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R24-257 RESOLUTION NO. R24-257 3 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 4 BEACH, FLORIDA, APPROVING A PIGGYBACK AGREEMENT WITH 5 PANTROPIC POWER, INC., FOR EQUIPMENT RENTAL WITH RELATED 6 SERVICES TO MAINTAIN AN EMERGENCY BACKUP GENERATOR FOR 7 THE EAST WATER TREATMENT PLANT IN AN AMOUNT NOT TO 8 EXCEED $136,871.60;AND FOR ALL OTHER PURPOSES. 9 10 WHEREAS, on April 30, 2020, Sourcewell, a State of Minnesota local government and 11 service cooperative, issued a "Request for Proposal" (RFP) to establish a cooperative purchasing 12 agreement for Equipment Rental with Related Services for which they received a total of eighteen 13 (18) responses; and 14 WHEREAS, Sourcewell found Caterpillar, Inc. ("Vendor"), to be a responsive, responsible 15 bidder and awarded it a four-year (4) contract with an option to extend the contract for one (1) 16 additional one (1) year term, Contract No. 062320-CAT ("Master Agreement"), with a period of 17 September 17, 2020, through August 27, 2024, and as extended through August 27, 2025 by 18 mutual agreement of the Parties to the Master Agreement; and 19 WHEREAS, the City desires to obtain Equipment Rental with Related Services; and 20 WHEREAS, the City's Purchasing Policy Section X — Alternatives to Formal Sealed Bids, 21 provides authority for the City to acquire or contract for services without utilizing a sealed 22 competitive method or the written quotations methods where the desired services are the subject 23 of an agreement that utilizes another government entity's contract, provided that the contract 24 was awarded based strictly on competitive bidding; and 25 WHEREAS, in order to maintain an emergency backup generator for the East Water 26 Treatment Plant, the City's Utilities Department is requesting the City enter into a Piggyback 27 Agreement with Vendor to provide an emergency backup power system ("Services"); and 28 WHEREAS, the Vendor has provided the City with a proposal for Services; and 29 WHEREAS, the City desires to issue a purchase order and payment directly to the Vendor 30 for Services under the terms and conditions of the Master Agreement; and 31 WHEREAS, the City and Vendor have agreed to allow the City to piggyback the Master 32 Agreement; and 33 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 34 best interests of the city's citizens and residents to approve a Piggyback Agreement with Pantropic 35 Power, Inc., for Equipment Rental with Related Services to maintain an emergency backup 36 generator for the East Water Treatment Plant in an amount not to exceed $136,871.60. 37 38 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 39 BEACH, FLORIDA, THAT: 40 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 41 being true and correct and are hereby made a specific part of this Resolution upon adoption. 42 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 43 approve a Piggyback Agreement with Pantropic Power, Inc., for Equipment Rental with Related 44 Services to maintain an emergency backup generator for the East Water Treatment Plant in an 45 amount not to exceed $136,871.60 (the "Piggyback Agreement"), in form and substance similar 46 to that attached as "Exhibit A." 47 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 48 authorizes the Mayor to execute the Piggyback Agreement. The Mayor is further authorized to 49 execute any ancillary documents required under the Agreement or necessary to accomplish the 50 purposes of the Agreement and this Resolution. 51 SECTION 4. The fully executed Piggyback Agreement shall be retained by the City Clerk 52 as a public record of the City. A copy of the fully executed Piggyback Agreement shall be provided 53 to Bryan Heller to forward to the Vendor. 54 SECTION 5. This Resolution shall take effect in accordance with law. 55 56 [signatures on the following page] 57 /7141 58 PASSED AND ADOPTED this day of6tql)))e/ 2024. 59 CITY OF BOYNTON BEACH, FLORIDA 60 Y! - NO 61 Mayor-Ty Penserga 62 63 Vice Mayor-Aimee Kelley 64 65 Commissioner-Angela Cruz 66 67 Commissioner-Woodrow L. Hay 68 69 Commissioner-Thomas Turkin1Zr3erp•r1 dS 70 71 VOTE LV° 72 ATTES 73 I 74 I l 11 IC/ Or /�A /Y bZ 75 Maylee D4 J, k s, MPA, M C terga 76 City Clerk _- . or r���p\(NTo/I \ 77 0 78 c' RA 7-;,... • APPROVED AS TO FORM: 79 (Corporate Seal) :3i SEAL ;s'V 80I.INCORPORATED; '4 ' 1920 r A2a/ o2��J 81 � •. I 82 %' •�,� F "'LOR1pP,.� '" Shawna G. Lamb 83 1"'`....� ' ' City Attorney PIGGYBACK AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND PANTROPIC POWER, INC. -�h This Piggyback Agreement is made as of this) day of (8024 by and between Pantropic Power, Inc., an authorized Caterpillar Inc. dealer with a principal address of 8205 NW 58th Street, Miami, FL 33166, hereinafter referred to as"Vendor,"and the City of Boynton Beach, a municipal corporation organized and existing under the laws of Florida, with a business address of 100 East Ocean Avenue, Boynton Beach, Florida 33435, hereinafter referred to as"City." RECITALS WHEREAS, on April 30, 2020, Sourcewell, a State of Minnesota local government and service cooperative, issued a"Request for Proposal" (RFP)to establish a cooperative purchasing agreement for Equipment Rental with Related Services for whjch they received a total of eighteen (18)responses; and WHEREAS, Sourcewell found Caterpillar, Inc. ("Vendor"), to be a responsive, responsible bidder, and awarded it a four-year (4) contract with an option to extend the contract for one(1)additional one (1) year term, Contract No. 062320-CAT("Master Agreement"),with a period of September 17,2020,through August 27,2024,and as extended through August 27,2025, by mutual agreement of the Parties to the Master Agreement;and WHEREAS, the City desires to obtain Equipment Rental with Related Services; and WHEREAS,the City's Purchasing Policy Section X—Alternatives to Formal Sealed Bids, provides authority for the City to acquire or contract for services without utilizing a sealed competitive method or the written quotations methods where the desired services are the subject of an agreement that utilizes another government entity's contract, provided that the contract was awarded based strictly on competitive bidding; and WHEREAS, in order to maintain an emergency backup generator for the East Water Treatment Plant the City's Utilities Department is requesting the City enter into a Piggyback Agreement with Vendor to provide an emergency backup power system ("Services"); and WHEREAS, the Vendor has provided the City with a proposal for Services, attached as Exhibit"A;"and WHEREAS,the City desires to issue a purchase order and payment directly to the Vendor for Services under the terms and conditions of the Master Agreement; and WHEREAS, the City and Vendor have agreed to allow the City to piggyback the Master Agreement, a copy of which is attached as Exhibit"B." Piggyback Contract-Pantropic Power,Inc. 1 NOW,THEREFORE, in consideration of the mutual covenants contained herein, and for other valuable consideration received, the receipt and sufficiency of which are hereby acknowledged,the parties agree as follows: AGREEMENT 1. The foregoing recitals are true and correct and are hereby incorporated into this Agreement. 2. TERM: The term of this Agreement commences on full execution by the parties, and will remain in effect until August 27, 2025. The initial term and any subsequent renewals of this Agreement are subject to the renewal or extension of the Master Agreement. If the Master Agreement expires or is terminated during the Term,this Agreement shall terminate no later than six months after such expiration or termination of the Master Agreement. 3. CONTRACT TERMS: The Vendor shall complete the Services, as provided in Vendor's Proposal attached as Exhibit"A"on the same terms and in the same manner as set forth in the Master Agreement, except as otherwise provided herein. All recitals, representations, and warranties of Vendor made by Vendor in the Master Agreement are restated as if set forth fully herein, made for the benefit of the City, and incorporated herein, except that all references to the"City of Sunrise"are hereby replaced with the"City of Boynton Beach." The City shall compensate the Vendor pursuant to the rates set forth in the Master Agreement for the Services in an amount not to exceed $136,871.60 per year. 4. NOTICES: All Notices to the City shall be in writing by certified mail return receipt requested, or customarily used overnight transmission with proof of delivery, sent to: City: Daniel Dugger, City Manager City of Boynton Beach P.O. Box 310 Boynton Beach, Florida 33425 Telephone: (561) 742-6010/Facsimile: (561) 742-6090 Copy: Shawna G. Lamb, City Attorney City of Boynton Beach P.O. Box 310 Boynton Beach, Florida 33425 Telephone: (561) 742-6010/Facsimile: (561) 742-6090 5. INVOICES AND PAYMENT: Invoices must identify the PO number and should be mailed to: Boynton Beach Finance Department Attn: Accounts Payable P.O. Box 310 Boynton Beach, FL 33425. Piggyback Contract-Pantropic Power,Inc. 2 Invoices shall show the nature of the service and dates(s) of service. Invoices based on hourly rates shall show the actual hours worked, person performing services, nature of the service, hourly rate,and dates(s)of service. Invoices may be submitted no more frequently than monthly. However, all services rendered prior to September 30th of any given year are required to be invoiced by September 30th of that year. Vendor shall provide W-9 with first invoice. The fee shall be paid based on receipt of a proper invoice in accordance with the invoice schedule indicated above. Payment will be made within 45 days of receipt of a proper invoice in accordance with the Local Government Prompt Payment Act, Section 218.70, et al., Florida Statutes. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Vendor, either wholly or in part,and no payment shall be construed to be an acceptance of or to relieve Vendor of liability for the defective, faulty or incomplete rendition of the Services. 6. TAX EXEMPT: Prices applicable to City do not include applicable state and local sales, use,and related taxes.The City is exempt from state and local sales and use taxes and shall not be invoiced for the same. Upon request, City will provide Vendor with proof of tax- exempt status. 7. SOVEREIGN IMMUNITY: Nothing contained in this Agreement nor contained herein shall be considered nor construed to waive City's rights and immunities under the common law or section 768.28, Florida Statutes, as may be amended. 8. ATTORNEY'S FEES: In the event that either Party brings suit for enforcement of the Agreement, each Party shall bear its own reasonable attorney's fees and court costs. 9. PUBLIC RECORDS: Sealed documents received by the City in response to an invitation are exempt from public records disclosure until thirty (30) days after the opening of the Bid unless the City announces intent to award sooner, in accordance with Florida Statutes 119.07. The City is a public agency subject to Chapter 119, Florida Statutes. The Vendor shall comply with Florida's Public Records Law. Specifically, the Vendor shall: A. Keep and maintain public records required by the City to perform the service; B. Upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in chapter 119, Fla. Stat. or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and, following completion of the contract, Vendor shall destroy all copies of such confidential and exempt records remaining in its possession once the Vendor transfers the records in its possession to the City; and D. Upon completion of the contract, Vendor shall transfer to the City, at no cost to the City, all public records in Vendor's possession All records stored electronically by Piggyback Contract-Pantropic Power,Inc. 3 Vendor must be provided to the City,upon request from the City's custodian of public records, in a format that is compatible with the information technology systems of the City. E. IF THE VENDOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE VENDOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: CITY CLERK OFFICE 100 E. OCEAN AVENUE BOYNTON BEACH, FLORIDA, 33435 561-742-6060 CityClerk(a�bbfl.us 10. SCRUTINIZED COMPANIES - 287.135 AND 215.473: By execution of this Agreement, Vendor certifies that Vendor is not participating in a boycott of Israel. The Vendor further certifies that Vendor is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Vendor been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to the Vendor of the City's determination concerning the false certification. The Vendor shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, the Vendor shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If the Vendor does not demonstrate that the City's determination of false certification was made in error, then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 11. E-VERIFY: Vendor shall comply with Section 448.095, Fla. Stat., "Employment Eligibility," including the registration and use of the E-Verify system to verify the work authorization status of employees. Failure to comply with Section 448.095, Fla. Stat. shall result in termination of this Agreement. Any challenge to termination under this provision must be filed in the Circuit Court no later than 20 calendar days after the date of termination. If this Agreement is terminated for a violation of the statute by Vendor, Vendor may not be awarded a public contract for a period of one (1) year after the date of termination. 12. DISPUTES: Any disputes that arise between the parties with respect to the performance of this Agreement, which cannot be resolved through negotiations, shall be submitted to a court of competent jurisdiction exclusively in Palm Beach County, Florida. This Agreement shall be construed under Florida Law. WAIVER OF JURY TRIAL/CLASS ACTION. All Parties to this Agreement agree that the underlying transactions Piggyback Contract Pantropic Power,Inc. 4 contemplated between them are complex and not appropriate for determination by a jury. Therefore, both Parties herein WAIVE THEIR RIGHT TO A JURY TRIAL and they both acknowledge that said waiver is a material inducement to the other into entering this Agreement. In addition, thereto, Representative specifically and knowingly waives its membership as a class action member in any purported class action or representative therein. 13. EXECUTION OF THE AGREEMENT:This Agreement will take effect once signed by both parties. This Agreement may be signed by the parties in counterparts, which together shall constitute one and the same agreement among the parties. A facsimile signature shall constitute an original signature for all purposes. Each person signing this Agreement on behalf of either Party individually warrants that he or she has full legal power to execute the Addendum on behalf of the Party for whom he or she is signing and to bind and obligate such Party with respect to all provisions contained in this Agreement 14. TERMINATION FOR CONVENIENCE: This Agreement may be terminated by the City or Vendor for convenience upon fourteen (14) calendar days of written notice by the terminating party to the other party for such termination in which event the Vendor shall be paid its compensation for services performed to the termination date, including services reasonably related to termination and non-inventoried parts ordered. In the event that the Vendor abandons the Agreement or causes it to be terminated,the Vendor shall indemnify the City against loss pertaining to this termination. 15.TERMINATION FOR CAUSE: In addition to all other remedies available to City, this Agreement shall be subject to cancellation by City for cause,should Vendor neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty(30)calendar days' after receipt by Vendor of written notice of such neglect or failure. 16. INDEMNIFICATION: Vendor shall indemnify and hold harmless the City, its elected and appointed officers, agents, assigns and employees, consultants, separate Vendors, any of their subcontractors,or sub-subcontractors,from and against claims,demands,or causes of action whatsoever, and the resulting losses, damages,costs,and expenses, including but not limited to attorneys' fees, including paralegal expenses, liabilities, damages, orders, judgments, or decrees, sustained by the City arising out of or resulting from (A) Vendor's performance or breach of Agreement, (B) acts or omissions, negligence, recklessness, or intentional wrongful conduct by Vendor's, its agents, employees, subcontractors, participants, and volunteers, and (C) Vendor's failure to take out and maintain insurance as required under this Agreement. Vendor's shall pay all claims and losses in connection therewith and shall investigate and defend all claims, suits,or actions of any kind or nature in the name of the City, where applicable, including appellate proceedings, and shall pay all costs, judgments, and reasonable attorneys' fees which may issue thereon. The obligations of this section shall survive indefinitely regardless of termination of the Agreement. 17. INSURANCE: At the time of execution of this Agreement, Vendor shall provide the City with a copy of its Certificate of Insurance reflecting the insurance coverage required by the Master Agreement. The Certificate of Insurance shall name the City of Boynton Beach, and its officers, employees and agents as an additional insured. Piggyback Contract—Pantropic Power,Inc. 5 18. LIMITATION OF LIABILITY: Notwithstanding any provision of the Agreement to which it is applicable,City shall not be liable or responsible to Vendor beyond the amount remaining due to Vendor under the Agreement,regardless of whether said liability be based in tort, contract, indemnity or otherwise; and in no event shall City be liable to Vendor for punitive or exemplary damages or for lost profits or consequential damages. The liability of Vendor with respect to claims arising out of its performance in connection with this Agreement, whether based on contract, tort or by operation of law, shall not exceed one hundred percent(100%) of the Contract Price. 19. NO SPECIAL DAMAGES. In no event shall either Party be liable to the other for any special damages, speculative damages, indirect,special, incidental,and consequential, loss of profits or other damages or losses of any kind whatsoever, no matter what the cause. 20. INDEPENDENT CONTRACTOR: The Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that Vendor is an independent contractor pursuant to the Agreement and shall not be considered the City's employee for any purpose. 21. COMPLIANCE WITH LAWS: Vendor hereby warrants and agrees that at all times material to the Agreement, Vendor shall perform its obligations in compliance with all applicable federal, state, and local laws, rules, and regulations, including section 501.171, Florida Statutes.Non-compliance may constitute a material breach of the Agreement. 22. ASSIGNMENT: In the event this Agreement and any interests granted herein shall be assigned, transferred, or otherwise encumbered, under any circumstances by Vendor, Vendor must gain prior written consent from City thirty (30) business days before such transfer. For purposes of this Agreement, any change of ownership of Company shall constitute an assignment that requires City's approval. Notwithstanding the foregoing, Vendor may, without City's consent,assign this Agreement in whole or in part as part of a corporate reorganization, consolidation, merger, or sale of substantially all of its assets related to this Agreement. Vendor shall provide City written notice of any such corporate reorganization, consolidation, merger,or sale of substantially all of its assets related to this Agreement within thirty(30) calendar days of such event. 23.AGREEMENT SUBJECT TO FUNDING:The Agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Boynton Beach in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. Early termination by City due to loss of funding shall not obligate Vendor to refund any prepaid fees. 24. ENTIRE AGREEMENT.The Agreement, including the Master Agreement,sets forth the entire Agreement between the City and the Vendor with respect to the subject matter of this Agreement. This Agreement supersedes all prior and contemporaneous negotiations, understandings, and agreements, written or oral,between the parties.This Agreement may not be modified except by the parties' mutual agreement set forth in writing and signed by the parties. 25. SEVERABILITY. If any provision of this Agreement or application thereof to any person or situation shall, to any extent, be held invalid or unenforceable, the remainder of this Piggyback Contract—Pantropic Power,Inc. 6 Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable, shall not be affected thereby, and shall continue in full force and effect, and be enforced to the fullest extent permitted by law. SIGNATURE PAGE FOLLOWS Piggyback Contract-Pantropic Power,Inc. 7 IN WITNESS OF TIIE FOREGOING,the parties have set their hands and seals the day and year first written above. CITY OF BOYNTON BEACH, FLORIDA PANTRO c POWER, INC. Ty4,.- -------;01.° /AI i ft/Zs, g. i - -- 1:, ayor (Signature), Company Ed DeTorres Print Name of Authorized Official Vice President, Pantropic Power Inc Title --- _ --- Approved as to Form: z4141/14 (.2 c ib Shawna G. Lamb, City Attorney (Corporate Serif) uth •d: Attest:• :uthenticated: 1 ,161111 _� ' (Signa u e), Witne �1 /i ...--- Imo`" u- 4v`1C , Maylee DeJ:su: ity Clerk Print Name ,apYNTo`N /4...• GO gF••.F.�ii SEAL • : INCORPORATED: $ ....INCORPORATED It . 1920 . "`\\FCORION.. Piggyback Contract—Pantropic Powcr,Inc. 8 EXHIBIT A VENDOR'S PROPOSAL Piggyback Contract-Pantropic Power,Inc. 9 CAT Exhibit "A" Pantropic Power,Inc. One Source,One Call One Solution DATE 1/30/2023 www.pantropic.com Contract#RAG01302023-1 8205 NW 58th ST Customer Acct.#: 3516800 Miami,FL 33166 Contract valid until: 3/1/2023 Contract For:Brian Heller JOBSITE:City of Boynton Beach Roberto Garcia 124 E Woolbright Road Name: Email:Roberto_Garcia@pantropic.com Boynton Beach,Fl 33435 Address:SAME Phone:(305)592-4944,ext.3022 Phone 561-742-6420 Cell:(305)970-5902 Cell Email: Hellerb(a.bbfl.us Comments or Special Instructions: START DATE COLLECTION PERIOD ESTIMATED END DATE SHIFT TAXABLE? INSURANCE? TERMS OF PAYMENTS 1/30/2023 MONTHLY 1/1/2024 Standby(0 hrs) No Yes Net 30 12 QUANTITY Item ID DESCRIPTION Additional Descritpion UNIT PRICE AMOUNT 1 XQ 1000_NC 1000 KW Generator,intemal 1250 g fuel tank.Fuel consumption is 53.0 g/hr at 3/4 load. $ 10,840.00 $ 10,840.00 20 4 Odd 50 Ft 4/0 50'Cam Lok Cable n/c 20 4_Odd_Female_Lugged 4/0 Female Lugged Pigtail n/c 20 4 Odd Male Bare 4/0 MB Pigtail n/c Loss Waiver Loss Waiver 14% Rental_Evf Environmental Fee 2% $ 216.80 Rental_Fue Fuel Charge $ - Re_Trans_E Rental Transport External Rif to and from Job Site $No transport cost as this was paid on the first $ - $ - $ - Re_Mainten Rental Maintenance PM is required every 250 hours of run $time.Invoiced seperatety as needed $Each PM cost is $ 2,095.00 $ - $ $ $ $ $ *Notes: SUBTOTAL $ 11,056.80 TAX RATE SALES TAX $ - OTHER $ - 1st MONTH TOTAL $ 11.056.80 SUBSEQUENT MONTH/S TOTAL $ 11,056.80 Customer Signature(Required): Rp6er&o Clarsia Printed Name: Rental Sales Date: PO#: EXHIBIT B CONTRACT BETWEEN SOURCEWELL AND CATERPILLAR, INC. Piggyback Contract—Pantropic Power,Inc. 10 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT Sourcewell Solicitation Number: RFP #062320 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Caterpillar Inc., 510 Lake Cook Road Suite 100, Deerfield, IL 60015 (Vendor or Caterpillar). Sourcewell is a State of Minnesota local government agency 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 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. Vendor 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 August 27, 2024 unless it is cancelled sooner pursuant to Article 24. This Contract may be extended up to one additional one-year period upon request of Sourcewell and with written agreement by Vendor. C. SURVIVAL OF TERMS. Articles 11 through 16 survive the expiration or cancellation of this Contract. 2. EQUIPMENT, PRODUCTS, OR SERVICES A. EQUIPMENT, PRODUCTS, OR SERVICES. Vendor will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. Vendor's Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. While Caterpillar is Vendor under the Contract, pursuant to Section 10(a) it will subcontract certain obligations under this Contract to its dealers. Only those dealers that sign a Rev.2/2020 1 Page 324 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT Participation Agreement with Caterpillar obligating them to comply with the terms of this Contract will be eligible to provide Equipment, Products, or Services as a subcontractor under this Contract. In the event there is no dealer who has entered into a Participation Agreement available to provide Equipment, Products, or Services to a Participating Entity, Caterpillar shall be under no obligation to provide Equipment, Products, or Services to such Participating Entity under this Contract. Caterpillar will provide a copy of this Contract to its dealers that would normally service Participating Entities and invite such dealers to enter into a Participation Agreement as a subcontractor of Caterpillar under the terms of this Contract. Rental equipment may not be current year model and may be used, having been rented by Participating Dealer's prior customers. Vendor may offer close-out or refurbished Equipment or Products if they are clearly indicated in Vendor'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. Any warranties granted to Participating Entities shall be granted solely by the Participating Dealer renting or otherwise providing the Equipment, Products or Services, as agreed between the parties. If rented equipment needs repair or replacement during the rental period, the Participating Dealer will repair or replace the Equipment at its cost and expense; provided that if the repair or replacement is as result the Participating Entity's misconduct, abuse, misuse, neglect or negligence, such Participating Entity will be responsible for the cost of repair or replacement. Except as expressly stated herein, all warranties, including any implied warranty of merchantability or of fitness for a particular purpose are expressly excluded and disclaimed. C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution, Vendor will make available to Sourcewell a means to validate or authenticate Vendor's authorized dealers, distributors, and/or resellers relative to the Equipment, Products, and Services related to this Contract.This list may be updated from time-to-time and is incorporated into this Contract by reference. It is the Vendor's responsibility to ensure Sourcewell receives the most current version of this list. 3. PRICING All Equipment, Products, or Services under this Contract will be priced as stated in Vendor's Proposal. Upon request made to a participating CAT dealer, from a Participating Entity identifying themselves as a Sourcewell member by providing their Sourcewell member number and Rev.2/2020 2 Page 325 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT contract number, formal rental rate quotes will list all costs, including delivery expenses, such as freight and permits (when required). 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, Vendor must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities. Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. Vendor 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 Vendor in breach of this Contract if the Vendor intentionally delivers substandard or inferior Equipment or Products. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Vendor as soon as possible and the Vendor will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity. B. SALES TAX. Each Participating Entity is responsible for supplying the Vendor 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, Vendor may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Vendor 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. Rev.2/2020 3 Page 326 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT 4. PRODUCT AND PRICING CHANGE REQUESTS Vendor 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 Contract Administrator.This form is available from the assigned Sourcewell Contract Administrator. At a minimum,the request must: • Identify the applicable Sourcewell contract number; • Clearly specify the requested change; • Provide sufficient detail to justify the requested change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Request Form will be become an amendment to this Contract and 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. Caterpillar will not enter into a contract with a U.S. Federal Government entity prior to obtaining necessary internal approvals and shall not be obligated to provide Equipment, Products, or Services to any U.S. Federal Government entity under this Contract unless separately agreed in writing. Caterpillar may work with such parties and may agree to provide equipment or services under the Contract on a case-by-case basis. The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity's authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Vendor 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. Vendor is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential members to join Rev. 2/2020 4 Page 327 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract. B. PUBLIC FACILITIES. Vendor's employees may be required to perform work at government- owned facilities, including schools. Vendor'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 Vendor that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Vendor. Typically, a Participating Entity will issue an order directly to Participating Dealers with payment made to the dealer as agreed. 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 of this Contract; however, Vendor performance, Participating Entity payment, and any applicable warranty periods or other Vendor or Participating Entity obligations may extend beyond the term of this Contract. Vendor's acceptable forms of payment are included in Attachment A. 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 any Participating Addendum, are to be negotiated between a Participating Entity and Participating Dealer, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entitles may require the use of a Participating Addendum; the terms of which will be worked out directly between the Participating Entity and the Vendor. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract. C. PERFORMANCE BOND. If requested by a Participating Entity, Participating Dealer may agree to provide a performance bond that meets the requirements set forth in the Participating Entity's order. D. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements (such as e-commerce specifications, specialized delivery requirements, or other specifications and requirements) not addressed in this Contract, the Participating Entity and the Vendor may enter into a separate, standalone Rev.2/2020 5 Page 328 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT 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. E. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Vendor 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 goods to be purchased; 2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity's requirements; or 3. Vendor commits any material breach of this Contract or the additional terms agreed to between the Vendor and a Participating Entity. F. 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. Vendor will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for: • Maintenance and management of this Contract; • Timely response to all Sourcewell and Participating Entity inquiries; and • Business reviews to Sourcewell and Participating Entities, if applicable. B. BUSINESS REVIEWS. Vendor 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, 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, Vendor must provide a contract sales activity report (Report) to the Sourcewell Contract Administrator assigned to this Contract. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Vendor must submit a report indicating no sales were made). The Report must contain the following fields: • Customer Name (e.g., City of Staples Highway Department); • Customer Physical Street Address; Rev.2/2020 6 Page 329 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT • Customer City; • Customer State/Province; • Customer Zip Code; • Customer Contact Name; • Customer Contact Email Address; • Customer 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 Vendor. B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Vendor 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. Vendor may not charge Participating Entities more than the contracted price to offset the Administrative Fee. The Vendor will submit a check payable to Sourcewell for one percent (1%) multiplied by the total net rental revenue (excludes freight, permits, and fees) of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter as the administrative fee. Payments should note the Sourcewell-assigned contract number in the memo and must be mailed to the address above "Attn: Accounts Receivable." Payments must be received no later than 45 calendar days after the end of each calendar quarter. Vendor 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 Vendor is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Vendor 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. Vendor's Authorized Representative is the person named in the Vendor's Proposal. If Vendor's Authorized Representative changes at any time during this Contract, Vendor must promptly notify Sourcewell in writing. Rev. 2/2020 7 Page 330 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914009 062320-CAT 10. ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE A. ASSIGNMENT. Neither the Vendor nor Sourcewell may assign or transfer any rights or obligations under this Contract without the prior consent of the parties and a fully executed assignment agreement. Such consent will not be unreasonably withheld. Provided, however, that Caterpillar is permitted to subcontract certain of its rights and obligations to Caterpillar dealers for performance without Sourcewell's prior written consent. B. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been fully executed by the parties. C. WAIVER. If either party fails to enforce any provision of this Contract, that failure does not waive the provision or the right to enforce it. D. CONTRACT COMPLETE. This Contract contains all negotiations and agreements between Sourcewell and Vendor. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. E. 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. LIABILITY Intentionally omitted. 12. AUDITS Sourcewell reserves the right to review the books, records, documents, and accounting procedures and practices of the Vendor relevant to this Contract for a minimum of 6 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. 13. GOVERNMENT DATA PRACTICES Vendor and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the Vendor under this Contract. Rev.2/2020 8 Page 331 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT If the Vendor receives a request to release the data referred to in this article, the Vendor must immediately notify Sourcewell and Sourcewell will assist with how the Vendor should respond to the request. 14. INDEMNIFICATION Intentionally omitted. 15. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT A. INTELLECTUAL PROPERTY. Intentionally omitted. 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 Vendor 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. Materials should be sent to the Sourcewell Contract Administrator assigned to this Contract. D. ENDORSEMENT. The Vendor must not claim that Sourcewell endorses its Equipment, Products, or Services. 16. GOVERNING LAW,JURISDICTION, AND VENUE Minnesota law governs this Contract. Venue for all legal proceedings out of this Contract, or its breach, must be in the appropriate state court in Todd County or federal court in Fergus Falls, Minnesota. 17. 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. 18. SEVERABILITY If any provision of this Contract is found to be illegal, unenforceable, or void then both Sourcewell and Vendor will be relieved of all obligations arising under such provisions. If the remainder of this Contract is capable of performance, it will not be affected by such declaration or finding and must be fully performed. Rev.2/2020 9 Page 332 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT 19. 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 Vendor 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 Vendor may escalate the resolution of the issue to a higher level of management.The Vendor will have 30 calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Vendor must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Vendor fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed will be borne by the Vendor. 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. Written notice of default and a reasonable opportunity to cure must be issued by the party claiming default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non-defaulting party may: • Exercise any remedy provided by law or equity, or • Terminate the Contract or any portion thereof, including any orders issued against the Contract. 20. INSURANCE A. REQUIREMENTS. At its own expense, Vendor 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: Rev.2/2020 10 Page 333 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT 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. Vendor will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office ("ISO") Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for Products-Completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Vendor will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent. Minimum Limits: $1,000,000 each accident, combined single limit 4. Umbrella Insurance. During the term of this Contract, Vendor will maintain umbrella coverage over Workers' Compensation, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 Failure of Vendor 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, Vendor 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 Rev.2/2020 11 Page 334 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Contract Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf. All policies must include there will be no cancellation, suspension, non-renewal, or reduction of coverage without 30 days' prior written notice to the Vendor. Upon request, Vendor must provide to Sourcewell copies of applicable policies and endorsements, within 10 days of a request. Failure to request certificates of insurance by Sourcewell, or failure of Vendor to provide certificates of insurance, in no way limits or relieves Vendor of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Vendor agrees to list Sourcewell, including their officers, agents, and employees, as an additional insured under the Vendor's commercial general liability insurance policy with respect to liability arising out of activities, "operations," or "work" performed by or on behalf of Vendor, and products and completed operations of Vendor. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. A Participating Dealer may name a Participating Entity as an additional insured on a case-by-case basis. D. WAIVER OF SUBROGATION. Vendor waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Vendor 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 Vendor or its subcontractors. A Participating Dealer may waive subrogation against a Participating Entity on a case-by-case basis. 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. 21. 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. Participating Dealers must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Participating Dealers conduct with Sourcewell and Participating Entities. Rev. 2/2020 12 Page 335 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 062320-CAT 22. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION Vendor 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 Vendor declares bankruptcy, Vendor must immediately notify Sourcewell in writing. Vendor 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. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Vendor further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. 23. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Intentionally omitted. 24. CANCELLATION Sourcewell or Vendor 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 Vendor's Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation. Sourcewell Caterpillar Inc. (—DocuSigned by: DocuSigned by: ��.t � J...... J p B By: `— "`COFD2A1 9D06489.. y. — 5C82585C5151405 Jeremy Schwartz Chris Gustafson Title: Director of Operations & Title: Global Accounts &Allied Prod. Mgr. Procurement/CPO Date: 9/16/2020 I 10:23 AM CDT Date: 9/17/2020 111:39 AM PDT Approved: DD,occuSigned by: By: —�7E42B8F8 64 Chad Coauette Title: Executive Director/CEO 9/17/2020 11:42 PM CDT Date: Rev.2/2020 13 Page 336 of 744 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 RFP 062320 - Equipment Rental with Related Services Vendor Details Company Name: Caterpillar Inc Does your company conduct business under any other name?If IL yes, please state: 100 NE Adams St Address: Peoria, IL 61629 Contact: Darren Wilson Email: Wlson_Darren_R@cat.com Phone: 309-265-4542 HST#. Submission Details Created On: Monday May 18,2020 15:44:18 Submitted On: Tuesday June 23,2020 16:17:32 Submitted By: John Frame Email: Frame_John_J@cat.com Transaction#: 08b57e2d-460c-40d2-a160-12248816b576 Submitter's IP Address: 34.69.162.10 Bid Number: RFP 062320 Vendor Name: a U i4. DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 Specifications Table 1: Proposer Identity & Authorized Representatives General Instructions (applies to all Tables) Sourcewell prefers a brief but thorough response to each question. Please do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; mark"NA"if the question does not apply to you (preferably with an explanation). �t'errei Question Response* 1 Proposer Legal Name (and applicable d/b/a, if any): Caterpillar Inc. 2 Proposer Address: 510 Lake Cook Road, Suite 100, Deerfield, Illinois 60015 3 Proposer website address: caterpillar.com CAT.com 4 Proposer's Authorized Representative (name, title, address, Chris Gustafson email address & phone) (The representative must have Global Accounts & Ailed Prod Mgr. authority to sign the "Proposer's Assurance of Compliance" GUSTAFSON_CHRISTOPHER_D@cat.com on behalf of the Proposer and, in the event of award, will 1 309 675 4802 be expected to execute the resulting contract): 5 Proposer's primary contact for this proposal (name, title, John Frame, address, email address & phone): Rental National Accounts Mgr., Governmental Segment Frame_John_J@cat.com 309-675-2891 6 Proposer's other contacts for this proposal, if any (name, Chris Gustafson title, address, email address & phone): Global Accounts & Allied Prod Mgr GUSTAFSON_CHRI STOPHER_D@cat.com 1 309 675 4802 Table 2: Company Information and Financial Strength item Question 1Response* Bid Number: RFP 062320 Vendor Nafne ecBtamiiiiaLi DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99E13C914D09 7 Provide a brief history of your company, including your Caterpillar was founded in 1925 when two entrepreneurs company's core values, business philosophy, and industry merged their companies: Holt Manufacturing Company and longevity related to the requested equipment, products or C.L. Best Tractor Company. The merger was a great services. success because the ethics of both men were focused on high quality products and the best customer support. Since the founding 95 years ago, Caterpillar Inc. has retained the culture of focusing on customer needs and supporting products after the sale. Our company culture is keenly focused on customer satisfaction and every employee realizes that a customer's experience using the product will determine whether he or she will continue to purchase, lease, or rent Caterpillar products & services in the future. The key to this satisfaction is two-fold: develop & provide the best products and services that empower our dealers to offer the best support. Through this combination, we are proud to prove that our products and services offer the best value to our customers regardless of where they are located. We can prove measurable advantages in total owning and operating costs as well as intangible benefits in terms of standard safety features and telematics information sharing; as well as and many training, fleet health, and application support services offered by our dealers. Please refer to attached "Caterpillar Code of Conduct' in the attached "Financial Strength and Stability" zip folder for details regarding our corporate core values and business philosophy. 8 What are your company's expectations in the event of an Caterpillar is honored to have served Sourcewell and its award? members' who have purchased CAT construction equipment, work-tools, and electrical power generation products through Sourcewell since 2008. Furthermore, we are proud to have earned the Sourcewell Legacy Award in 2019. Caterpillar contributes well over half of the revenue Sourcewell receives in the current Heavy Construction (purchase) contract (032119-CAT) and look forward to the opportunity to further grow business and serve members' needs together through a rental contract. Bid Number: RFP 062320 Vendor Nave eCCxpi011a�l0 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 9 Demonstrate your financial strength and stability with Maintaining financial strength is a critical priority for meaningful data. This could include such items as financial Caterpillar. We receive debt ratings from the major credit statements, SEC filings, credit and bond ratings, letters of rating agencies. Caterpillar is "mid-A" rated by S&P and credit, and detailed reference letters. Upload supporting Fitch and has a "low-A" rating with a positive outlook from documents (as applicable) in the document upload section of Moody's. Maintaining our "mid-A" credit rating is critical to your response. our cash deployment priorities. Due to our prudent focus on financial strength, on a comparative basis Caterpillar has generally demonstrated higher profitability, lower leverage, and better liquidity than our competitor peer group. Our liquidity position is extremely strong with typically the highest percentage of cash as a percent of total assets on the balance sheet vs our competitors. Please see five-year financial summary recently published in the attached "2019 Caterpillar's SEC form 10K Financial Summary' in the "Financial Strength and Stability" zip folder , which provides additional details about our financial position. The full text of the 239-page 10-K document can be found on our public website: hftp://www.caterpillar.com/en/investors/sec-filings.html In 2019, Caterpillar sales and revenues were $53.8 billion. In 2019, Caterpillar delivered record profit per share of $10.74 per share and ended 2019 with $8.3 billion of enterprise cash. After paying uninterrupted rising annual dividends for more than two decades, Caterpillar, Inc. (NYSE: CAT) reached the 25th consecutive year mark for inclusion in the elite group of companies designated as Dividend Aristocrats. In addition to a minimum of 25 consecutive years of dividend hikes, a company must be a component of the S&P 500 index and must have a market capitalization of at least $3 billion to qualify as a Dividend Aristocrat. 10 What is your US market share for the solutions that you are CAT dealers are independent businesses. As such proposing? Caterpillar cannot share their rental revenue market share. However, with Cat Rental Stores, Cat heavy equipment, Cat Power Systems, and dealer crane rental locations; Caterpillar has the largest rental fleet based on OEC in North America. 11 What is your Canadian market share for the solutions that CAT dealers are independent businesses. As such you are proposing? Caterpillar cannot share their rental revenue market share. However, with Cat Rental Stores, Cat heavy equipment, Cat Power Systems, and dealer crane rental locations; Caterpillar has the largest rental fleet based on OEC in North America. 12 Has your business ever petitioned for bankruptcy protection? No. Caterpillar Inc. has never been bankrupt. If so, explain in detail. Bid Number: RFP 062320 Vendor Natnee.B/ OT �44 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 13 How is your organization best described: is it a Caterpillar is a manufacturer of construction, mining, energy manufacturer, a distributor/dealer/reseller, or a service and transportation equipment, technology and provider of provider? Answer whichever question (either a) or b) just related services. below) best applies to your organization. a) If your company is best described as a Caterpillar Inc. is a world class manufacturer which distributor/dealer/reseller (or similar entity), provide your distributes products through a vast and capable dealer written authorization to act as a distributor/dealer/reseller for network the manufacturer of the products proposed in this RFP. If applicable, is your dealer network independent or company CAT dealers are strong independent companies and in North owned? America alone they have a combined net worth of billions of b) If your company is best described as a manufacturer dollars. Their large valuation is a competitive advantage or service provider, describe your relationship with your because it allows them to have the infrastructure to support sales and service force and with your dealer network in customers regardless of location, industry, fleet size, or delivering the products and services proposed in this RFP. application. We believe the service parts inventory Are these individuals your employees, or the employees of a maintained by CAT dealers is the largest of any construction third party? equipment and power systems brand. Another advantage of independently owned dealers is that they know their customers and market well. They tailor their services specifically to their customers' needs. Caterpillar and each dealer have signed a sales and service agreement that outlines the specific expectations from both parties. In a broad overview, Caterpillar manufactures products and sells them to CAT dealers. The dealers then , sell, lease and rent those products to customers. Caterpillar does not sell directly to state, province, nor local governments. Although Caterpillar will sign this contract as a manufacturer, CAT dealers will be given the opportunity to avail themselves of the rental business presented by the contract and will execute all the transactions with governmental, educational and non-profit customers as they do today. This includes but is not limited to consultation, quoting, accepting payment, delivery, warranty support, parts sales, and service. This is no different than sales and rentals occurring outside the terms of this agreement. Caterpillar dealers heartily embrace Sourcewell contracts #032119-CAT, #120617-CAT, and all of them have been trained in there use and as such will already be familiar with Sourcewell's rental contract. In fact, the Sourcewell contract covering equipment & work-tools for purchase (032119-CAT) was leveraged by more than 90% of our dealers in 2018 and 2019. Caterpillar offers specific discounts to Sourcewell members. By renting to members under the Sourcewell contract, participating CAT dealers agree to honor those discounts. 14 If applicable, provide a detailed explanation outlining the To the extent of our knowledge, we are unaware of specific licenses and certifications that are both required to be held, licenses or certifications required to pursue the business and actually held, by your organization (including third parties covered by this RFP. and subcontractors that you use) in pursuit of the business contemplated by this RFP. 15 Provide all "Suspension or Debarment" information that has Caterpillar Inc. has not been suspended or disbarred in the applied to your organization during the past ten years. last ten years. Table 3: Industry Recognition & Marketplace Success Line Item Question Response* 16 Describe any relevant industry awards or recognition that Please note: To list all the awards received in the past five your company has received in the past five years years would unnecessarily lengthen our response. For brevity, we are highlighting some recognition received in 2018 & 2019. • Sourcewell Legacy Award-2019 Bid Number: RFP 062320 Vendor Name: :3ar710 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 >>>2018 Corporate Awards & Recognition • Forbes Magazine America's Most JUST Companies -- #49 • Forbes World's Most Reputable Companies 2018 -- #47 • Fortune 500 -- #65 • Dow Jones Sustainability Index -- 19-year member • Fortune World's Most Admired Companies 2018 -- #43 • Forbes America's Best Employers for Diversity 2018 -- #247 • Top Veteran-Friendly Companies 2018 -- U.S. Veterans Magazine • Woman Engineer Magazine — Top 50 Employers 2018 - - #21 • Minority Engineer Magazine -- Top 50 Employers 2018 - - #15 • CAREERS & the disABLED Magazine -- Top 50 Employers 2018 -- #9 • Human Rights Campaign Foundation Corporate Equality Index 2018: Score = 90 • Forbes 2018 Top 25 Places to Work in Brazil -- #5 • Forbes Best Employers for Women 2018 -- #245 • Interbrand Best Global Brands 2018 -- #82 • Top 150 Global Licensors — Global License • Top 1,000 companies with the Strongest Female Leaders — Mogul • 7 Companies with Impressive Mentorship Programs — Glassdoor • Top-Rated Workplaces: Best For Veterans — Indeed • Best Product Support in 2018 — Brazilian Association of Technology for Construction and Mining • Facility of Distinction for Safety — Indonesia • Certification on Promoting Work Life Balance — Japan »2018 Product Awards & Recognitions Top 100 Awards from Construction Equipment magazine • D8T TTT • Next Gen 20-ton HEX • 24 MG • 903D CWL • UTVs Contractor's Choice Awards from Roads & Bridges magazine • PM622 — Gold • AP1055F — Gold • AP555F — Gold • SE60 V XW — Gold • CB66B — Gold • CS56B — Gold • D6T — Gold • 315F CR — Gold • 335F CR — Gold • 962M — Gold • 140M3 — Gold • B20 — Gold • Grade Control — Bronze • Product Link — Bronze • 420F2 — Gold • 304.5E2 XTC — Silver • 299D2 XHP — Gold • TH255C - Gold • 777G — Gold Top 50 Award from Equipment Today magazine • 320 GC, 320 and 323 Next Gen HEX Twenty for 2018 Award from Landscape Business magazine • UTVs Bid Number: RFP 062320 Vendor Name eCr�t�,Cpiilllar710.4 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 17 What percentage of your sales are to the governmental The governmental & educational sector is extremely sector in the past three years important to Caterpillar. We do not track government and education separately. However, it is safe to assume that the bulk of these sales is to state, county, municipal, and special districts. We have a dedicated team to ensure success in this market. Overall, the percentage of our sales to non-federal governmental agencies varies between 11% * and 26%. Some of our product families are highly focused and designed for governmental customers. Wth these products, we see the percentage of our sales to government as high as 75%. 18 What percentage of your sales are to the education sector The governmental & educational sector is extremely in the past three years important to Caterpillar. We do not track government and education separately. However, it is safe to assume that the bulk of these sales is to state, county, municipal, and special districts. We have a dedicated team to ensure success in this market. Overall, the percentage of our sales to non-federal governmental agenaes varies between 11% and 26%. Some of our product families are highly focused and designed for governmental customers. Wth these products, we see the percentage of our sales to government as high as 75%. 19 List any state, provincial, or cooperative purchasing contracts While CAT dealers would typically hold contracts with states that you hold. What is the annual sales volume for each of and provinces, as an exception Caterpillar holds the state these contracts over the past three years? contract with Ohio. Additionally, we are contract holders with National IPA and NASPO ValuePoint. Just as we would never share Sourcewell transaction information with other cooperatives, we don't feel it would be honorable to share the volumes of those contracts. However, we are happy to report that of all cooperative contract sales, most are transacted via Sourcewell. 20 List any GSA contracts or Standing Offers and Supply Caterpillar holds GSA contract GS-30E-0018U, Schedule Arrangements (SOSA) that you hold. What is the annual 23V Automotive Superstore. The sales volume is more than sales volume for each of these contracts over the past three $9.2M per year. Caterpillar also holds GSA EPG contract * years? GS07F5666R, Schedule 56 Buildings and Building Materials. The sales volume is approximately $1M per year. We do not allow our dealers to use our GSA contracts. Table 4: References/Testimonials Line Item 21. Supply reference information from three customers who are eligible to be Sourcewell participating entities. Entity Name* Contact Name* Phone Number* CAT equipment purchaser: Les Cote, Equipment Maintenance (780) 623-6815 * Lac La Biche County, AB Manager CAT equipment purchaser: Mark Chileen, Director of Public Works (780) 645-3006 * County of St. Paul, AB CAT equipment purchaser: Clayton Funk, Fleet Manager (785) 331-1333 * Douglas County, KS CAT equipment purchaser: Joey Auche, Fleet Operations (757) 848-8406 City of Newport News, VA Superintendent CAT equipment purchaser: Klamath Tom Crist, Operations Manager (541) 891-5687 County Solid Waste, OR Bid Number: RFP 062320 Vendor Name: :i4 OT Loa DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 Table 5: Top Five Government or Education Customers Line Item 22. 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/Province* Scope of Work* Size of Dollar Volume Past Transactions* Three Years* City of Minneapolis Government Minnesota-MN Construction 102 machines $2.6 million Public Works Fleet Equipment Div. City of Raleigh Government North Carolina-NC Construction 110 machines $2.2 million * Equipment State of Maine Government Maine-ME Construction 223 machines $1.5 million Dept. of Equipment Transportation City of North Las Government Nevada-NV Construction 48 machines $0.9 million * Vegas Equipment State of Utah Government Utah-UT Construction 25 machines $0.8 million * Equipment 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. It Response* 23 Sales force. The CAT dealer salesforce is the most capable and highly trained in the industry. We ask CAT dealer sales people to be consultants and to advise customers on the best solutions. As a manufacturer we request our dealers to follow strict training protocols to ensure our sales force remains current on all product updates. Specifically, as it relates to governmental sales, each dealer has one or more people named to be a key liaison between us as a manufacturer, and their dealer sales team. This person is offered additional in-depth training on Sourcewell and ensures that all contract terms are followed. In North America, our dealers employ more than 53,000 people across the machine, energy, parts, and service divisions. Of this number more than 8% (4400) are in * machine and parts sales; more than 39% (21,000) are in in service and support. The dealer sales teams are supported by a network of Caterpillar professionals. Each dealer has in-territory support of 5-8 Caterpillar sales/marketing employees. It is the responsibility of these people to ensure that the dealer and Caterpillar are working well together to constantly improve and to adapt to marketplace changes. Beyond the territory experts, the sales and marketing department at Caterpillar is staffed by more than 600 people whose mission is to focus on customer satisfaction. Even more are employed "behind- the-scenes" to ensure industry leading product design, up-to- date product information, and maintaining the ease of doing business in an increasingly connected marketplace. Bid Number: RFP 062320 Vendor Name eC.te(poar�l0.4 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 24 Dealer network or other distribution methods. The CAT dealer network is key to the success of our company. Within Canada and the United States, we have more than 800 dealer owned locations that rent equipment. Please refer to our directory listing of CAT dealers locations and locations map in the attached "Additional Documents" zip file / "Cat Dealer Rental Locations-Canada & U.S." folder. are independently owned, and many cover an entire state or province. (In some cases, dealers cross state/provincial boundaries, and in other cases, more than one dealer will be located in a state.) Each dealer has multiple branch locations and a mobile service fleet that can serve customers regardless of location. These are all physical locations our governmental customers may use. Because of the size of CAT dealers, they are exceptionally capable to serve governmental customers. Collectively, CAT dealers' large net worth permits them to stock a high volume of replacement parts — allowing governmental customers the fastest turnaround on parts availability and repair time. CAT dealers recognize the importance of governmental business to their overall success and they each have one or more governmental specialists whose job it is to serve governmental agencies well. Please refer to the CAT dealer rental locations list and map included as attached documents. 25 Service force. We at Caterpillar are very proud of the saying: "The sales department sells the first machine; the service department sells every one after that" The CAT dealer network in North America collectively employs more than 20,000 factory trained technicians, parts experts, product support managers and other service-oriented staff. These people are supported with the best repair shop equipment and materials. As machines and engines are constantly updated, so too are our service experts. We conduct product-specific training every week of the year. Technician shortage is an industry- wide concern, but because CAT dealers are large, long established companies, they can offer strong compensation and benefit packages that encourage the best people to seek employment and to retain them once hired. Caterpillar works very closely with dealers and through a program called "Think Big," we are able to keep the pipeline of high quality employees full. In addition to the technicians and mechanics that work on the machines directly, each dealer has a service support staff that includes customer-facing consultants who are responsible for working with customers to set up maintenance and repair schedules to ensure the best possible up-time. Collectively, service support staff makes up the bulk of each dealers' staff. Roughly half of their personnel investment goes to ensuring customer success via product support. The dealer service teams are supported by a network of Caterpillar professionals. Each dealer has in-territory support of 5-8 Caterpillar parts/service employees. It is the responsibility of these people to ensure that the dealer and Caterpillar are working well together to constantly improve and to adapt to marketplace changes. Beyond the territory experts, the service and support groups at Caterpillar are staffed by thousands of people whose mission is to focus on post-sale customer satisfaction. Even more are employed "behind-the-scenes" to ensure technical literature is up to date, service standards are adhered to, and repair questions are answered quickly. We exceed our 95% 1-hour response rate target in responding to dealer service inquiries. Bid Number: RFP 062320 Vendor Name: C4�oT LIo DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 26 Describe in detail the process and procedure of your We are proud that our reputation stands on having the best customer service program, if applicable. Include your customer support in the industry. In fact, our capabilities are response-time capabilities and commitments, as well as any industry leading. Should a customer ever have a problem or incentives that help your providers meet your stated service issue with a machine, their Cat dealer is empowered to goals or promises. resolve that issue locally. If the problem is a result of a defect in material or workmanship, Caterpillar will cover that completely within the standard warranty period. Every Caterpillar dealer has a common detailed service process in place. Caterpillar supports and verifies that the dealer service technicians are supplied with the tools and equipment needed to repair all Caterpillar products. Technicians have access to an electronic library of technical information including Service Letters, Technical Information Bulletins, System Operations, Troubleshooting, and Disassembly and Assembly manuals. These manuals are provided for every Caterpillar product. Each dealer also has one or more "Technical Communicators" who is dedicated to supporting the service technicians by acting as a liaison between their shop personnel and Caterpillar. The service technicians also have a dealer support network (DSN) system with direct access to Caterpillar's Service Engineers. Caterpillar responds to more than 95% of all high priority tickets within one hour. Depending on a customer's needs, they may choose to handle service issues themselves, in conjunction with their dealer, or they may ask their dealer to handle them entirely. To meet the varying desires of each customer, Caterpillar offers a wide range of service programs: • Cat EM Solutions • Cat Equipment Care Advisor-Monitor • Cat Equipment Care Advisor-Protect • Cat Inspect • Condition Monitoring • Customer Support Agreements • S-O-S Services 27 Identify your ability and willingness to provide your products We are happy to serve all geographic areas and all and services to Sourcewell participating entities in the Sourcewell Member sectors, within the United States with United States. our complete product and service offering through Sourcewell. • Caterpillar has successfully utilized Sourcewell to sell machines in 49 States and Canada. 28 Identify your ability and willingness to provide your products We are happy to serve all geographic areas and all and services to Sourcewell participating entities in Canada. Sourcewell Member sectors, within Canada with our complete product and service offering through Sourcewell. In fact, we see the Canadian market as a significant growth opportunity for Sourcewell use and will actively encourage its use. Caterpillar is gaining significant momentum with Canadian sales through Sourcewell contract #032119-CAT. In 2018, Caterpillar sales growth in Canada for machines through 032119-CAT increased nearly 400% over the previous year. Bid Number: RFP 062320 Vendor Nam: A.t of aLlnQ DocuSign Envelope ID:8787F7A8-4D78-4730-9888-F99EBC914D09 29 Identify any geographic areas of the United States or CAT dealers maintain over 800 equipment rental locations Canada that you will NOT be fully serving through the that serve every state and province throughout the United proposed contract. States and Canada. Caterpillar has successfully utilized Sourcewell to sell machines in 49 States and Canada. We are happy to serve all geographic areas within the United States and Canada with our complete product and service offering through Sourcewell. Cat dealers are independently owned businesses. Consequently, before dealers can participate in national accounts contracts, including those resulting from proposals to Sourcewell RFPs such as 062320; they must "opt-in" by signing a Dealer Participation Agreement with Caterpillar Inc. Please refer to Table 16: Exceptions to Terms, Conditions, or Specifications For, contract section 2 for further explanation regarding CAT dealer participation. 30 Identify any Sourcewell participating entity sectors (i.e., We are happy to serve all Sourcewell Member sectors, government, education, not-for-profit) that you will NOT be within the United States and Canada with our complete fully serving through the proposed contract. Explain in detail. product and service offering through Sourcewell. For example, does your company have only a regional presence, or do other cooperative purchasing contracts limit Caterpillar's cooperative purchasing and rental contracts are your ability to promote another contract? non-exclusive; i.e. none of them restrict Caterpillar from promoting any other cooperative purchasing contracts. Cat dealers are independently owned businesses. Consequently, before dealers can participate in national accounts contracts, including those resulting from proposals to Sourcewell RFPs such as 062320; they must "opt-in" by signing a Dealer Participation Agreement with Caterpillar Inc. Please refer to Table 16: Exceptions to Terms, Conditions, or Specifications Form, contract section 2, for further explanation regarding CAT dealer participation. 31 Define any specific contract requirements or restrictions that There are no restrictions or limitations for sales to members would apply to our participating entities in Hawaii and in Hawaii, Alaska, or U.S. Territories. However, because Alaska and in US Territories. products available in Hawaii, Alaska, or U.S. Territories are * different from those within the U.S. and Canada, we may need to adjust our product list and provide revised pricing as Sourcewell expands to serve these markets. Table 7: Marketing Plan Line Item !Question 1Response* Bid Number: RFP 062320 Vendor Namege ate ll �44 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 32 Describe your marketing strategy for promoting this contract Our current marketing strategy with Sourcewell contract opportunity. Upload representative samples of your #032119-CAT proves to be effective, with year over year marketing materials (if applicable) in the document upload sales growth through this contract; including over 75% in section of your response. 2019 vs. the previous year. Should we be fortunate enough to be awarded a contract for equipment rental in response to RFP #062320, we will proudly announce the award publicly through our multiple customer facing touchpoints which may include: • Press Release • Governmental Solutions Magazine (Caterpillar produced magazine distributed to governmental customers in the US and Canada • Government Training & Safety Days (governmental customer training events at Caterpillar facilities) • Announcement in our monthly governmental customer eNewsletter • Announcement on our social media channels (FB, Instagram, Linkedln) • Feature on our governmental focused website: www.cat.com/governmental • Display mentions at all governmental tradeshows we attend • Updated literature with the new contract information. Some examples are included as attached documents. However, we will use the opportunity of this newly awarded contract to update and redesign our materials to include our equipment rental offering. 33 Describe your use of technology and digital data (e.g., Caterpillar and the CAT dealer network are leaders in using social media, metadata usage) to enhance marketing emerging technologies to reach our customers. We manage effectiveness. several Facebook pages, Instagram, Linkedln, etc. and can target governmental segments separately. We also look at past purchase history and financing information to recognize in advance when customers may be considering replacing machines that they own. " We have a subscription to a third-party database (Deltek) which we use to monitor future funding. It is our intention to reach out (via CAT dealers) to these potential customers and recommend the Sourcewell solution as they prepare for future purchases and equipment rentals. Bid Number: RFP 062320 Vendor Name: Btefp ipy DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 34 In your view, what is Sourcewell's role in promoting contracts We count on Sourcewell to promote themselves, awarded arising out of this RFP" How will you integrate a Sourcewell- contracts and the viability of cooperative purchasing and awarded contract into your sales process" rental in general. We appreciate Sourcewell's presence in industry media, tradeshows, and their web presence. We also appreciate Sourcewell's 'Get to Know You' training forums, which many Caterpillar dealer sales teams have attended throughout the United States. While Sourcewell should continue their currently strong marketing efforts, we believe it is also our responsibility to promote the contract with our customer base. Some examples of our marketing efforts are mentioned in our response to line item 32. We wit also encourage these conversations between our sales force and the buyers and influencers who are considering our equipment for purchase. As Sourcewell is already well on the way to be the preferred selling method to non-federal governmental entities by Cat dealers, we will also encourage them to utilize the rental contract as well. There is a team of dedicated corporate governmental specialists whose job is to assist dealers with sales and rentals. These team members are experts in cooperative purchasing and work daily with customers and dealers to answer questions and to facilitate its use. Caterpillar also has a Governmental Affairs team who will continue to work closely with Sourcewell's Governmental Affairs staff, when necessary, to lobby for procurement codes that allow the use of Cooperative Contracts. 35 Are your products or services available through an e- Our parts division lends itself best to e-procurement and procurement ordering process? If so, describe your e- many CAT dealers offer that capability to customers via a procurement system and how governmental and educational dealer portal, customers have used it. Our machines are complex and often custom-configured. A consultative salesperson is integral to ensuring that machines are configured and built to perform well in their expected duties. For this reason, we do not offer a company-wide e- procurement option. Our dealers are innovators however, and if they offer e-procurement now or in the future we are pleased to allow Sourcewell members to use that option. Table 8: Value-Added Attributes Line Question Response" Item 36 Describe any product, equipment, maintenance, or operator All dealers offer basic operation, safety, and maintenance training programs that you offer to Sourcewell participating training with every sale. Should a customer desire more entities. Include details, such as whether training is standard advanced training, such as productivity improvement or or optional, who provides training, and any costs that apply. advanced repairs, each of our dealers can supply that training. Often there is a cost associated with that specific additional training and it would be negotiated between the dealer and the customer. Caterpillar also offers training programs directly to customers in three areas — operation, safety, and service. Members may access courses online, via CDs, or through instructor- led classes leading to operator certifications. The fees for these services vary depending on the depth of training desired. These high-level instructor-led courses can be conducted at one of our dedicated training facilities in the US, or on a customer's local site using their own equipment. Advanced repair courses may occasionally be made available to non-dealer mechanics. Current course options are available through dealer product support departments. These courses have a fee which varies according to class length and materials. 37 Describe any technological advances that your proposed Technology is a key product differentiator for Caterpillar. To Bid Number: RFP 062320 Vendor Na ne:, t ill 1ln DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 products or services offer. describe each of them in detail would expand the length of this response beyond a reasonable level. For brevity, key technologies are referenced below. More detail is available on our product pages on vwvw.cat.com. Remote monitoring and telematics are available on every machine. This allows customers and dealers to monitor machine health and operation with the intent of early issue detection. Through our proprietary fleet monitoring software, we are leaders in using technology to prevent unexpected downtime. Motor Graders • Auto shift Transmission – maintains consistent torque through shifts with reduced forces and variations • Eco Mode - Save up to 10 percent on fuel consumption • Blade Slope Meter - Reduces the dependence on manual grade checking. • Cross Slope Indicate - provides a real time readout of cross slope on the machine display • Auto Cross Slope - Save up to 40 percent in material with the Cat GRADE Cross Slope feature • Cat Grade - Ensures machine readiness for additional 2D/3D grade control technologies • Stable Blade - Senses blade bounce before the operator to reduce manual throttle use and site rework • Rearview Camera - enhances visibility along with a heated lens to prevent snow buildup Dozers • Auto shift Transmission with Lockup Torque Converter – Saves up to 20% of fuel with no operator input • Electric Drive Transmission (option) – Saves up to 35% of fuel with no operator input • Slope Indicate - provides a real time readout of cross slope on the machine display • Slope Assist - automatically maintains blade slope without a GPS signal • Cat Grade with 3D - enables operators to improve grading efficiency, accuracy, and productivity in both production dozing and finish grading applications • AutoCarry – automatically controls blade lift for more consistent blade loads and less track slip • Stable Blade – monitors blade pitch and automatically controls the blade for smoother finishes • Rearview Camera - enhances visibility with HD quality and back-up lines Excavators • Eco Mode - automatically adjusts engine and hydraulic power for the highest fuel efficiency—less power for tasks • such as swinging and more power for digging • Cat Grade with 2D - helps operators reach grade faster eliminating grade checkers • Cat Grade with 3D – increases productivity and expands grading capabilities • Dig Assist – Automatically controls boom and bucket movements to deliver more accurate cuts with less effort • Payload measuring - delivers precise load targets with on-the-go weighing • eFencing - automatically stops excavator motion using boundaries you set in the monitor for the entire working envelope above, below, sides and front • Birds eye 360 view Camera - rearview and right-side- view cameras always keep operators aware of their surroundings VVheel Loader • Electric Drive Transmission (option) - Maintains productivity while operating 25 percent more efficiently • Eco Mode - reduces fuel consumption with minimal Bid Number: RFP 062320 Vendor Name. CBte,Cpoarjl�nc� DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 impact to productivity • Payload measuring - brings payload weighing to the cab so operators can work more productively and deliver accurate loads with confidence • Ride Control - works as a shock absorber, improving ride quality over rough terrain • Object Detect — increases operator awareness around the machine and provide alerts to help keep people and assets safe on the job site • Rearview Camera - enhances visibility with HD quality Backhoe • 4WD Auto Shift 6 speed Transmission with Lockup Torque Converter - allows effortless gear and direction changes while maintaining continuous traction throughout the work cycle for better torque and added fuel efficiency • Ride Control - provides a much smoother ride in all applications • Variable Speed Steering — reduces number of steering wheel rotations when rotated faster. Skid Steer Loader/ Compact Track Loader • Remote Task — allows operator to precisely control the machine from a safe location • Cat "Intelligent Leveling" system (ILEV) provides industry leading technology, integration and features such as dual direction, self-leveling, work tool return-to-dig and work tool positioner • Speed Sensitive Ride Control - improves operation on rough terrain, enabling better load retention, increased productivity, and greater operator comfort. 38 Describe any "green" initiatives that relate to your company At Caterpillar, sustainability is an important commitment to or to your products or services, and include a list of the building a better world. Sustainability is part of who we are certifying agency for each. and what we do every day — it is one of Caterpillar's core values. We recognize progress involves a balance of environmental stewardship, social responsibility, and economic growth. We consider this as we work toward a vision of a world in which people's basic needs — such as shelter, clean water, education, and reliable energy — are fulfilled. We provide work environments, products, services, and solutions that make productive and efficient use of resources as we strive to achieve our vision. We believe this commitment supports the enduring success of our customers, stockholders, dealers, and our people. Caterpillar is a proud 20-year member of the Dow Jones Sustainability Indices, including both the World and North America indices. The annual DJSI process follows a best-in- class approach, evaluating numerous corporate economic, environmental, and social performance factors. For more on sustainability at Caterpillar, please visit our 2019 Sustainability Report at: http://reports.caterpillar.com/sr/ The 2020 report will be available in 2021. Examples of sustainability in action at Caterpillar follow below: INNOVATION: Caterpillar aims to help customers use less fuel and generate fewer greenhouse gas (GHG) emissions. We continue to develop products with fewer direct emissions. In addition, we're increasing our investment in high-efficiency energy conversion and electrification — working to increase power density, expand the use of alternative fuels, maximize efficiency of power systems, and introduce electrification into our product lines while significantly decreasing owning and operating costs. In doing so, we help our customers improve their own operations, while also driving our industry to Bid Number: RFP 062320 Vendor Name eCC� �piollaLlI.4 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 improve. REMANUFACTURING: Caterpillar strives to provide customers with quality equipment that delivers the best economic proposition for their business. We remanufacture (reman) and rebuild products and components that provide customers not only with immediate cost savings, but also help extend life cycles and use materials more efficiently. Rebuild programs increase the lifespan of equipment by providing customers with a restored product for less cost than buying new. A complete Cat® Certified Rebuild includes more than 350 tests and inspections, automatic replacement of approximately 7,000 parts and a like-new machine warranty. Caterpillar takes a systems view of the life of our products. We design and manufacture them for multiple lives, our dealers support and service them to maximize their value to the customer, and we remanufacture them at the end of their useful life to deliver the next generation of value. Our engineering and manufacturing expertise, field population and dealer organization make this possible. This total life cycle approach allows us to provide sustainable solutions that help customers build a better world. FLEET EFFICIENCY: Reducing waste and conserving natural resources on job sites are increasingly important goals of many of Caterpillar's customers as they seek to realize the full value of their assets on the job site. Our Job Site Solutions team works in partnership with Cat® dealers to help customers find innovative ways to improve their operations and be more competitive in the marketplace — solutions that often deliver additional sustainability benefits. For instance, optimizing fleet efficiency not only reduces costs, but can also improve the maintenance and component replacement cycles of individual machines. Better maintenance execution can extend the life of a machine, which in turn reduces raw material consumption. RESPONSIBLE MANUFACTURING: At our facilities, we work to minimize our environmental impact by focusing on energy conservation, GHG emission reduction, water conservation and waste reduction. We have set energy-efficiency targets in our operations since 1998 and have set GHG emission-reduction targets since 2003. We currently have operational targets for an increased reliance on alternative and renewable energy and a reduction in energy intensity and GHG emissions intensity. As a manufacturer of heavy equipment, some of Caterpillar's operations are energy-intensive. But even in our most energy- dense environments, Caterpillar employees have found ways to implement innovative energy solutions that reduce our energy costs as well as our environmental impacts. With respect to water, we recognize the far-reaching economic, social, and environmental implications that water scarcity may have in the future and have taken steps to reduce our consumption. Finally, we are minimizing waste in our processes not only to reduce costs, but also to reduce our use of materials, energy, water, and land. We ultimately aim to reduce all waste generated by our production processes. SUSTAINABLE CONSTRUCTION: Our goal is to design all new facilities to meet Leadership in Energy and Environmental Design (LEED) or comparable green building criteria. Facilities designed to the LEED criteria are more energy- Bid Number: RFP 062320 Vendor Name: aterDOacJ DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 and resource-efficient than traditional construction. LEED facilities are also designed to create a healthier indoor environment for employees. All our facilities that completed construction in 2017 met LEED or comparable green building criteria. By taking a critical look at every phase of our operations, teams have been able to uncover unexpected methods to reduce our footprint while maintaining or improving performance and customer satisfaction. We are proud to share the following metrics: METRIC CHANGE FROM 2006 to 2019: • Absolute Change in GHG Emissions 41% Reduction • Operational Energy intensity 32% Reduction • Waste Generation Intensity 21% Reduction • Absolute Water Consumption 37% Reduction METRIC CURRENT LEVEL: • Alternative/Renewable Energy Use 35.5% • Waste Recycled 87.1% Plants certified with ISO 14001:2004 Environmental Management System include: • Anchor Coupling - Goldsboro, NC - ISO 14001:2004 - Sept 2018 • Anchor Coupling - Menominee - ISO 14001:2015 - Jan. 2021 • Gen Sets - Newberry - ISO 14001:2004 - Nov. 2017 • Mapleton - 14001:2004 self-certification - issued January 2013 • Reman Services - Corinth, MS - ISO 14001:2015 - Sept. 2021 • Reman Services - Franklin - ISO 14001:2004 - May 2017 39 Identify any third-party issued eco-labels, ratings or Plants certified with ISO 14001:2004 Environmental certifications that your company has received for the Management System include: equipment or products included in your Proposal related to • Anchor Coupling - Goldsboro, NC - ISO 14001:2004 - energy efficiency or conservation, life-cycle design (cradle-to- Sept 2018 cradle), or other green/sustainability factors. • Anchor Coupling - Menominee - ISO 14001:2015 - Jan. 2021 • Gen Sets - Newberry - ISO 14001:2004 - Nov. 2017 • Mapleton - 14001:2004 self-certification - issued January 2013 • Reman Services - Corinth, MS - ISO 14001:2015 - Sept. 2021 • Reman Services - Franklin - ISO 14001:2004 - May 2017 Bid Number: RFP 062320 Vendor N Cailla[�1�1,4 Pag- OT /4 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 40 Describe any Women or Minority Business Entity (WMBE), Two of our dealers in North America are owned by women: Small Business Entity (SBE), or veteran owned business Foley Equipment, with territory primarily in Kansas and certifications that your company or hub partners have Missouri; and Cashman Equipment based in Nevada. In obtained. Upload documentation of certification (as addition to these two owners, there are 31 other women in applicable) in the document upload section of your response. our North American dealer network who hold the titles of President, Vice President or Director. One of the more recognized initiatives within Caterpillar's Global Supply Network Division is the Caterpillar Inc. Proprietary Information Supplier Diversity program, which spurs economic growth by increasing business opportunities to minority-owned, women-owned, veteran- and service- disabled veteran-owned, small disadvantaged businesses and those certified in HUBZones, all while ensuring expectations are met with regards to quality, velocity, capacity, and cost. Currently more than 37% of our direct and indirect purchasing is conducted with suppliers in these categories. Caterpillar is a proud member of the National Minority Supplier Development Council (NMSDC). We also use the System for Award Management (SAM), SBA, and NMSDC databases to locate SDB, VOSB, SDVOSB and HUBZone suppliers. Supplier Diversity is discussed with Global Supply Network Division leadership during the Monthly Operating Results Review meetings. This in turn forces accountability for diverse supplier inclusion by measuring drivers, such as the number of sourcing projects, which include Diverse Suppliers and the values of the projects in which they participate. The goal is to create greater transparency to determine which teams are creating inclusive environments, and which are not. Bid Number: RFP 062320 Vendor Name. Capoa �10 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 41 What unique attributes does your company, your products, or RELIABLE RENTAL EQUIPMENT. your services offer to Sourcewell participating entities? What CAT dealers keep their rental fleets fresh. Industry data makes your proposed solutions unique in your industry as it demonstrates that the average age of rental equipment in applies to Sourcewell participating entities? CAT dealers' fleets, is consistently less than the rental industry as a whole. Please refer to in the attached "Additional Documents" zip folder for the "Rental Fleet Asset Age Comparison-Cat vs. Industry" chart for the data. BEST OVERALL VALUE / LOWEST LIFE CYCLE COST: Caterpillar products deliver the best value for the money. While we rarely have the lowest initial purchase price, we are happy to demonstrate to customers that our machines offer the lowest overall owning and operating costs when factors such as fuel efficiency, repair frequency, productivity, and resale value are factored in. We believe that government agencies are tasked to be the best stewards of taxpayer funds and our products can prove that they are the best solution. Sourcewell members are in the best position to allow these discussions to take place in contrast to a local bid situation where the focus is often only on initial price. CAT SAFETY SERVICES / SAFETY FEATURES: In addition to the tangible, measurable aspects of the life cycle cost equation, we also bring our focus on safety to every product that we manufacture. Quantifying a human life or debilitating injury is impossible, but each machine has industry-leading features that strive to minimize the possibility for accidents. In addition to built-in safety features, we also offer a suite of aftermarket safety products and services that are unique in the industry. Caterpillar Safety Services offers culture, jobsite & leadership assessments; safety and leadership training workshops; and a comprehensive continuous improvement process through consultative services. Services are facilitated by Safety Services consultants and training products can be purchased for self-implementation. Details on products and services are available at www.cat.com/safety. These products and services are available at a 15% discount from the list price. Technology Enabled Safety Solutions are tangible products designed to assist the implementation of a safety culture. We are pleased to offer these unique products at a 5% discount off list price. Examples of products and services available include (this list may be augmented as new products/services become available): a) Cat Detect suite of products (allows machines to sense people and objects near them) b) Driver Safety System (detects and reacts to signs of fatigue and distraction) c) Cat SmartBand (monitors activity and sleep data) PRODUCT ATTRIBUTES: Each product we sell offers unique operating, safety, and cost-savings advantages that are exclusive to Caterpillar. It is outside the scope of this response to itemize these differentiators. However, we provide many details on our web page at www.cat.com. Table 9: Warranty Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims Bid Number: RFP 062320 Vendor Name: ,a��oT /ln DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 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. Item Question Response* 42 Do your warranties cover all products, parts, and labor? Yes. Caterpillar has the most extensive warranty coverage in the industry. We cover all products, parts, and labor with fewer exclusions than our competitors. Please see Attachment D for details. 43 Do your warranties impose usage restrictions or other We do not impose usage restrictions. We are pleased to limitations that adversely affect coverage? say that our warranties cover defects in material and workmanship for the time specified in the policy when the equipment is used as per design intent. 44 Do your warranties cover the expense of technicians' travel The Caterpillar warranties cover the cost of replacement time and mileage to perform warranty repairs? parts and the labor to install them, they do not cover travel time and mileage. Dealer territories vary considerably from state to state as do their policies about travel time and mileage during the warranty period. 45 Are there any geographic regions of the United States (and We have no restrictions on warranty repairs. One of our key Canada, if applicable) for which you cannot provide a differentiating strengths is our ability to service equipment certified technician to perform warranty repairs? How will regardless of where is it located. Sourcewell participating entities in these regions be provided service for warranty repair? 46 Will you cover warranty service for items made by other Warranty service for machines ordered from a Caterpillar manufacturers that are part of your proposal, or are these facility are generally provided by Caterpillar and performed warranties issues typically passed on to the original by Cat dealers. Some items, such as tires, are covered equipment manufacturer? under their manufacturers' warranties. 47 What are your proposed exchange and return programs and We warrant that upon delivery our products will be free from policies? defects in material and workmanship and will operate as intended. If they are not, we will make any necessary corrections. 48 Describe any service contract options for the items included We have a large variety of service contract options which in your proposal. can all be customized according to customer needs. Below are just two examples. More solutions are available, and we encourage members and dealers to explore all options. 1) Equipment Protection Plans (Extended Service Coverage/Cat Insurance): After the initial warranty period ends, members may choose to purchase additional protection plans to reduce their exposure to unplanned costs. These policies are written based on months and hours of operation. There are four standard levels of coverage: a) Powertrain b) Powertrain + Hydraulics c) Powertrain + Hydraulics + Technology d) Premier A description of all these options is included in the attached Equipment Protection Plans document. Important note: The purchase price for these Extended Service Coverage plans is lower for governmental agencies than it is for private buyers. 2) Customer Value Agreements (CVAs): A member may choose to enter into an agreement with their Cat dealer to perform routine maintenance and/or repairs. These contracts are customizable based on member needs. The selling Cat dealer can take responsibility for some or all the required service and maintenance needs to allow the agency to gain efficiency by focusing on the performance demands more than maintenance. CVAs are a useful tool to manage expenses. Most CVAs are bundled at the time of purchase; however, they may be added at any time. Bid Number: RFP 062320 Vendor Name: i Cat milar�l�nc� DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 Table 10: Payment Terms and Financing Options �trerr Question Response* 49 What are your payment terms (e.g., net 10, net 30)? CAT dealers are independently owned businesses. As such, their payment terms vary, but all will be stated on individual * rental agreements and invoices. 50 Do you provide leasing or financing options, especially those Yes. Participating CAT dealers offer both leasing and options that schools and governmental entities may need to financing options to governmental members of Sourcewell, at * use in order to make certain acquisitions? rates lower than available to the general public. 51 Briefly describe your proposed order process. Include Our simple order process has been and will continue to be enough detail to support your ability to report quarterly sales well appreciated by Sourcewell and Sourcewell members: to Sourcewell as described in the Contract template. For 1) When a Sourcewell participating entity decides to rent example, indicate whether your dealer network is included in from a participating Cat dealer, they simply indude their your response and whether each dealer (or some other Sourcewell member number and Sourcewell contract number entity) will process the Sourcewell participating entities' on the Rental Delivery Order they issue to the participating purchase orders. Cat dealer. 2) Upon acceptance of the rental order the participating CAT dealer issues the rental agreement to the Sourcewell participating entity, and at the entity's direction, either makes ready for pick-up or delivers the equipment. 3) Commensurate with the entity's credit standing, the participating CAT dealer will invoice the entity at the conclusion of the contracted rental term or upon return of the equipment; whichever occurs first. 4) If the rental is for an extended period of time, e.g. more than one month, the participating Cat dealer in consultation with the Sourcewell participating entity; may invoice the * Sourcewell participating entity at a periodic interval, e.g. at the conclusion of each week or month. 5) Upon payment receipt from the Sourcewell participating entity, the participating CAT dealer will, on a monthly basis, submit a report to Caterpillar of equipment rental transactions to participating Sourcewell members renting equipment using the Sourcewell-CAT rental contract. Such reports will include the member number provided to the dealer by the participating Sourcewell entity. 6) On a monthly basis, Caterpillar will aggregate these reports . On a quarterly basis, Caterpillar will submit a consolidated report along with payment of the Sourcewell administration fee. Important Note: Should a member wish to include additional terms and conditions to this contract, or to otherwise request a Participating Addendum, that agreement/PA should be executed between the member and the Cat dealer directly. 52 Do you accept the P-card procurement and payment Because Cat dealers will be receiving payments directly process? If so, is there any additional cost to Sourcewell from members, accepting P-card procurement will be at their participating entities for using this process? discretion. Many dealers do accept this method without additional fees. Some have limitations on the amount that can be processed. 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 desribed in the RFP,the template Contract, and the Sourcewell Price and Product Change Request Form. Itrerret Question 'Response* Bid Number: RFP 062320 Vendor Name: C 1tewpi011aL.1 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 53 Describe your pricing model (e.g., line-item discounts or Our pricing model is simple. Participating CAT dealers will product-category discounts). Provide detailed pricing data offer participating Sourcewell members, national not-to- (including standard or list pricing and the Sourcewell exceed rental rates. discounted price) on all of the items that you want Sourcewell to consider as part of your RFP response. If Please refer to Attachment "2020 CAT RENTAL RATES- applicable, provide a SKU for each item in your proposal. SOURCEWELL" which includes rates for the U.S. (pages 1- Upload your pricing materials (if applicable) in the document 4) and Canada (pages 5-7) for nationwide daily, weekly, and upload section of your response. monthly rental rates for a wide variety of CAT branded equipment, as well as a selection of popular equipment from other OEMs represented by CAT dealers. These Sourcewell not-to-exceed nationwide rental rates represent the maximum rate that a Participating Dealer may charge Sourcewell participating entities. Local rental rate market conditions vary greatly. Consequently, dealers may be able to offer additional discounts in their local markets. 54 Quantify the pricing discount represented by the pricing Because rental rates vary considerably across the U.S> and proposal in this response. For example, if the pricing in your Canada, the discounts applied in the attached "Cat 2020 response represents a percentage discount from MSRP or Rental Rates-Sourcewell" rate schedule are net rates that list, state the percentage or percentage range. include an average of 10% off already applied. Caterpillar strongly encourages Sourcewell members to ALWAYS contact their local participating CAT dealer and request rental rate quotes specific to the Sourcewell . members equipment needs and the dealer's local market. Additionally, we are pleased to offer a discount of 15% off all products and consulting services under the Cat Safety Services Umbrella; and 5% off our Technology Enabled Safety Solutions. Please refer to the attached documents and visit www.safety.cat.com and www.safelyhome.cat.com for details on these services. 55 Describe any quantity or volume discounts or rebate Participating CAT dealers are empowered to consider rental programs that you offer. order volume, repeat rentals, member responsiveness, etc. . They may offer participating Sourcewell members additional discounts and/or services at their discretion. 56 Propose a method of facilitating "sourced" products or Sourced goods / Open Market Items are available to related services, which may be referred to as "open market" members from our Cat dealers. The prices for these goods items or "nonstandard options". For example, you may or services will represent fair market value and will be supply such items "at cost" or "at cost plus a percentage," determined between the member and the selling dealer. We or you may supply a quote for each such request. encourage Cat dealers and members to use this option as it facilitates complimentary products and streamlines the procurement process. . Participating Sourcewell members and participating CAT dealers are responsible for including the Sourcewell membership number on all documentation related to these purchases. Caterpillar Inc. is not a party to these sales or rentals and is exempted from including them in the quarterly reports. For audits, inclusion of a customer's Sourcewell member number on the PO and/or invoice shall be deemed sufficient. 57 Identify any element of the total cost of acquisition that is Machines are unique in their requirements for preparation NOT included in the pricing submitted with your response. prior to use. Some may require local final assembly due to This includes all additional charges associated with a their large size, others may have locally installed options (fire purchase that are not directly identified as freight or suppression, beacons, auto lube systems for example). When shipping charges. For example, list costs for items like pre- a dealer issues a quote for a machine, any additional costs delivery inspection, installation, set up, mandatory training, or will be itemized separately and are not subject to the initial inspection. Identify any parties that impose such costs Sourcewell discount. and their relationship to the Proposer. 58 If freight, delivery, or shipping is an additional cost to the There is no delivery fee to Sourcewell members who choose Sourcewell participating entity, describe in detail the to pick-up equipment from their local participating CAT complete freight, shipping, and delivery program. dealer. If delivery is requested, participating dealers may charge for haulage and permits that may be required. 59 Specifically describe freight, shipping, and delivery terms or Just as for members in the 48 contiguous states, there is programs available for Alaska, Hawaii, Canada, or any no additional cost to members who choose to pick up their offshore delivery. machine from their local participating Cat dealer. Dealers may charge fees for delivery to the member's location. Bid Number: RFP 062320 Vendor Namege,ate,xpOacJ DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 60 Describe any unique distribution and/or delivery methods or Equipment offered for rent can vary considerably in size and options offered in your proposal. weight. If there are unique member requirements participating CAT dealers will be happy to discuss these on a case by case basis. Table 12: Pricing Offered Line The Pricing Offered in this Proposal is:* Comments Item 61 d. other than what the Proposer typically offers(please describe). This proposal offers participating Sourcewell members the ability to receive consistent and guaranteed "not-to-exceed" rental rates valid nationwide in the U.S. and Canada, for the term of this contact. Whereas previously, members would be subject to variable local dealer pricing based upon equipment availability and market conditions at the time of the rental transaction. Table 13: Audit and Administrative Fee Line Question Response Item 62 Specifically describe any self-audit process or program that We plan to continue our very robust process to ensure you plan to employ to verify compliance with your proposed reporting speed, accuracy, and contract compliance. Contract with Sourcewell. This process includes ensuring that Sourcewell participating entities obtain the proper pricing, Caterpillar and our Cat dealers have very close and trusting that the Vendor reports all sales under the Contract each relationships. Our dealers are long-established, and the quarter, and that the Vendor remits the proper administrative current process (under contract #032119-CAT) is working fee to Sourcewell. well. • After month end, we will gather rental transaction data attributed to participating Sourcewell members who rent equipment via the Sourcewell-CAT equipment rental contract number: (TBD) and aggregate it for our reporting. • After quarter end, Caterpillar Inc. will send the quarterly rental transaction report and administration fee payment to Sourcewell for all items that are subject to the administrative fee. 63 Identify a proposed administrative fee that you will pay to Similar to Sourcewell contract #032119-CAT; Caterpillar Sourcewell for facilitating, managing, and promoting the would be pleased to offer an administration fee of 0.50% of Sourcewell Contract in the event that you are awarded a rental revenue only earned by participating CAT dealers from Contract. This fee is typically calculated as a percentage of the rental of equipment to participating Sourcewell members Vendor's sales under the Contract or as a per-unit fee; it is through the Sourcewell-CAT equipment rental contract not a line-item addition to the Member's cost of goods. number: (TBD). Other charges, including transportation, (See the RFP and template Contract for additional details.) environmental fees, re-fueling, repairs and damages, cleaning charges and taxes will not be included in the administrative fee. Caterpillar will pay this fee and will not ask Sourcewell members to pay this fee. Participating CAT dealers will be required to provide Caterpillar a summary of transactions in order to provide Caterpillar and Sourcewell the necessary details to perform upon the administrative fee payment. Bid Number: RFP 062320 Vendor Name: C2te ne: 2te oT /ln Docusign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 Table 14A: Depth and Breadth of Offered Equipment Products and Services �trem Question Response* 64 Provide a detailed description of the equipment, products, Caterpillar is offering the rental equipment product lines as and services that you are offering in your proposal. listed in the attached "CAT 2020 Rental Rates-Sourcewell" rate schedule. This includes over 130 items of Cat branded equipment as well as popular equipment from other OEM brands represented by participating CAT dealers. Participating CAT dealers also offer hundreds of work-tool attachments including augers, blades, brooms, buckets, forks, * hydraulic hammers, and many more. In addition to rental machines and work tools, we are happy to offer members access to used machines, parts, service, extended service coverage plans, CVAs, products from Cat Safety Services, sourced goods, and open market items. 65 Within this RFP category there may be subcategories of The construction and related equipment offerings indude, but solutions. List subcategory titles that best describe your are not limited to: compressors, articulated trucks, articulated products and services. booms, backhoe loaders, cranes, crawler & wheel loaders, track dozers & loaders, rollers, dump trucks, tracked & wheeled excavators, forklifts, generators, HVAC equipment, * compaction equipment including rollers, light utility vehides, lighting equipment, motor graders, scissor lifts, skid steer and track loaders, sweepers and brooms, telehandlers, telescopic booms, trenching equipment, water trucks, and welders. Table 14B: Depth and Breadth of Offered Equipment Products and Services Indicate below if the listed types of equipment, products, and services are offered within your proposal. Provide additional comments in the text box provided to further clarify your offering, as necessary. Itemne Category or Type Offered* Comments 66 Construction Equipment (describe heavy, r. Yes Visit local participating CAT rental medium or light in Comment field) r No dealer for selection and current * availability. 67 Construction Tools a YES Visit local participating CAT rental ✓ No dealer for selection and current * availability. 68 Electrical Tools r: Yes Visit local participating CAT rental ✓ No dealer for selection and current * availability. 69 Heating, Ventilation and Air r Yes Visit local participating CAT rental Conditioning (HVAC) Equipment r No dealer for selection and current * availability. 70 Material Handling Equipment r: Yes Visit local participating CAT rental ✓ No dealer for selection and current * availability. 71 Pumps r: Yes Visit local participating CAT rental ✓ No dealer for selection and current * availability. 72 Concrete and Masonry Equipment and r. Yes Visit local participating CAT rental Tools r No dealer for selection and current * availability. 73 Public Works and Utility Equipment r: Yes Visit local participating CAT rental ✓ No dealer for selection and current * availability. 74 Trucks and Trailers r Yes Visit local participating CAT rental ✓ No dealer for selection and current * availability. Bid Number: RFP 062320 Vendor Name: teU oT do DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 75 Waste and Debris Handling Equipment r: Yes Visit local participating CAT rental * r No dealer for selection and current availability. 76 Generators f: Yes Visit local participating CAT rental f No dealer for selection and current availability. 77 Tree, Lawn, and Landscape Equipment r. Yes Equipment in these categories include, ✓ No skid steer loaders, compact track loaders, compact articulated wheel loaders, mini-hydraulic excavators, etc. Visit local participating CAT rental dealer for selection and current availability. 78 Snow and Ice Removal Equipment r: Yes This includes work-tools such as snow ✓ No plows and snowblowers. Visit local participating CAT rental dealer for selection and current availability. 79 Facility Maintenance and Cleaning r• Yes This includes work-tools including rotary Equipment r No brooms, utility brooms, pickup brooms. Visit local participating CAT rental dealer for selection and current availability. 80 Safety Equipment r: Yes Visit local participating CAT rental ✓ No dealer for selection and current availability. 81 Temporary Shelters and Seating r Yes n/a r. No 82 Audio Visual Equipment and Public r Yes n/a , Address Systems r No 83 Portable Sign Boards, Portable Traffic r Yes n/a „ Signals, Road Barricades and Signs r No 84 Environmental conditions or Emissions r Yes n/a Monitoring Equipment, Calibration and r No , Testing Equipment, and Imaging Equipment 85 Delivery, Installation or Setup, Removal, A" Yes Visit local participating CAT rental Repair, Maintenance, Equipment r No dealer for selection and current , Training Programs, Safety Training availability. Programs 86 Used Rental Equipment Sales r: Yes Visit local participating CAT rental r No dealer for selection and current availability. Table 15: Industry Specific Questions Line Item Question Response* 87 If you are awarded a contract, provide a few examples of Caterpillar, Inc. collects rental transaction data from CAT internal metrics that will be tracked to measure whether you dealers, industry trade associations, as well as 3rd party are having success with the contract. data analytics providers. We will dosely monitor the total volume / value of rental business transacted with Sourcewell members under this contract within each participating CAT dealer's service territory. Bid Number: RFP 062320 Vendor NJneeCCterpoar, DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 88 Identify any additional costs not induded in the rental 1. Freight / delivery fees- There is no delivery fee to equipment cost, such as delivery fees, loading and unloading Sourcewell members who choose to pick-up equipment from fees, equipment fuel surcharges, environmental fees or their local participating CAT dealer. If delivery is requested, permits. participating CAT dealers may charge for haulage and permits that may be required. 2. Environmental fees: The local participating CAT dealer may charge an environmental fee not to exceed 1.5% of the rental rate. 3. Fuel Surcharges: As part of the pre-rental inspection process, equipment will generally be fully fueled unless prohibited by local ordinance. If equipment is returned with less fuel than when it was delivered, then the participating CAT dealer may charge the Sourcewell member for top-up fuel. Fuel charges are posted at the dealer shop and will be * communicated when equipment is rented. 4. Cleaning and damages: The participating CAT dealer may charge for cleaning equipment that is not returned clean and for damages caused by the Sourcewell member. 5. Over hours or excess usage charges: If Participating Entity makes a greater use of the Rental Equipment, Participating Entity shall pay Participating Dealer additional rental charges for the excess use of the Rental Equipment as follows: for every hour of overtime the charge is equal to the applicable rate of the Rental Equipment Rental Price divided by the applicable maximum hours. Customer shall advise Participating Dealer when equipment is used more than a single shift. 89 Describe your rent-to-buy option program for new rental CAT dealers are independently owned and the rent-to-buy equipment, if applicable. options each offers will vary due to a number of factors including local market conditions. Sourcewell members interested in rent-to-buy options are encouraged to contact their local participating CAT dealer for locally available solutions. 90 Describe your used rental equipment sales program, if CAT Certified Used equipment is selected, inspected and applicable. serviced to a higher standard while still providing an economical purchase alternative. CAT dealers and CAT Finance have a massive inventory of used equipment for sale, from construction equipment and power systems to work tool attachments and allied products and more. Whether a Sourcewell member is looking for good used equipment, work-tools or an upgrade for an existing piece of equipment in their fleet; chances are, their local participating CAT dealer will have the equipment they need. CAT dealers currently have over 28,000 pieces of used equipment, generators, engines, and parts available for sale. Sourcewell members may purchase used equipment from the inventory of any CAT dealer in the U.S. and Canada at locally competitive prices. Please visit the CAT used equipment website for further details: https://catused.cat.com 91 Describe any training programs related to this proposal, Caterpillar and participating CAT dealers offer a such as OSHA training, safety training, or other related comprehensive range of equipment operation and safety certifications. training. OPERATOR TRAINING: Caterpillar Equipment Training Solutions (ETS) provides customers with training and support needed to improve the skill of their operators. The success of your construction or maintenance projects depends on the ability of your operators. Good equipment operators move the maximum amount of material in the minimum amount of time. They operate machines safely, and they know how to cut down on Bid Number: RFP 062320 Vendor Name eCCte,rpiiIla�l�nc� DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 unnecessary wear and tear. Learn how to elevate your operators to higher levels of profiaency and get the full potential out of your investment with Caterpillar's suite of operator training solutions. Please visit our operator training website for further details: https://www.cat.com/en_US/support/operations/operator- training1.html SAFETY SERVICES CONSULTATION & TRAINING: Safety is a core Caterpillar value and integral to everything we do — from equipment design to operator training to service delivery. Work together with Caterpillar to improve safety and productivity using proven methodologies to drive sustainable safety culture excellence. Safety Technology: Reduce risk in, on and around heavy equipment in challenging site conditions. Caterpillar provides solutions to keep workers away from hazardous conditions while improving awareness and visibility, especially when equipment and people are working in close proximity. • The safety of equipment operators and site support staff begins with safe and well-maintained equipment. Caterpillar provides equipment walk-around tools, technology and processes to ensure that equipment is regularly serviced, inspected and repaired, reducing the risk of injuries, incidents and property or equipment damage. • Grade and compaction control systems reduce the need for surveyors in the path of heavy equipment while building haul roads. These features also provide the ability to map equipment avoidance zones for unsafe slopes, high- walls, underground crushers and other hazards. • Object detection and visibility systems enhance operator awareness of the immediate environment around manned or remotely controlled equipment, whether it is a mobile machine or fixed equipment such as an underground longwall system. • Operator fatigue and distraction results from a combination of long working hours, repetitive duties, demanding production schedules, solitary work environments and challenging jobsite environments. It reduces worker productivity, but more importantly increases the risk of accidents, injuries and their associated financial fallout Caterpillar provides in-cab technology to detect operator fatigue and distraction and deliver real-time alerts to the driver and dispatcher. Our fatigue risk management services include shift-worker training to manage fatigue, supervisor training for fatigue identification and intervention, shift scheduling and roster analysis, and support for fatigue analytics/human error analysis. Behavioral Operator Education: Improve site productivity and operator safety. Safe operation of a mobile machine starts with understanding the capabilities and limitations of the machine and the skills and competencies of the operator. • Operator training delivered by Caterpillar Certified Operator Trainers is customized for the unique skills and competencies of your operators as well as the specific machines in your fleet. Building on the basics of walk around inspections and standard operations, our program targets specific improvements identified at your site through equipment data analysis and site observations, enabling operators to maximize the safe operation of the machine. • Accident and abuse analysis provides critical insight into how the machine is being operated. With an understanding of your site, the design and operating characteristics of the machine and data analysis we can identify operator techniques that adversely affect safe operation. Working together with the site management we Bid Number: RFP 062320 Vendor Name:e,Qte,Cpil Llln DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 develop a monitoring, communication and training program that modifies operator behavior. Safety Culture Development: Build a sustainable culture of safety excellence. A culture of safety excellence is built by continuously improving processes, management systems and the underlying culture. • Whether you're at the beginning of your safety journey or preparing to move to the next level, a cultural assessment will help you determine where to focus your continuous improvement efforts. The Safety Perception Survey from Caterpillar Safety Services reveals employee attitudes and beliefs to help you make fact-based, data-driven decisions. • The successful development of a safety culture starts with the leadership of an organization and extends through all levels and functional areas to the front-line operators and site support staff. Caterpillar safety training programs and workshops, apply proven business principles to improve communication, elevate safety awareness, reduce complacency, and adopt action plans that eliminate risk. Our safety culture products help you elevate safety as a core business value. o S.T.A.R.T.TM Safety performance is dependent upon leadership actions that demonstrate a relentless commitment to a culture of zero. Supervisor Training in Accountability and Recognition Techniques (S.T.A.R.T.TM) elevates safety performance by demystifying safety management, providing managers and supervisors with the skills to impact safety perceptions and behaviors throughout your organization. o Speak Up!/Listen Up! Effective communication is a cornerstone in building a strong, sustainable culture of safety excellence, but talking about safety doesn't always come naturally on the job site. Speak Up!/Listen Up! gives employees simple tools and a practical process for delivering and receiving safety-related feedback effectively. o Recognize It! Focus on the positive and eliminate blame to further a culture of safety excellence. Recognize It! training provides the tools to help supervisors more effectively acknowledge what workers do right. The key take- away? As soon as a supervisor observes someone working safely, he or she needs to call it out in a timely, sincere and specific way. • Our rapid improvement workshops engage front-line employees in developing systems that integrate safety activities into everyday processes. Use data from equipment, site conditions and operators to identify and mitigate risks. Establish the baseline, use root-cause analysis and leverage accountability and recognition to develop a sustainable solution. PUT OUR CAPABIUTIES TO WORK IN YOUR BUSINESS Caterpillar Safety capabilities can be provided as individual services, but are most valuable when delivered as part of a comprehensive plan to optimize site performance. For more information about optimizing your financial resources, contact an expert at info@collaboratewithcat.com or visit CollaborateWthCat.com. Please refer to attached "CAT Safety Services Agreement National Accounts template.pdf" for description of services offering and applicable discounts that will be extended to Sourcewell participating entities. Bid Number: RFP 062320 Vendor Name eCCtew011a�l .0 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 92 Describe maintenance responsibility (e.g., vendor or end Participating Dealer must, at its expense, perform all normal user) related to long-term rentals, periodic maintenance on the Rental Equipment. Normal periodic maintenance is included in the Rental Price, when Rental Equipment is operated by Customer within fifty miles of Participating Dealer's service facility. Participating Dealer will determine the periodic maintenance charges for Rental Equipment operated in excess of fifty miles from a Participating Dealer service facility. Customer must, at its expense, maintain the Rental Equipment in proper condition by performing adjustments and lubrication, set forth in the Operation and Maintenance Manual COMM"), including, without limitation: (a) on a daily basis checking and maintaining all hydraulic, transmission, cooling and fluid systems, tire pressure, and all battery fluid and charge levels; (b) on a daily basis checking teeth, cutting edges and tire conditions; (c) repairing and replacing damaged tires as needed; and (d) using the Rental Equipment in the manner prescribed by the applicable manufacturer. Except for the adjustments, lubrication, inspections and repairs described above, Customer shall not permit anyone to service, repair or alter the Rental Equipment without Participating Dealer's prior approval. If the Rental Equipment fails to operate properly or requires repair, Customer must immediately stop using the Rental Equipment and notify Participating Dealer of the mechanical condition or damage. As it pertains to any equipment on the attached "CAT 2020 RENTAL RATES-SOURCEWELL" rate schedule, where the rental rates are designated as "CALL"; scheduled maintenance charges are not included In such case, the Customer and the dealer will price those separately. 93 Describe procedures for repair or replacement of rental Once the Sourcewell member takes delivery of the rental equipment that becomes inoperable during the rental period. equipment, the local participating CAT dealer will be there to provide ongoing support. Members can reach their local partidpating CAT dealer by phone whenever they have questions or need technical support. Around-the-clock repair service is available to handle unexpected mechanical issues quickly and reduce unproductive downtime. Upon notification of equipment malfunction, local participating CAT dealer service personnel will attempt to initiate remote diagnostic troubleshooting procedures via CAT Product Link telematics technology (applicable to CAT brand equipment only) to determine the nature of the failure and if it can be resolved via a remote over-the-air software update to the equipment's onboard electronic control modules. If the problem cannot be resolved via remote diagnostics, then the local participating CAT dealer will promptly dispatch a field service technician to the customer's jobsite to attempt repair, typically within 2-4 hours. If the equipment cannot be repaired on site, the participating CAT dealer will promptly deliver a replacement unit typically, same day or next day dependent upon when the determination is made that the rented equipment cannot be repaired on site. 94 Explain the procedures and timelines for providing equipment CAT dealers have over $13 billion in rental fleet assets in to a vendor or dealer location that does not have a piece the U.S. and Canada. Furthermore, CAT dealers maintain of equipment in inventory. strong cooperative working relations with their neighboring CAT dealers. In the unlikely event that the member's local participating CAT dealer does not have the requested equipment type / size currently available in their yard; the dealer has the capability to leverage their neighboring " dealers' fleet. However, due to variability in availability and market conditions, this may result in a locally negotiated rental rate that may be different than the Sourcewell rental rate. In such case, the rate would be negotiated between the member and the local participating CAT dealer before awarding a rental order. Bid Number: RFP 062320 Vendor Name: 6bb. or /ln DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 95 Describe the extent to which your proposal includes a For Sourcewell members who would like assistance from customer owned equipment repair program. If applicable, their local participating CAT dealer with maintenance and describe the types of repair procedures, including repair of the members'owned equipment fleet,they can transportation,on-site repair, labor and parts costs, or schedule the work themselves as needed,or the warranty offering. participating local CAT dealer have available, a variety of CVAs (Customer Value Agreements). These are completely customizable, but they offer starting points for several levels with corresponding price points which vary by product. Members should contact their local participating CAT dealer for alternative options such as: • Customer performed preventative maintenance-the local participating Cat dealer will provide the necessary parts per the maintenance schedule;the member will do the work. • The local participating Dealer performs preventative maintenance -the dealer will handle basic preventative maintenance for any machine or group of machines to help keep scheduled downtime to a minimum. • Component maintenance and repair agreement - the participating local CAT dealer will take care of maintaining and servicing systems such as engines,transmissions, etc. to extend service resources and equipment life. • Total maintenance and repair agreement-the participating local Cat dealer covers service and maintenance for any one piece of equipment or the entire fleet. This agreement can include guaranteed availability and uptime. 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 OT 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." • Financial Strength and Stability-Financial Strength and Stability.zip-Tuesday June 23,2020 14:38:10 • Marketing Plan/Samples - Marketing Plan- Samples.zip - Tuesday June 23, 2020 14:40:13 • WMBE/MBE/SBE or Related Certificates (optional) • Warranty Information-Attachment D-Warranty Statements.pdf-Tuesday June 09,2020 09:46:05 • Pricing-CAT 2020 RE TAL RATES-SOURCEWELL.pdf-Tuesday June 23, 2020 12:47:26 • Additional Document-Additional Documents.zip-Tuesday June 23, 2020 15:34:38 Bid Number: RFP 062320 Vendor Name: .tt�O /I DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99EBC914D09 Proposer's Affidavit 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: a. Included on the"Specially Designated Nationals and Blocked Persons" list maintained by the Office of Foreign Bid Number: RFP 062320 Vendor Namee::i oT L4,4 DocuSign Envelope ID:8787F7A8-4D7B-4730-9888-F99E BC914D09 Assets Control of the United States Department of the Treasury found at: https://www.treasury.gov/ofac/downloads/sdnlist.pdf; b. Included on the government-wide exclusions lists in the United States System for Award Management found at: https://www.sam.gov/portal/3; or c. 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.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. F 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. - Christopher Gustafson, Global Accounts&Allied Product Manager, Caterpillar Inc. 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. 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_8_Eq u ipment_Rental_RFP_062320 p 1 Mon June 15 2020 09:00 AM Addendum_7_Equipment_Rental_RFP_062320 F 1 Tue June 9 2020 03:02 PM Addend um_6_Equipment Rental_RFP_062320 p 1 Mon June 8 2020 03:27 PM Addendum_5_Equipment_Rental_RFP_062320 p 1 Wed June 3 2020 04:28 PM Addend um_4_Equipment Rental_RFP_062320 p 1 Wed June 3 2020 07:49 AM Addendum_3_Eq u ipment_Rental_RFP_062320 F 1 Mon June 1 2020 09:20 AM Addend um_2_Equipment Rental_RFP_062320 F 1 Tue May 12 2020 04:30 PM Addendum_1_Equipment_Rental_RFP_062320 F 1 Tue May 5 2020 02:24 PM Bid Number: RFP 062320 Vendor Namege ate OT% DocuSign Envelope ID:0535E114-D8AB-468D-AA36-OBB43F3CD2D4 AMENDMENT#1 TO CONTRACT#062320-CAT THIS AMENDMENT is effective upon the date of the last signature below and is by and between SOURCEWELL and CATERPILLAR INC. (Vendor). WHEREAS, Sourcewell and Caterpillar entered into a Contract (#062329-CAT) having an effective date of September 17, 2020, ("Contract"); WHEREAS, pursuant to Section 10. A. Assignment therein, Caterpillar may subcontract certain obligations to its dealers, including in some cases dealers in Canada; WHEREAS, the parties desire to amend Section 20. Insurance of the Contract to account for the different insurance products available in Canada when a subcontract is issued to a dealer located in that country; and NOW THEREFORE, in consideration of the mutual promises made herein and intending to be legally bound hereby, Sourcewell and Caterpillar agree as follows: Section 20. Insurance A. Requirements of the Contract is amended to add the following after the last paragraph of subsection A: Canadian Dealers: In the event Vendor subcontracts its obligations hereunder to a Dealer in Canada pursuant to Section 10. A. ("Canadian Dealer"), at its own expense the Canadian Dealer must maintain insurance policy(ies) in effect at all times during the performance of this Contract with coverage and limits of insurance not less than the following: 1. Workers' Compensation. Canadian Dealer shall at all times comply with the applicable requirements of the Workers' Compensation Act of Alberta as amended or substituted from time to time (or equivalent statutory requirement within the jurisdiction where the Services shall be performed) and shall, upon demand by Sourcewell, deliver to Sourcewell a certificate from the Workers' Compensation Board (or other equivalent entity) showing that the Canadian Dealer is registered and in good standing with the Workers' Compensation Board (or other equivalent entity). 2. Commercial General Liability Insurance. Canadian Dealer will maintain insurance covering its operations, with coverage on an occurrence basis. At a minimum, coverage must include liability arising from third party bodily injury, property damage, contractual liability and non-owned automobile liability. All required limits, terms and conditions of coverage must be maintained during the performance of this Contract. Sourcewell Contract#062320-CAT I Amendment 1 Page 1 of 2 Caterpillar: Confidential Green Page 369 of 744 DocuSign Envelope ID:0535E114-D8AB-468D-AA36-OBB43F3CD2D4 Minimum Limits: CDN 3,000,000 Each Occurrence (inclusive of bodily injury and/or property damage) CDN 5,000,000 Aggregate for Products & Completed Operations CDN 5,000,000 General Aggregate 3. Automobile Liability Insurance. During the performance of this Contract, Canadian Dealer will maintain insurance covering any and all motor vehicles owned, operated or licensed by Canadian Dealer and used in the performance of this Contract. Minimum Limits: CDN 3,000,000 per occurrence Failure of Canadian Dealer to maintain the required insurance during its performance under the Contract bar the Canadian Dealer from performance under this Contract. Except as amended by this Amendment, the Contract remains in full force and effect. Sourcewell Caterpillar Inc. ,—DocuSugned by: I (—DocuSigned by: 1'ybrukit By: 36 Slu.wa.YIAj By: S i ‘•--COFD2A139D06489... `—11D2659E7DFB4C6_. Jeremy Schwartz, Director of Operations/CPO Brenda Schmidt National Accounts Manager, N.A. 7/13/2022 1 12:31 PM CDT 5/26/2022 Date: Date: Approved: (� ,—DocuSigned by: Bv`' ‘.-7E42BBF8 64 Chad Coauette, Executive Director/CEO 7/13/2022 1 12:58 PM CDT Date: Sourcewell Contract#062320-CAT 1 Amendment 1 Page 2 of 2 Caterpillar:Confidential Green Page 370 of 744 Co soMENTANDFO W�a y Sourcewell fpn�.ly 41 A RFP #062320 REQUEST FOR PROPOSALS for Equipment Rental with Related Services Proposal Due Date: June 23, 2020, 4:30 p.m., Central Time Sourcewell, a State of Minnesota local government agency and service cooperative, is requesting proposals for Equipment Rental with Related Services to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K-12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada. A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [https://proportal.sourcewell-mn.gov]. Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than June 23, 2020, at 4:30 p.m. Central Time, and late proposals will not be considered. Solicitation Schedule Public Notice of RFP Published: April 30, 2020 Pre-proposal Conference: June 2, 2020, 10:00 a.m., Central Time Question Submission Deadline: June 16, 2020, 4:30 p.m., Central Time Proposal Due Date: June 23, 2020, 4:30 p.m., Central Time Late responses will not be considered. Opening: June 23, 2020, 6:30 p.m., Central Time ** **SEE RFP SUB-SECTION V.G."OPENING" Rev. 2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 1 Page 371 of 744 I. ABOUT SOURCEWELL PARTICIPATING ENTITIES A. SOURCEWELL Sourcewell is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that facilitates a competitive public solicitation and contract award process for the benefit of its 50,000+ participating entities across the United States and Canada. Sourcewell's solicitation process complies with State of Minnesota law and policies, conforms to Canadian trade agreements, and results in cooperative contracting solutions from which Sourcewell's Participating Entities procure equipment, products, and services. Cooperative contracting provides participating entities and vendors increased administrative efficiencies and the power of combined purchasing volume that result in overall cost savings. At times, Sourcewell also partners with other purchasing cooperatives to combine the purchasing volume of their membership into a single solicitation and contract expanding the reach of contracted vendors' potential pool of end users. Sourcewell uses a website-based platform, the Sourcewell Procurement Portal, through which all proposals to this RFP must be submitted. B. USE OF RESULTING CONTRACTS In the United States, Sourcewell's contracts are available for use by: • Federal and state government entities; • Cities, towns, and counties/parishes; • Education service cooperatives; • K-12 and higher education entities; • Tribal government entities; • Some nonprofit entities; and • Other public entities. In Canada, Sourcewell's contracts are available for use by: • Provincial and territorial government departments, ministries, agencies, boards, councils, committees, commissions, and similar agencies; • Regional, local, district, and other forms of municipal government, municipal organizations, school boards, and publicly-funded academic, health, and social service entities referred to as MASH sector (this should be construed to include but not be limited to the Cities of Calgary, Edmonton, Toronto, Calgary, Ottawa, and Winnipeg), as well as any corporation or entity owned or controlled by one or more of the preceding entities; Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 2 Page 372 of 744 • Crown corporations, government enterprises, and other entities that are owned or controlled by these entities through ownership interest; • Members of the Rural Municipalities of Alberta (RMA) and their represented Associations, Saskatchewan Association of Rural Municipalities (SARM), Saskatchewan Urban Municipalities Association (SUMA), Association of Manitoba Municipalities (AMM), Local Authority Services (LAS), Municipalities Newfoundland and Labrador (MNL), Nova Scotia Federation of Municipalities (NSFM), and Federation of Prince Edward Island Municipalities (FPEIM). For a listing of current United States and Canadian Participating Entities visit Sourcewell's website (note: there is a tab for each country's listing): https://www.sourcewell- mn.gov/sourcewell-for-vendors/member-locator. Access to contracted equipment, products, or services by Participating Entities is typically through a purchase order issued directly to the applicable vendor. A Participating Entity may request additional terms or conditions related to a purchase. Use of Sourcewell contracts is voluntary and Participating Entities retain the right to obtain similar equipment, products, or services from other sources. To meet Participating Entities' needs, public notice of this RFP has been broadly published, including notification in the United States to each state-level procurement department for possible re-posting. Proof of publication will be available at the conclusion of the solicitation process. II. EQUIPMENT, PRODUCTS,AND SERVICES A. SOLUTIONS-BASED SOLICITATION This RFP and contract award process is a solutions-based solicitation; meaning that Sourcewell is seeking equipment, products, or services that meet the general requirements of the scope of this RFP and that are commonly desired or are required by law or industry standards. B. REQUESTED EQUIPMENT, PRODUCTS, OR SERVICES It is expected that Proposers will offer a wide array of equipment, products, or services at lower prices and with better value than what they would ordinarily offer to a single government entity, a school district, or a regional cooperative. 1. Sourcewell is seeking proposals for Equipment Rental with Related Services, including, but not to be limited to: Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 3 Page 373 of 744 a. Heavy, medium or light construction equipment, electrical tools, power equipment and general construction tools, heating, ventilation and air conditioning (HVAC) equipment, material handling equipment, pumps, concrete and masonry equipment and tools, public works and utility equipment, trucks and trailers, waste and debris handling equipment, generators; b. Tree, lawn, and landscape equipment, snow and ice removal equipment, facility maintenance and cleaning equipment, safety equipment, temporary shelters and seating, audio visual equipment, public address systems, portable sign boards, portable traffic signals, road barricades and signs; c. Environmental conditions or emissions monitoring equipment, calibration and testing equipment, and imaging equipment; d. Related services, including delivery, installation or setup, removal, repair, maintenance, equipment training programs, safety training programs; and, e. Used rental equipment sales. 2. The primary focus of this solicitation is on equipment rentals. This solicitation should NOT be construed to include: a. Automotive rental or leasing. Proposers may include related equipment, supplies, accessories, and services to the extent that these solutions are complementary to the equipment, products, or service(s) being proposed. Generally, the solutions for Participating Entities are turn-key solutions, providing a combination of equipment, products and services, delivery, and installation to a properly operating status. However, equipment or products only solutions may be appropriate for situations where Participating Entities possess the ability, either in-house or through local third- party contractors, to properly install and bring to operation the equipment or products being proposed. Sourcewell prefers vendors that provide a sole source of responsibility for the products and services provided under a resulting contract. If Proposer requires the use of dealers, resellers, or subcontractors to provide the products or services, the Proposal should address how the products or services will be provided to Participating Entities and describe the network of dealers, resellers, and/or subcontractors that will be available to serve Participating Entities under a resulting contract. Sourcewell desires the broadest possible selection of equipment, products, and services being proposed over the largest possible geographic area and to the largest possible cross-section of Sourcewell current and future Participating Entities. C. REQUIREMENTS Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 4 Page 374 of 744 It is expected that Proposers have knowledge of all applicable industry standards, laws, and regulations and possess an ability to market and distribute the equipment, products, or services to Participating Entities. 1. Safety Requirements. All items proposed must comply with current applicable safety or regulatory standards or codes. 2. Deviation from Industry Standard. Deviations from industry standards must be identified with an explanation of how the equipment, products, and services will provide equivalent function, coverage, performance, and/or related services. 3. New Equipment and Products. Proposed equipment and products must be for new, current model; however, Proposer may offer certain close-out equipment or products if it is specifically noted in the Pricing proposal. 4. Delivered and operational. Unless clearly noted in the Proposal, equipment and products must be delivered to the Participating Entity as operational. 5. Warranty.All equipment, products, supplies, and services must be covered by a warranty that is the industry standard or better. D. ANTICIPATED CONTRACT TERM Sourcewell anticipates that the term of any resulting contract(s) will be four (4)years. Up to two one-year extensions may be offered based on the best interests of Sourcewell and its Participating Entities. E. ESTIMATED CONTRACT VALUE AND USAGE Based on past volume of similar contracts, the estimated annual value of all transactions from contracts resulting from this RFP are anticipated to be USD$80 Million; therefore, proposers are expected to propose volume pricing. Sourcewell anticipates considerable activity under the contract(s) awarded from this RFP; however, sales and sales volume from any resulting contract are not guaranteed. F. MARKETING PLAN Proposer's sales force will be the primary source of communication with Participating Entities. The Proposer's Marketing Plan should demonstrate Proposer's ability to deploy a sales force or dealer network to Participating Entities, as well as Proposer's sales and service capabilities. It is expected that Proposer will promote and market any contract award. G. ADDITIONAL CONSIDERATIONS 1. Contracts will be awarded to Proposers able to best meet the need of Participating Entities. Proposers should submit their complete line of equipment, products, or services that are applicable to the scope of this RFP. Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 5 Page 375 of 744 2. Proposers should include all relevant information in its proposal, since Sourcewell cannot consider information that is not included in the Proposal. Sourcewell reserves the right to verify Proposer's information and may request clarification from a Proposer, including samples of the proposed equipment or products. 3. Depending upon the responses received in a given category, Sourcewell may need to organize responses into subcategories in order to provide the broadest coverage of the requested equipment, products, or services to Participating Entities. Awards may be based on a subcategory. 4. A Proposer's documented negative past performance with Sourcewell or its Participating Entities occurring under a previously awarded Sourcewell contract may be considered in the evaluation of a proposal. III. PRICING A. REQUIREMENTS All proposed pricing must be: 1. Either Line-Item Pricing or Percentage Discount from Catalog Pricing, or a combination of these: a. Line-item Pricing is pricing based on each individual product or services. Each line must indicate the Vendor's published "List Price," as well as the "Contract Price." b. Percentage Discount from Catalog or Category is based on a percentage discount from a catalog or list price, defined as a published Manufacturer's Suggested Retail Price (MSRP) for the products or services. Individualized percentage discounts can be applied to any number of defined product groupings. Proposers will be responsible for providing and maintaining current published MSRP with Sourcewell, and this pricing must be included in its proposal and provided throughout the term of any Contract resulting from this RFP. 2. The Proposer's ceiling price (Ceiling price means that the proposed pricing will be considered as the highest price for which equipment, products, or services may be billed to a Participating Entity). However, it is permissible for vendors to sell at a price that is lower than the contracted price; 3. Stated in U.S. and Canadian dollars (as applicable); and 4. Clearly understood, complete, and fully describe the total cost of acquisition (e.g., the cost of the proposed equipment, products, and services delivered and operational for its intended purpose in the Participating Entity's location). Proposers should clearly identify any costs that are NOT included in the proposed product or service pricing. This may include items such as installation, set up, mandatory training, or initial inspection. Include identification of any parties that impose such costs and their relationship to the Proposer. Additionally, Proposers should clearly describe any unique distribution and/or delivery methods or options offered in the Proposal. Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 6 Page 376 of 744 B. ADMINISTRATIVE FEES Proposers are expected to pay to Sourcewell an administrative fee in exchange for Sourcewell facilitating the resulting contracts. The administrative fee is normally calculated as a percentage of the total sales to Participating Entities for all contracted equipment, products,or services made during a calendar quarter, and is typically one percent (1%) to two percent (2%). In some categories, a flat fee may be an acceptable alternative. IV. CONTRACT Proposers awarded a contract will be required to execute a contract with Sourcewell (see attached template). Only those modifications the Proposer indicates in its proposal will be available for discussion. Much of the language in the Contract reflects Minnesota legal requirements and cannot be altered. Numerous and/or onerous exceptions that contradict Minnesota law may result in the Proposal being disqualified from further review and evaluation. To request a modification to the Contract terms, conditions, or specifications, a Proposer must complete and submit the Exceptions to Terms, Conditions, or Specifications table, with all requested modifications, through the Sourcewell Procurement Portal at the time of submitting the Proposer's Proposal. Exceptions must: 1. Clearly identify the affected article and section, and 2. Clearly note what language is requested to be modified. Unclear requests will be automatically denied. Only those exceptions that have been accepted by Sourcewell will be included in the contract document provided to the awarded vendor for signature. If a Proposer receives a contract award resulting from this solicitation it will have up to 30 days to sign and return the contract. After that time, at Sourcewell's sole discretion, the contract award may be revoked. V. RFP PROCESS A. PRE-PROPOSAL CONFERENCE Sourcewell will hold an optional, non-mandatory pre-proposal conference via webcast on the date and time noted on page one of this RFP and on the Sourcewell Procurement Portal.The purpose of this conference is to allow potential Proposers to ask questions regarding this RFP and Sourcewell's competitive contracting process. Information about the webcast will be sent to all entities that have registered for this solicitation opportunity through their Sourcewell Procurement Portal Vendor Account. Pre-proposal conference attendance is optional. Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 7 Page 377 of 744 B. QUESTIONS REGARDING THIS RFP AND ORAL COMMUNICATION Questions regarding this RFP must be submitted through the Sourcewell Procurement Portal. The deadline for submission of questions is found in the Solicitation Schedule and on the Sourcewell Procurement Portal. Answers to questions will be issued through an addendum to this RFP. Repetitive questions will be summarized into a single answer and identifying information will be removed from the submitted questions. All questions, whether specific to a Proposer or generally related to the RFP, must be submitted using this process. Do not contact individual Sourcewell staff to ask questions or request information as this may disqualify the Proposer from responding to this RFP. Sourcewell will not respond to questions submitted after the deadline. C. ADDENDA Sourcewell may modify this RFP at any time prior to the proposal due date by issuing an addendum. Addenda issued by Sourcewell become a part of the RFP and will be delivered to potential Proposers through the Sourcewell Procurement Portal. Sourcewell accepts no liability in connection with the delivery of any addenda. Before a proposal will be accepted through the Sourcewell Procurement Portal, all addenda, if any, must be acknowledged by the Proposer by checking the box for each addendum. It is the responsibility of the Proposer to check for any addenda that may have been issued up to the solicitation due date and time. If an addendum is issued after a Proposer submitted its proposal, the Sourcewell Procurement Portal will WITHDRAW the submission and change the Proposer's proposal status to INCOMPLETE.The Proposer can view this status change in the "MY BIDS" section of the Sourcewell Procurement Portal Vendor Account. The Proposer is solely responsible to check the "MY BIDS" section of the Sourcewell Procurement Portal Vendor Account periodically after submitting its Proposal (and up to the Proposal due date). If the Proposer's Proposal status has changed to INCOMPLETE, the Proposer is solely responsible to: i) make any required adjustments to its proposal; ii) acknowledge the addenda; and iii) ensure the re-submitted proposal is received through the Sourcewell Procurement Portal no later than the Proposal Due Date and time shown in the Solicitation Schedule above. D. PROPOSAL SUBMISSION Proposer's complete proposal must be submitted through the Sourcewell Procurement Portal no later than the date and time specified in the Solicitation Schedule. Any other form of proposal submission, whether electronic, paper, or otherwise, will not be considered by Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 8 Page 378 of 744 Sourcewell. Late proposals will not be considered. It is the Proposer's sole responsibility to ensure that the proposal is received on time. It is recommended that Proposers allow sufficient time to upload the proposal and to resolve any issues that may arise. The time and date that a Proposal is received by Sourcewell is solely determined by the Sourcewell Procurement Portal web clock. In the event of problems with the Sourcewell Procurement Portal, follow the instructions for technical support posted in the portal. It may take up to twenty-four (24) hours to respond to certain issues. Upon successful submission of a proposal, the Portal will automatically generate a confirmation email to the Proposer. If the Proposer does not receive a confirmation email, contact Sourcewell's support provider at supportPbidsandtenders.ca. To ensure receipt of the latest information and updates via email regarding this solicitation, or if the Proposer has obtained this solicitation document from a third party, the onus is on the Proposer to create a Sourcewell Procurement Portal Vendor Account and register for this solicitation opportunity. Within the Procurement Portal, all proposals must be digitally acknowledged by an authorized representative of the Proposer attesting that the information contained in in the proposal is true and accurate. By submitting a proposal, Proposer warrants that the information provided is true, correct, and reliable for purposes of evaluation for potential contract award. The submission of inaccurate, misleading, or false information is grounds for disqualification from a contract award and may subject the Proposer to remedies available by law. E. GENERAL PROPOSAL REQUIREMENTS Proposals must be: • In substantial compliance with the requirements of this RFP or it will be considered nonresponsive and be rejected. • Complete. A proposal will be rejected if it is conditional or incomplete. • Submitted in English. • Valid and irrevocable for 90 days following the Proposal Due Date. Any and all costs incurred in responding to this RFP will be borne by the Proposer. F. PROPOSAL WITHDRAWAL Prior to the proposal deadline, a Proposer may withdraw its proposal. G. OPENING Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 9 Page 379 of 744 The Opening of Proposals will be conducted electronically through the Sourcewell Procurement Portal.A list of all Proposers will be made publicly available in the Sourcewell Procurement Portal after the Proposal Due Date, but no later than the Opening time listed in the Solicitation Schedule. To view the list of Proposers, verify that the Sourcewell Procurement Portal opportunities list search is set to "All" or "Closed."The solicitation status will automatically change to "Closed" after the Proposal Due Date and Time. VI. EVALUATION AND AWARD A. EVALUATION It is the intent of Sourcewell to award one or more contracts to responsive and responsible Proposer(s) offering the best overall quality, selection of equipment, products, and services, and price that meet the commonly requested specifications of Sourcewell and its Participating Entities. The award(s) will be limited to the number of Proposers that Sourcewell determines is necessary to meet the needs of Participating Entities. Factors to be considered in determining the number of contracts to be awarded in any category may include the following: • The number of and geographic location of: o Proposers necessary to offer a comprehensive selection of equipment, products, or services for Participating Entities' use. o A Proposer's sales and service network to assure availability of product supply and coverage to meet Participating Entities' anticipated needs. • Total evaluation scores. • The attributes of Proposers, and their equipment, products, or services, to assist Participating Entities achieve environmental and social requirements, preferences, and goals. Information submitted as part of a proposal should be as specific as possible when responding to the RFP. Do not assume Sourcewell's knowledge about a specific vendor or product. B. AWARD(S) Award(s) will be made to the Proposer(s) whose proposal conforms to all conditions and requirements of the RFP, and consistent with the award criteria defined in this RFP. Sourcewell may request written clarification of a proposal at any time during the evaluation process. Proposal evaluation will be based on the following scoring criteria and the Sourcewell Evaluator Scoring Guide (available in the Sourcewell Procurement Portal): Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 10 Page 380 of 744 Conformance to RFP Requirements 50 Financial Viability and Marketplace Success 75 Ability to Sell and Deliver Service 100 Marketing Plan 50 Value Added Attributes 75 Warranty 50 Depth and Breadth of Offered Equipment, Products, or Services 200 Pricing 400 TOTAL POINTS 1000 C. PROTESTS OF AWARDS Any protest made under this RFP by a Proposer must be in writing, addressed to Sourcewell's Executive Director, and delivered to the Sourcewell office located at 202 12th Street NE, P.O. Box 219, Staples, MN 56479. The protest must be received no later than 10 calendar days' following Sourcewell's notice of contract award(s) or non-award and must be time stamped by Sourcewell no later than 4:30 p.m., Central Time. A protest must include the following items: • The name, address, and telephone number of the protester; • The original signature of the protester or its representative; • Identification of the solicitation by RFP number; • A precise statement of the relevant facts; • Identification of the issues to be resolved; • Identification of the legal or factual basis; • Any additional supporting documentation; and • Protest bond in the amount of$20,000, except where prohibited by law or treaty. Protests that do not address these elements will not be reviewed. D. RIGHTS RESERVED This RFP does not commit Sourcewell to award any contract and a proposal may be rejected if it is nonresponsive, conditional, incomplete, conflicting, or misleading. Proposals that contain false statements or do not support an attribute or condition stated by the Proposer may be rejected. Sourcewell reserves the right to: • Modify or cancel this RFP at any time; • Reject any and all proposals received; • Reject proposals that do not comply with the provisions of this RFP; • Select, for contracts or for discussion, a proposal other than that with the lowest cost; Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 11 Page 381 of 744 • Independently verify any information provided in a Proposal; • Disqualify any Proposer that does not meet the requirements of this RFP, is debarred or suspended by the United States or Canada, State of Minnesota, Participating Entity's state or province; has an officer, or other key personnel, who have been charged with a serious crime; or is bankrupt, insolvent, or where bankruptcy or insolvency are a reasonable prospect; • Waive or modify any informalities, irregularities, or inconsistencies in the proposals received; • Clarify any part of a proposal and discuss any aspect of the proposal with any Proposer; and negotiate with more than one Proposer; • Award a contract if only one responsive proposal is received if it is in the best interest of Participating Entities; and • Award a contract to one or more Proposers if it is in the best interest of Participating Entities. E. DISPOSITION OF PROPOSALS All materials submitted in response to this RFP will become property of Sourcewell and will become public record in accordance with Minnesota Statutes Section 13.591, after negotiations are complete. Sourcewell considers that negotiations are complete upon execution of a resulting contract. It is the Proposer's responsibility to clearly identify any data submitted that it considers to be protected. Proposer must also include a justification for the classification citing the applicable Minnesota law. Sourcewell will not consider the prices submitted by the Proposer to be confidential, proprietary, or trade secret materials. Financial information, including financial statements, provided by a Proposer is not considered trade secret under the statutory definition. The Proposer understands that Sourcewell will reject proposals that are marked confidential or nonpublic, either substantially or in their entirety. Rev.2/2020 Sourcewell RFP#062320 Equipment Rental with Related Services Page 12 Page 382 of 744 ,,. Sourcewell 1��1,111 fi ,p,,t, 5/5/2020 Addendum No. 1 Solicitation Number: RFP 062320 Solicitation Name: Equipment Rental with Related Services Consider the following Question and Answer to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged. Question 1: Is there a way to export or download the questions within the specification tables? Answer 1: After selecting "Start Submission", a proposer may navigate to Step 4—"Preview Bid" and select"Preview My Bid in PDF", if a downloadable PDF of the questionnaire tables is desired. End of Addendum Acknowledgement of this Addendum to RFP 062320 posted to the Sourcewell Procurement Portal on 5/5/2020, is required at the time of proposal submittal. Page 383 of 744 Sourcewell �� iii:;,, 5/12/2020 Addendum No. 2 Solicitation Number: RFP 062320 Solicitation Name: Equipment Rental with Related Services Consider the following Questions and Answers to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged. Question 1: When submitting a response to this RFP, is it acceptable to offer just one line item from the Requested Equipment, Products, and Services? Answer 1: A proposer is not required to offer all possible items or services within the scope of the solicitation to be considered for award. However, proposals are evaluated based on the criteria as stated in the RFP. Question 2: For future reference, will the response from a previous RFP automatically populate the fields of a new RFP as appropriate (i.e.Tables 1 through 11)? Answer 2: Each opportunity posted to the Sourcewell Procurement Portal represents a separate and distinct competitive solicitation. The content of a vendor's proposal will not automatically carry over to future proposals. End of Addendum Acknowledgement of this Addendum to RFP 062320 posted to the Sourcewell Procurement Portal on 5/12/2020, is required at the time of proposal submittal. Page 384 of 744 Sourcewell !!i ,; 1111114 6/1/2020 Addendum No. 3 Solicitation Number: RFP 062320 Solicitation Name: Equipment Rental with Related Services Consider the following Question and Answer to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged. Question 1: Would the rental of used fire apparatus be considered in the scope of the RFP? Answer 1: Each proposer, in its discretion, will propose the equipment, products, and services that it deems to fall within Sourcewell's requested equipment, products, and services as described in the RFP. Only those products within the scope of the RFP will be included in any contract awarded by Sourcewell as a result of the solicitation and each Proposal will be evaluated based on the criteria stated in the RFP. End of Addendum Acknowledgement of this Addendum to RFP 062320 posted to the Sourcewell Procurement Portal on 6/1/2020, is required at the time of proposal submittal. Page 385 of 744 T*.s Sourcewell 6/3/2020 Addendum No. 4 Solicitation Number: RFP 062320 Solicitation Name: Equipment Rental with Related Services Consider the following Question and Answer to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged. Question 1: Is a dealer representing a corporate manufacturer in a geographical area allowed to submit a bid or would this bid be expected to come from a corporate level? Answer 1: A proposer is not required to cover every geographic region to be considered for award. Each proposal is evaluated based on the criteria stated in the RFP. End of Addendum Acknowledgement of this Addendum to RFP 062320 posted to the Sourcewell Procurement Portal on 6/3/2020, is required at the time of proposal submittal. Page 386 of 744 Sourcewell 6/3/2020 Addendum No. 5 Solicitation Number: RFP 062320 Solicitation Name: Equipment Rental with Related Services Consider the following Question and Answer to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged. Question 1: If a company is offering a proposal for this RFP, must the company have the equipment in their owned inventory? Answer 1: Each proposer, in its discretion, will determine how to best demonstrate the depth and breadth of their offered equipment, products, or services, and their ability to serve Sourcewell participating entities. Refer to Questionnaire Tables 14A, 14B, and 15, of Step 1 of the bid submission process within the Sourcewell Procurement Portal. End of Addendum Acknowledgement of this Addendum to RFP 062320 posted to the Sourcewell Procurement Portal on 6/3/2020, is required at the time of proposal submittal. Page 387 of 744 Sourcewell vo!, Ia7?Ynt; . `r 6/8/2020 Addendum No. 6 Solicitation Number: RFP 062320 Solicitation Name: Equipment Rental with Related Services Consider the following Question and Answer to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged. Question 1: RFP Section II. E. "ESTIMATED CONTRACT VALUE AND USAGE" states, "Based on past volume of similar contracts, the estimated annual value of all transactions from contracts resulting from this RFP are anticipated to be USD$80 Million." Can you please provide a listing as to the quantities and types of equipment that make up this estimate? Answer 1: The RFP anticipated volume is an aggregate estimate based on past volumes of similar contracts. It is an aggregate estimate only, and no sales or sales volume are guaranteed. End of Addendum Acknowledgement of this Addendum to RFP 062320 posted to the Sourcewell Procurement Portal on 6/8/2020, is required at the time of proposal submittal. Page 388 of 744 Sourcewell 6/9/2020 Addendum No. 7 Solicitation Number: RFP 062320 Solicitation Name: Equipment Rental with Related Services Consider the following Question and Answer to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged. Question 1: Please provide more clarification in regards to Line Item 69 - Heating,Ventilation and Air Conditioning (HVAC) Equipment. In order to provide a bid for this line item, more specifications as to the requirements of the type of product (application, desiccant, SCFM requirements, etc.) is being requested. Answer 1: Sourcewell utilizes a competitive, solutions-based solicitation approach that is not based on detailed specifications or finite quantities for our cooperative contract awards. A respondent is allowed to propose the entire line of products and services falling within the scope of the RFP. Section II. B. of the RFP addresses the requested equipment, products, or services for this solicitation. End of Addendum Acknowledgement of this Addendum to RFP 062320 posted to the Sourcewell Procurement Portal on 6/9/2020, is required at the time of proposal submittal. Page 389 of 744 gli S 0 urcewe ! 'i 6/15/2020 Addendum No. 8 Solicitation Number: RFP 062320 Solicitation Name: Equipment Rental with Related Services Consider the following Question and Answer to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged. Question 1: Table 2, Question 9 regarding financial stability, and Question 13 "how is your organization best described", should the responses be from the point of view of the parent company or the subsidiary that handles rental of equipment? Answer 1: In the competitive process, Sourcewell will not advise a proposer on the content of the proposal. It is left to the discretion of each proposer to determine the information necessary to best demonstrate their financial stability and organizational information to Sourcewell participating entities. The solicitation is a competitive process and proposals are evaluated on the content submitted. End of Addendum Acknowledgement of this Addendum to RFP 062320 posted to the Sourcewell Procurement Portal on 6/15/2020, is required at the time of proposal submittal. Page 390 of 744 CATERPILLAR® Caterpillar Inc. 100 NE Adams Street Peoria,IL 61629 Rental National Accounts Contract effective date: September 17, 2020 Re: pricing for equipment rental & related services on Sourcewell contract 062320-CAT Sourcewell contract#062320-CAT extends to participating members the following: 1. Equipment Rental: a. Nationwide not-to-exceed rates for a wide variety of Cat®branded equipment, as well as equipment from more than 70 other brands, represented by Cat equipment dealers and The Cat Rental Store locations. b. Subject to local market conditions, Cat dealers and The Cat Rental Stores, may offer rates lower than, but are not permitted to charge rates higher than, the national contract rates. c. Contact your local The Cat Rental Store location for custom rate quote. To find the locations nearest you, please visit: https://www.catrentalstore.com/en US/locations.html 2. Cat Safety Services: a. 15% off standard/ list prices b. For details on product service offerings, please visit: https://www.cat.com/en US/support/safetyservices.html or contact our safety experts at: 1-866-963-3551 If you have further questions, please contact Caterpillar Inc.: John Frame National Rental Accounts Manager- Governmental Office: 309-675-2891 E-mail: GOVRental(i/cat.com or Mary Clutter Sales Support Coordinator Office: 309-578-4406 E-mail: GOVRental a,cat.com Caterpillar: Confidential Green Page 391 of 744 DocuSign Envelope ID:E3B7CE79-5EBB-4440-9E9F-35A3568E06E0 Sourcewell CONTRACT EXTENSION Contract Number: 062320-CAT Sourcewell and Caterpillar Inc. 202 12th Street Northeast 100 NE Adams St P.O. Box 219 Staples, MN 56479 Peoria, Illinois 61629-0001 (Sourcewell) (Vendor) have entered into Contract Number: 062320-CAT for the procurement of: Equipment Rental with Related Services The Contract has an expiration date of 2024-08-27 , but the parties may extend the Contract by mutual consent. Sourcewell and Vendor acknowledge that extending the Contract benefits the Vendor, Sourcewell and Sourcewell's Members. Vendor and Sourcewell agree to extend the Contract listed above for an additional period, with a new Contract expiration date of 2025-08-27 . All other terms and conditions of the Contract remain in full force and effect. Sourcewell i--DocuSigned by: ✓ DocuSigned by: 9t Vt way (1"VaYitA) Pa4410 CA420 4 AutFOI1'698Vgnature Au Kerli eat ignature Jeremy Schwartz Paulo Carrolo Name Name Chief Operating and Procurement Officer East Region Director—RS/CRNA Title Title 6/6/2024 I 9:38 AM CDT 6/7/2024 I 11:37 AM PDT Date Date Rev.7/2022 1