OliP}rretf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 Line Question Response*
Item
69 Provide a detailed description of the New Holland Construction Equipment:
equipment, products, and services that you MEET YOUR CHALLENGES HEAD-ON are offering in your proposal. New Holland's ongoing commitment to making the most dependable and innovative construction equipment brings you the 300 Series skid steer loaders. They provide enhanced productivity, comfort and ease, while still delivering outstanding lift and breakout force and rock-solid stability. Customize your machine for your specific demands with a wide array of versatile attachments and options. The patented Super Boom® vertical lift linkage delivers maximum reach at maximum height to allow you to place loads precisely in the center of high-sided truck boxes or hoppers. New Holland Tier 4 Final engines deliver powerful performance, use less fuel and are easy to maintain to decrease your operating costs. The reliable hydraulic system delivers fast cycle times. In-line hydraulic pumps produce less noise and provide extra-smooth operation. Add the optional high-flow hydraulics to run attachments hour after hour. The 300 Series dual-range transmission provides travel speeds of more than 11 mph to save time on and between job sites. It is standard on the L320, L321, L328, and L334. New Holland's long wheelbase gives you stability and smooth riding comfort. A new available creep mode (EH models only) gives you greater control for slow-speed operations like trenching.

New Holland's 300 Series loaders make your workday more productive and comfortable with a compact track loader from New Holland. These 60 to 114 gross HP loaders are tough models that deliver incomparable performance and craftsmanship. Whether you are a farmer, contractor, or landscaper, the 300 Series loaders are built to support you and your operation. They hold fast to steep slopes and move easily through muddy or sandy terrain to complete jobs quickly and efficiently.

New Holland's D Series loader backhoes represent a huge step forward in operator comfort and productivity while delivering Tier 4 Final emission compliance without compromise. A new cab design featuring 10% more space, new rear side windows, vastly improved clearance when turning the seat for backhoe operation, and hugely improved in-cab storage capacity guarantees an enhanced operator experience and increased operator productivity. Many customers need a loader that offers the versatility to do a lot more than just move bulk material, including grading and leveling as well as grabbing heavy items like tree trunks and concrete pillars. They also need a tractor unit offering the traction and power to push materials into place or out of the way. With a 4-in-1 bucket, a D Series loader backhoe delivers exceptional performance with just a single attachment. Choose a 6-in-1 bucket and you have the option to flip down adjustable pallet forks for handling palletized loads without a dedicated vehicle. The backhoe can be equipped with a wide choice of buckets to match excavation, water-course clearance, trenching and other demands.

You can also fit post hole diggers, hydraulically extendable dipper and countless other tools. The long, nearly 23-ft. reach of both the standard and telescopic dipper allows digging depth comparable to many conventional dedicated excavators. Add the new updated cab featuring a new heated seat and up to ten LED lights and exterior side lights on the cab roof, and there are no performance compromises with a New Holland D Series loader backhoe.

CLASS-LEADING POWER AT BUCKET AND HITCH
The U8OD tractor loader from New Holland delivers 74 gross horsepower of clean power with its Tier 4 Final certified engine. You get responsive power at both bucket and hitch, so the U8OD pays its way by loading, stacking, scraping and leveling. Add the Glide Ride option, and the boom cylinders become the equivalent of giant shock absorbers to stabilize the load while traveling. The curved-arm loader linkage provided on the U8OD tractor loader provides hydraulic bucket leveling for less spillback, as well as excellent reach at maximum dump height for truck loading.

The unique reverse-mounted loader arm cylinders give you maximum bucket breakout force and superior dump speed on the bucket. Rugged Class II three-point hitch with controllable down pressure provides excellent scraping and leveling performance. The synchromesh transmission with power shuttle gives you smooth control and easy forward-reverse shuttling.

New Holland compact wheel loaders do more than load. With dependable engine and hydraulic power and a choice of buckets and attachments, you can easily scrape, grade, haul and more. Z-Bar linkage design provides maximum breakout force, digging and lifting power for high-production load-and-carry applications. For applications where self-leveling is needed, like forklift work, consider the W50C TC Tool Carrier model. A stable compact design allows you to work and maneuver easily in restricted spaces. A lower machine height and lower center of gravity increases the stability of New Holland compact wheel loaders so you can lift and move larger loads, travel smoothly and quickly, and operate with more confidence.

Bid Number: RFP 011723 Vendor Name: CNH Ingtn b-OliP}rgetf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 You can work next to buildings, foundations, and roads with greater confidence in a New Holland Construction C Series compact excavators. They combine power, performance, and versatility to make the very most of every minute of your day. C Series excavators deliver big digging and grading performance with SAE bucket breakout forces up to 8,490 lbf and dig depth up to 12.5 feet. Their compact design and zero/short tail swing mean you can dig, fill, and grade in the most confined, congested areas. You can offset the excavator boom left or right within the operating range to match the situation. The C Series also offers more ground clearance and excellent dozer blade lift height for maneuvering and working in tough conditions. With seven models from 1.7 to 6 tons, there is nothing small about the performance of New Holland compact excavators. All models offer an increase in horsepower compared to previous models, powered by quiet, fuel-efficient Tier 4 Final engines up to 66.9 horsepower. Ease and comfort equate with operator productivity, so the wide C Series cab is designed for spaciousness, all-around visibility, comfortable seating, and smooth control. New Holland's Auto Shift traveling system automatically downshifts when load increases to enhance travel torque on slopes and in difficult conditions, then shifts back up to secure a faster travel speed after the load decreases. The Auto Idle system activates when you are not using the operating levers to improve fuel efficiency.

Case Construction Equipment:

The CASE B Series skid steers build on more than 50 years of engineering and field experience to provide the most intuitive operator experience and comfortable working environment ever built into a CASE skid steer — including an eight-inch LCD multi-function display and simple electro-hydraulic controls. The design simplifies operation and puts more power and control into the hands of the operator. Match that with productivity-enhancing horsepower and torque, powerful auxiliary hydraulics, and industry-leading visibility — and CASE B Series skid steers allow you to get more done every day.

The CASE skid steer lineup features the sizes, lift patterns, power, and emissions solutions to match any application. Five radial-lift and three vertical-lift skid steers across numerous horsepower and size classes ensure that you will find the right solution for your operation. CASE B Series skid steers also provide operators with the most feature-rich operator experience ever found in a CASE skid steer, including electro-hydraulic controls, "Creep Speed" functionality, an automotive-style information display with improved fault codes and troubleshooting, as well as Economy Modes with engine protection. The eight-inch LCD multi-function display serves as the command center for the machine and includes the industry's only backup camera visible in a split screen display with machine data.

The CASE B Series compact track loaders offer a completely re-imagined operator interface and environment to simplify operation and put more power and control into the hands of the operator — including an 8-inch LCD multi-function display and simple electro-hydraulic controls. Match that with industry-leading visibility, productivity- enhancing horsepower and torque, extreme attachment versatility, and lift geometries and size classes to meet every demand — and CASE B Series compact track loaders have the strength and performance to handle your toughest jobs. Jobsite productivity and awareness are driven by industry-leading visibility — further improved with the backup camera and a cab-wide rearview mirror. Operators have the industry's best perspective of the job through large front and side windows, a low entry threshold for greater visibility down to the bucket, a low sloping rear hood and 360-degree lighting.

CASE backhoe loaders — extra power when you want it, precise control where you need it and a sophisticated-yet-simple machine that needs less from you to get more done, more quickly. When your backhoe legacy dates to the world's first fully integrated production backhoe loader, you know they are expected to do everything.

So, you engineer them to be stronger and more responsive, roading, loading, or digging. That is the Tier 4 Final N Series backhoe. Give your backhoe a shot in the arm. At the push of a button, Power Boost provides a temporary surge of power — up to 8% more breakout — without decreasing RPMs (Revolutions Per Minute) so you can quickly muscle through obstacles and tough or frozen ground. (Not available on 580N EP or 580N backhoes).

The CASE 570N EP tractor loader combines unbeatable lifting strength, ground speeds as fast as 24mph, and user-friendly features to provide contractors with a skip loader that is impressively cost effective, and incredibly easy to own and operate. It is available with a rear 540-RPM PTO (Power Take Off) or 3-point hitch, as well as a hydraulic front quick coupler for optimal versatility. The CASE 570N EP tractor loader has a full height lifting capacity of 6,503 LB., giving you more than three tons of lifting strength to move, load and stock more piles, palettes, and material. Loader arms have heavy-duty in-line parallel linkage with a solid thru-pin design, dual bucket cylinders and a standard material retention feature to evenly transfer bucket stress up and through full dump. It all works together to provide faster cycles with less spillage.

Bid Number: RFP 011723 Vendor Name: CNH Ingtn b-OliP}rgetf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 The enhanced CASE G Series wheel loaders simplify operation through a touchscreen display and give operators even greater control with adjustable electro- hydraulic controls, optimized power modes and programmable configurable buttons near the joystick. These buttons put your most common settings and functions mere inches away from the joystick, further simplifying operation. All while delivering — and improving — the power, productivity, and efficiency you already expect from CASE G Series wheel loaders. Extreme fuel efficiency, lower engine operating temperatures and a no DPF/no regen emissions solution are matched with features designed to shorten cycle times, increase uptime, and make you even more efficient. An optional, factory-integrated payload system drives greater accuracy and loading efficiency in operations from quarries and job sites to feedlots and supply yards — and makes the investment/deployment in a payload system entirely turnkey (no separate financing/installation/etc.).

C Series motor graders expand the CASE lineup with well-equipped models ideally suited for small-to-mid-size grading operations for municipalities, road maintenance and general construction. Their SCR-only Tier 4 Final engine solution delivers fuel- saving performance with minimal cost or maintenance from the operator and with the product assurance of ProCare, ownership and upkeep has never been easier.

Models come standard with the productivity-boosting features operators want and are available as standard drive or AWD, and as machine control-ready for integrating into precision fleets. C Series graders deliver smooth, automatic shifting thanks to an Ergopower transmission and torque converter. And with the hydraulic differential lock and automatic power splitting, torque is instantly transferred from a slipping tire to one with more traction, providing constant traction without throttle adjustment necessary.

The CASE H Series rough terrain forklifts get it done smoother, easier, and faster.

With fast lifting speeds, roading speeds of up to 24 mph (38.6 km/h), lifting capacities of up to 8,000 lbs. and a slew of unique features that keep loads level and forklift operators comfortable, these high-performance, Tier 4 Final forklifts truly do raise the bar. Rough terrain forklifts are designed for two things: lifting and moving loads. We have engineered the H Series forklifts to be the best at both.

With lifting speeds of 107 feet per minute and roading speeds of 24 mph, you will be able to raise, haul and place quicker to finish the job faster.

The all-new E Series excavators build on that legacy with seven new models - including two new class sizes - designed from the ground up to revolutionize the operator experience through laser focus on the things operators care about most:
reliability, cab comfort and performance. We give you a full line-up of solutions for every size and type of jobsite, whether you are trenching in open fields or working a single lane on the highway. And the growing list of OEM-fit machine control technologies available throughout the new E Series lineup shows our commitment to always delivering improved performance, precision, and profitability.

The CASE M Series dozers are among the most powerful and efficient — and now even more precise with factory-fit machine control. This makes it easier than ever to get into machine control and to experience its benefits: increased productivity, improved performance, and reduced wear-and-tear on your dozer fleet. Match that with industry leading power, extreme visibility to the work area, an intuitive operator interface/experience, and the full support of CASE and its dealer network — and CASE M Series Dozers will drive your success from heavy bulldozer work to fine grading. It is all about the drawbar pull — and the tractive effort and related pushing power it creates. CASE M Series dozers provide best-in-class drawbar pull (varies by model), and a powerful and robust undercarriage with a variety of track and extended life options to meet your pushing needs.

CASE MinotaurTM DL550 — an all-new, industry-first equipment category: the compact dozer loader. The integrated C-frame delivers true dozer performance and the agility and finesse of a loader. CASE Universal Machine Control allows you to use the precision construction technology you prefer*. It is compatible with hundreds of attachments, and the addition of an industry-exclusive fully integrated ripper makes this machine one-of-a-kind. It has the strength, attitude, and intelligence to stake a claim as the industry's most versatile and powerful compact machine.

Minotaur demonstrates CASE's commitment to delivering real-world innovation rooted in customer need. With 29 patents**, more than 10,000 field test hours, multiple customer clinics, countless operator evaluations, product refinements and even more evaluations after that — we've put this machine to the test to deliver you the highest standard in quality. Built mean for tough conditions and smart for precision grading, you can take it all on with confidence. Transform your operation with CASE Construction Equipment.
*Machine control solution of your choice sold separately **21 patents granted, 8 pending
Bid Number: RFP 011723 Vendor Name: CNH Ingtn b-Ol ipetf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 No two compaction jobs are the same. All three series of CASE vibratory rollers — double drum, single drum, and pneumatic tire — provide operators with the right combination of brute compaction force and precise control for all materials, lift profiles and jobsites. Double drum. Combi. Compact. Large Frame. CASE offers compaction solutions for every asphalt job, from driveways and bike paths to highways and commercial parking lots. Industry-leading climbing up to 67 percent grade matches with a design for powerful compaction while remaining versatile, easy to transport and fuel efficient. The PT240D provides the flexibility for both sub- base and asphalt compaction in large-scale paving projects, improving compaction quality and completing the work in fewer passes — all in a Tier 4 Final machine. 70 Within this RFP category there may be There are various subcategories of solutions that may describe our equipment these subcategories of solutions. List subcategory include earth moving equipment, agriculture, residential construction, utilities, quarry titles that best describe your products and and aggregates, roads and bridges, landscaping, waste and scraping, non-residential services. construction, and snow removal.

CNH INDUSTRIAL supports your municipality by optimizing equipment for productivity.

That also means we are constantly striving to design machines that are simple to own. Our customers provide input to help guide machine enhancements, to improve * serviceability, visibility, stability, power, ease of operation and transport, extended time between refueling, noise reduction and cold-weather starting — just to name a few. And when you buy equipment from CNH INDUSTRIAL our relationship does not stop at the transaction. CNH INDUSTRIAL dealer network is on-hand to help you build the right equipment for your jobsite, and after you buy, for advice on daily checks, operator environment configuration and help with planned maintenance.

Table 14B: Depth and Breadth 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 a Yes Case construction provides (7) ✓ No different TLB models ranging from 74
(HP) horsepower to 110 (HP)
72 Motor Graders r' Yes Case Construction offers two classes ✓ No of Motor Graders, the 836C (137 HP)
and the 856C (173 HP).
73 Wheeled and tracked excavators a Yes Case construction offers seven ✓ No different models of compact
excavators, two types of midi
excavators and sixteen diverse types
of heavy excavators (full-size
excavators).
74 Bulldozers, compactors, scapers, articulated and C: Yes CNH INDUSTRIAL (Case New Holland rigid haulers r No Industrial) offers (6) Bulldozers ranging from 68 to 214 horsepower
75 Cranes r Yes
a No
76 Accessories or attachments for the offering in #71- C: Yes CNH INDUSTRIAL (Case New Holland 75 above r No Industrial) provides hundreds of attachments specifically designed to
meet your equipment needs. We will
include brochures highlighting the vast
array of attachments we provide that
range from snow-pushers, augers, bale
handlers, buckets, brooms, and much
more.
77 Technology or services for the offering in #71-75 r: Yes CASE ProCare is the most above r No comprehensive and standard-from-the- factory heavy machine support
program in the industry. It comes with
a 3-year/3000-hr full machine factory
warranty, 3-year/2000-hr planned
maintenance and 3-year Advanced
SiteWatch subscription. With CASE
ProCare, you receive complete factory-
provided coverage on select new
heavy machine orders.

Bid Number: RFP 011723 Vendor Name: CNH Ingtn b-Ol etf .0

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 Table 14C: Required Offering of Equipment
Indicate below if the proposer's proposal includes at least one(1)of the following listed types or classes of equipment. Provide additional comments in the text box provided, as necessary.

Line Item Category or Type Offered Comments 78 Wheel loader with published net horsepower (HP) r Yes CASE Construction offers two Wheel of at least 300 HP r No Loader's with published net horsepower (HP) of at least 300 HP.
79 Wheeled or tracked excavator with a published net c Yes Case Construction provides (10) full- horsepower (HP) of at least 150 HP r No sized excavators with a published net horsepower (HP) of at least 150 HP.
80 Motor Grader with a published maximum operating r: Yes Case construction has (1) Motor weight of at least 30,000 lbs. r No Grader with a published maximum operating weight of at least 30,000 lbs.
81 Rough terrain, all terrain, crawler, floating, lattice, or r Yes CNH INDUSTRIAL (Case New Holland telescopic crane with a published maximum lifting c No Industrial) does not have Cranes in its capacity of at least 300 tons and a published current offering. maximum boom length of at least 150 feet
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-CNHI Price pages.zip- Friday January 13, 2023 07:29:27 • Financial Strength and Stability-CNHI Annual report&Sustanibility report.zip-Friday January 13, 2023 07:37:31 • Marketing Plan/Samples-Buyers Guide back page.docx- Friday January 13, 2023 07:21:33 • WMBE/MBE/SBE or Related Certificates (optional)
• Warranty Information -CNHI Warranty.zip- Friday January 13, 2023 07:32:04 • Standard Transaction Document Samples- NH CE and Case CE matrix.zip-Thursday January 12, 2023 14:43:50 • Upload Additional Document-CNHI awards, certificates&licenses& Brochures.zip- Friday January 13, 2023 09:54:58 Bid Number: RFP 011723 Vendor Name: CNH Inc1a� �a10c2C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 Addenda, Terms and Conditions

PROPOSER AFFIDAVIT AND ASSURANCE OF COMPLIANCE
I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the Proposer to this Affidavit and Assurance of Compliance:

1. The Proposer is submitting this Proposal under its full and complete legal name, and the Proposer legally exists in good standing in the jurisdiction of its residence.

2. The Proposer warrants that the information provided in this Proposal is true, correct, and reliable for purposes of evaluation for contract award.

3. The Proposer, including any person assisting with the creation of this Proposal, has arrived at this Proposal independently and the Proposal has been created without colluding with any other person, company, or parties that have or will submit a proposal under this solicitation; and the Proposal has in all respects been created fairly without any fraud or dishonesty. The Proposer has not directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of this solicitation or operations of a resulting contract; and the Proposer has not taken any action in restraint of free trade or competitiveness in connection with this solicitation.Additionally, if Proposer has worked with a consultant on the Proposal, the consultant(an individual or a company) has not assisted any other entity that has submitted or will submit a proposal for this solicitation.

4. To the best of its knowledge and belief, and except as otherwise disclosed in the Proposal,there are no relevant facts or circumstances which could give rise to an organizational conflict of interest.An organizational conflict of interest exists when a vendor has an unfair competitive advantage or the vendor's objectivity in performing the contract is, or might be, impaired.

5. The contents of the Proposal have not been communicated by the Proposer or its employees or agents to any person not an employee or legally authorized agent of the Proposer and will not be communicated to any such persons prior to Due Date of this solicitation.

6. If awarded a contract, the Proposer will provide to Sourcewell Participating Entities the equipment, products, and services in accordance with the terms, conditions, and scope of a resulting contract.

7. The Proposer possesses, or will possess before delivering any equipment, products, or services, all applicable licenses or certifications necessary to deliver such equipment, products, or services under any resulting contract.

8. The Proposer agrees to deliver equipment, products, and services through valid contracts, purchase orders, or means that are acceptable to Sourcewell Members. Unless otherwise agreed to, the Proposer must provide only new and first-quality products and related services to Sourcewell Members under an awarded Contract.

9. The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders.

10. The Proposer understands that Sourcewell will reject RFP proposals that are marked "confidential" (or"nonpublic,"etc.), either substantially or in their entirety. Under Minnesota Statutes Section 13.591, subdivision 4, all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded.At that point, proposals become public data. Minnesota Statutes Section 13.37 permits only certain narrowly defined data to be considered a"trade secret,"and thus nonpublic data under Minnesota's Data Practices Act.

11. Proposer its employees, agents, and subcontractors are not:

1. Included on the"Specially Designated Nationals and Blocked Persons" list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury found at: https://www.treasury.gov/ofac/downloads/sdnlist.pdf;

2. Included on the government-wide exclusions lists in the United States System for Award Management found at:
https://sam.gov/SAM/; or

3. Presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated Bid Number: RFP 011723 Vendor Name: CNH Ingziab-Ol ietf C

DocuSign Envelope ID:B078CCAE-5C98-4177-BC3F-8EC890AE6487 by the State of Minnesota;the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this solicitation.
r By checking this box I acknowledge that I am bound by the terms of the Proposer's Affidavit, have the legal authority to submit this Proposal on behalf of the Proposer, and that this electronic acknowledgment has the same legal effect, validity, and enforceability as if I had hand signed the Proposal. This signature will not be denied such legal effect, validity, or enforceability solely because an electronic signature or electronic record was used in its formation. - Amy Swett, Government& Fleet Sales Account Manager, CNH Industrial America LLC
The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission, and/or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid. r Yes r. No
The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document.

Check the box in the column "I have reviewed this addendum" below to acknowledge each of the addenda.

I have reviewed the
File Name below addendum and Pages attachments(if
applicable)
Addendum_5_Heavy_Construction_Equipment_RFP_011723 1 Tue January 10 2023 08:47 AM
Addendum_4_Heavy_Construction_Equipment_RFP_011723 2 Fri January 6 2023 09:51 AM
Addendum_3_Heavy_Construction_Equipment_RFP_011723 r 2 Thu December 29 2022 12:33 PM
Addendum_2_Heavy_Construction_Equipment_RFP_011723 r 1 Wed December 21 2022 01:49 PM
Addendum_1_Heavy_Construction_Equipment_RFP 011723 r 1 Thu December 15 2022 09:27 AM
Bid Number: RFP 011723 Vendor Name: CNH Inc b-0I 4 C

General Business.

CASE

CONSTRUCTION
Sourcewell-Construction Equipment Contract
Contract Number: 011723-CNH
Contract Period: 04/04/2023-04/14/2027
Pricing Revised: 5/16/2025
Eligible Customers: All Sourcewell&Canoe members in United States&Canada Members Include: Government
Education(K-12 and higher)
Non-profit agencies
States that have adopted the contract(see
below)
States that have Adopted Sourcewell as their
term contract:

Nevada:99SWC-NV24-20727
New York PC69383
Arkansas:4600054250
Washington:19622
Member list: https://www.sourcewell-mn.gov/become-member/search Contract details Case Construction:Contract 011723-CNH I Sourcewell(sourcewell-mn.gov) Need to Join?(USA) https://www.sourcewell-mn.gov/register Need to Join?(CA) Members-Canoe Procurement Group of Canada

CONTRACT DETAILS
Contract Pricing Specified discount off List Price/MSRP plus freight and setup and local delivery.Also surcharge but this must be placed on a separate line item.These discounts not allowed with wholesale discount.

Multiple Unit Discount Not applicable.

Third Party Items Allowed.Third party equipment and/or accessories must be listed on individual line(s) below the contract items.

Trade-In Allowed.The value is determined by the agency and the local dealer.

Rental or Lease Contact your local Case CE dealer for lease options.

Payment Contact your local Case CE dealer for payment options.

Surcharge Orders may be subjected to a surcharge that will be communicated as a separate line item on the quote.

CASE

CONSTRUCTION
See www.casece.com for product information
SOURCEWELL/CANOE PRICE LIST DISCOUNTS--Contract 011723 Valid until 04/14/2027 Pricing Revised 05/20/2024
FOR USA&Canadian MARKET ONLY