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R25-272 RESOLUTION NO. R25-272 1 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 2 BEACH, FLORIDA, APPROVING A PIGGYBACK AGREEMENT WITH LHOIST 3 AMERICA OF ALABAMA, LLC FOR FURNISHING, DELIVERY, AND 4 DISCHARGE OF QUICKLIME, FOR AN AMOUNT NOT TO EXCEED $733,000.00 5 ANNUALLY FOR FY2025 AND $807,070.00 ANNUALLY FOR FY2026; AND 6 FOR ALL OTHER PURPOSES. 7 8 WHEREAS, the City requires Quicklime to soften drinking water in accordance with the 9 Safe Drinking Water Act; and 10 WHEREAS, the City of Tamarac issued an "Invitation for Bid" (ITB), acting by and through ll Southeast Florida Governmental Purchasing Cooperative Group, to establish a cooperative 12 purchasing agreement for the Furnish, Deliver, and Discharge of Quicklime and entered into an 13 agreement with Lhoist America of Alabama, LLC ("Vendor"); and 14 WHEREAS, on November 7, 2023, the City Commission approved Purchase Orders for 15 Quicklime from the Vendor utilizing the unit pricing in the Master Agreement with an annual 16 expenditure in the amount of $550,000.00; and 17 WHEREAS, on November 19, 2024, the City Commission approved Resolution No. R24- 18 300 to approve an increase in the annual expenditure to $612,737.00; and 19 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 20 best interests of the City's citizens and residents to approve the Piggyback Agreement with the 21 Vendor for the furnishing, delivery, and discharge of quicklime and increase the annual 22 expenditure to $733,000.00 for Fiscal Year 2025 and $807,070.00 for Fiscal Year 2026. 23 24 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 25 BEACH, FLORIDA, THAT: 26 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 27 being true and correct and are hereby made a specific part of this Resolution upon adoption. 28 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 29 approve the Piggyback Agreement between Vendor and the City for the furnishing, delivery, and 30 discharge of quicklime for an amount not to exceed $733,000.00 annually for FY2025 and 31 $807,070.00 annually for FY2026 (the"Agreement"), in form and substance similar to that attached RESOLUTION NO. R25-272 32 as Exhibit A. 33 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 34 authorizes the Mayor to execute the Piggyback Agreement. The Mayor is further authorized to 35 execute any ancillary documents required under the Agreement or necessary to accomplish the 36 purposes of this Resolution. 37 SECTION 4. The City Clerk shall retain the fully executed Piggyback Agreement as a 38 public record of the City. A copy of the fully executed Piggyback Agreement shall be provided to 39 Theresa Gonzalez to forward to the Vendor. 40 SECTION 5. This Resolution shall take effect in accordance with the law. 41 42 43 [SIGNATURES ON THE FOLLOWING PAGE] RESOLUTION NO. R25-272 44 PASSED AND ADOPTED this T11 day of beAD r 2025. 45 CITY OF BOYNTON BEACH, FLORIDA 46 YES NO 47 Mayor— Rebecca Shelton ✓ 48 49 Vice Mayor—Woodrow L. Hay 50 51 Commissioner—Angela Cruz L./ 52 53 Commissioner—Thomas Turkin ,PrioSe,rK 54 55 Commissioner—Aimee Kelley 56 57 VOTE ±0 58 A ' T: '9 0 lk 1,1` OS 61 Mayl:e7 Jesus, M'A, MMC Rebe a Kelton 62 City ere ';�0vNTpN ‘ Mayor 63 i O�..O�PORAT ..6'.%%%•. 9 1� 64 t' Cr 7 c'y +� APPROVED AS TO FORM: 65 (Corporate Seal) i 0; AL .; ) °i : INCORPOATED. i 192p .. ae,(jMr 67 66 ,,,111` •.°......•.•.A % W 68 t\,� FLOR��_r=' Shawna G. Lamb 69 City Attorney Wa PIGGYBACK AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND LHOIST NORTH AMERICA OF ALABAMA, LLC This Piggyback Agreement is made as of this 8 r~day of Sap it b¢✓ , 2025, by and between Lhoist America of Alabama, LLC, a Alabama Limited Liability Company authorized to transact business in Florida,with a principal address of 5600 Clearfork Main Street Suite 300, Fort Worth,TX 76109,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 August 16,2023, City of Tamarac(Lead Agency) issued an"Invitation for Bid"(ITB), acting by and through Southeast Florida Governmental Purchasing Cooperative Group to establish a cooperative purchasing agreement for the Furnish, Deliver, and Discharge of Quicklime; and WHEREAS, City of Tamarac found Lhoist America of Alabama, LLC ("Vendor") to be a responsive, responsible bidder, and awarded it a three (3) year contract commencing November 1, 2023,and terminating October 31,2026,with an option to extend the contract for one(1)additional three(3)year term, ITB No. 23-36B ("Master Agreement"); and WHEREAS, on November 7, 2023, the City Commission approved Purchase Orders for Quicklime from the Vendor utilizing the unit pricing in the Master Agreement with an annual expenditure in the amount of$550,000.00; and WHEREAS, on November 19, 2024, the City Commission approved Resolution No. R24- 300 to approve an increase in the annual expenditure to $612,737.00; 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 soften drinking water in accordance with the Safe Drinking Water Act, the City's Utilities Department is requesting that the City enter into a Piggyback Agreement with the Vendor for the furnishing, delivery, and discharge of quicklime services and increase the annual expenditure to$733,000.00 for Fiscal Year 2025 and$807,070.00 for Fiscal Year 2026; 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 "A." Piggyback Contract-Lhoist North America of Alabama LLC 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 in this Agreement. 2. TERM: The term of this Agreement commences on full execution by the parties and will remain in effect until October 31, 2026. The Agreement may be renewed for one (1) additional three-year term. The Mayor is authorized to execute any renewal amendments. 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 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 Tamarac"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 Seven Hundred Thirty-Three Thousand Dollars and Zero Cents ($733,000.00) for the Fiscal Year 2025 and Eight Hundred Seven Thousand Seventy Dollars and Zero Cents ($807,070.00)for the Fiscal Year 2026. 4. NOTICES: Al! 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—Lhoist North America of Alabama LLC 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 bean acceptance of or to relieve Vendor of liability for the defective,faulty,or incomplete rendition of the Services. 6. SHIPPING;DELIVERY:The Vendor shall deliver the Quicklime to the location specified in the Purchase Order. The Vendor shall deliver the Quicklime not more than 24 hours after receipt of telephoned, faxed or written Purchase Order unless such time is extended, in writing,by the City. Any deviations from the requested delivery shall be communicated to the City at the time of ordering. Time is of the essence with respect to this Contract and delivery. In the event Vendor fails to deliver the Quicklime within the specified time, City may cancel this Agreement and purchase elsewhere without liability for damages for breach of contract, lost profits, or any other damages claim. All transportation equipment shall be thoroughly clean and free from scale and other foreign matter. Defective tank trucks from which Quicklime cannot be withdrawn because of defective valves, pumps, viscosity or other reasons, shall be rejected and shall be returned at Vendor's expense. Any changes required on the existing equipment shall be the responsibility of the Vendor and all costs for these modifications shall be borne by the Vendor. Vendor shall ensure that the Quicklime shipped is in the correct quantity and meets all Specifications, purchase order and order release. Deliveries which do not meet these requirements may be rejected and returned to the Vendor at the Vendor's expense. Vendor's drivers must have personal protective equipment to include chemical goggles, transparent face shield and hard hat, rubber gloves, rubber boots, and rubber or plastic- coated fabric apron or slicker suit and spill pillow.Driver must wear at minimum, chemical goggles and rubber gloves when handling hose and valves. Driver must remain within a safe proximity while the transfer is in progress and continuously monitor for leaking hoses, connections, or other problems. It is the responsibility of the driver to contain leaks and to report any and all spills. Vendor shall be solely responsible for all spills caused by its operations. Containment, cleanup and reporting to all applicable agencies of any spills during delivery shall be the responsibility of the Vendor. Vendor shall be responsible for clean-up of any spills. When Piggyback Contract—Lhoist North America of Alabama LLC 3 applicable, Vendor shall be responsible for proper, as determined by the City, on-site disposal of residue prior to initial delivery. All Quicklime and transportation and delivery provided shall be in compliance with all applicable laws, regulations, codes and standards of the City, Palm Beach County, State of Florida, Florida Departments of Commerce and Transportation, American Water Works Association (AWWA), American National Standards Institute (ANSI), the Occupational Safety and Health Act of 1970 (OSHA), In addition, the National Sanitation Foundation (NSF) certification required by the Environmental Protection Agency, Florida Department of Environmental Protection or Palm Beach County Health Unit shall be met. 7. 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. 8. 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. 9. ATTORNEY'S FEES: In the event that either Party brings suit for enforcement of the Agreement, each Party shall bear its own attorney's fees and court costs. 10. 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 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. Piggyback Contract—Lhoist North America of Alabama LLC 4 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 CityClerkc bbfl.us 11. 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. 12. 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. 13. 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 in Palm Beach County, Florida. This Agreement shall be construed under Florida Law. 14. 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 Piggyback Contract—Lhoist North America of Alabama LLC 5 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 15. TERMINATION FOR CONVENIENCE:This Agreement may be terminated by the City 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. 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. 16. 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. 17. 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 attorneys' fees which may issue thereon. The obligations of this section shall survive indefinitely regardless of termination of the Agreement. 18.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. 19.LIMITATION OF LIABILITY: NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE PERFORMANCE OF THIS AGREEMENT, OR DEFAULT IN THE PERFORMANCE HEREOF, WHETHER BASED UPON CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), WARRANTY OR ANY OTHER LEGAL THEORY. SUPPLIER'S LIABILITY FOR DAMAGES SHALL BE LIMITED TO REPLACEMENT OF NON-CONFORMING PRODUCT OR REIMBURSEMENT OF THE PURCHASE PRICE FOR SUCH NON-CONFORMING PRODUCT. 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 Piggyback Contract—Lhoist North America of Alabama LLC 6 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 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. 26.ANTI-HUMAN TRAFFICKING: On or before the Effective Date of this Agreement, Vendor shall provide City with an affidavit attesting that the Vendor does not use coercion for labor or services, in accordance with Section 787.06(13), Florida Statutes. 27. PUBLIC ENTITY CRIME ACT: Vendor represents that it is familiar with the requirements and prohibitions under the Public Entity Crime Act, Section 287.133,Florida Statutes, and represents that its entry into this Agreement will not violate that Act. Vendor further represents that there has been no determination that it committed a "public entity crime" as defined by Section 287.133, Florida Statutes, and that it has not been formally charged with committing an act defined as a"public entity crime"regardless of the amount of money involved or whether Vendor has been placed on the convicted vendor list. Piggyback Contract—Lhoist North America of Alabama LLC 7 28. PROHIBITED TELECOMMUNICATIONS EQUIPMENT: Vendor represents and certifies that Vendor and all Subcontractors do not use any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system,as such terms are used in 48 CFR §§ 52.204-24 through 52.204-26. Vendor represents and certifies that Vendor and all Subcontractors shall not provide or use such covered telecommunications equipment, system, or services during the Term. Signature Page to follow Piggyback Contract—Lhoist North America of Alabama LLC 8 IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first written above. CITY OF BOYNTON BEACH, FLORIDA LHOIST NORTH AMERICA OF ALABAMA, LLC �� ll� ..t. 4 .A - _AL A. Rebe a Shelton,Mayor 'lgnature) (W. clA C . • Print Name of Authorized Official V. 12. Gin . Title Approved as to Form: Aama Q lie Shawna G. Lamb, City Attorney (Corporate Seal) Atte•I Authenticat;d: / Attested/Authenticated: NW .. j ,_i (Signature),Witn; v ILI ,, 61rUCg, A. Maylee lbe. -sus, City C -rk ,,,,`` Print Name or� DyNToN 1.� sem:• SEAL �° U 4. INCORPORATED i .,.1920 %,".% Fl-COD j Piggyback Contract—Lhoist North America of Alabama LLC 9 EXHIBIT "A" AGREEMENT BETWEEN CITY OF TAMARAC AND LHOIST NORTH AMERICA OF ALABAMA,LLC Piggyback Contract—Lhoist North America of Alabama LLC 10 S,MST F( 4q 41410111 1411 \ 11 Southeast Florida Governmental Purchasing Cooperative Group CONTRACT AWARD Please complete each of the applicable boxes and submit with bid documents, award notices and tabulations to RWhitcomb@greenacresfl.gov for placement on the NIGP SEFL website Cooperative contract page. PAGE 1 OF 2 BID/RFP No. 23-36B Description/Title: Furnish, Deliver and Discharge of Quicklime Initial Contract Term: Start Date: November 1, 2023 End Date: October 31, 2026 Renewal Terms of the Contract: 1 Renewal Options for 3 Years (No.of Renewals) (Period of Time) Renewal No. Start Date: End Date: Renewal No. Start Date: End Date: Renewal No. Start Date: End Date: SECTION#1 VENDOR AWARD Vendor Name: Lhoist North America of Alabama, LLC Vendor Address: 5600 Clearfork Main Street, Suite 300, Fort Worth, TX 76109 Contact: Dale James, Florida Sales Manager or Elizabeth Hart. FL Sales Coordinator Phone: (863)698-8769(Orders) &(877)644-9010 Fax: (863) 644-9030 Cell/Pager: (314) 6144950 Email Address: dale'amen@lroist.`°m/alizebe`n.nen@lnoist.com Website: http://www.lhoist.com FEIN: 63-1002780 VENDOR AWARD Vendor Name: Carmeuse Lime and Stone, Inc. (City of Hollywood Hi Cal Granular Lime Only) Vendor Address: 11 Stanwix St., 21st Floor, Pittsburgh, PA 15222 Contact: Inside Sales Phone: (866) 780-0974 Fax: Cell/Pager: Email Address: salesinquiries@carmeuse.com Website: http://www.carmeuse.com FEIN: 25-1254420 PAGE 2 OF 2 VENDOR AWARD Vendor Name: N/A Vendor Address: Contact: Phone: Fax: Cell/Pager: Email Address: Website: FEIN: VENDOR AWARD Vendor Name: N/A Vendor Address: Contact: Phone: Fax: Cell/Pager: Email Address: Website: FEIN: VENDOR AWARD Vendor Name: N/A Vendor Address: Contact: Phone: Fax: Cell/Pager: Email Address: Website: FEIN: SECTION#2 AWARD/BACKGROUND INFORMATION Award Date: October 11,2023 Resolution/Agenda Item No.: R-2023-122 Insurance Required: Yes X No Performance Bond Required: Yes No X SECTION#3 LEAD AGENCY Agency Name: City of Tamarac Agency Address: 7525 NW 88th Avenue, Room 108 Agency Contact: Rhonda Kaplan, PPA Email Rhonda.kaplan@tamarac.org Telephone: (954) 597-3566 Fax: (954) 597-3565 City of Tamarac Interoffice Memorandum Financial Services Department PURCHASING DIVISION To: Levent Sucuoglu, City Manager From: Keith K. Glatz, Purchasing & Contracts Manager Thru: Christine J. Cajuste, Director of Financial Services Date: September 25, 2023 Re: Temp Reso#14019—Award of Agreement —Bid #23-36B, "Furnish, Deliver and Discharge of Quicklime" Recommendation: The Director of Public Services and Purchasing and Contracts Manager recommend placement of the above referenced item on the consent agenda of the October 11, 2023 Commission meeting, authorizing the award of an Agreement for an initial three (3) year term effective November 1, 2023 through October 31, 2026, with one(1) additional three (3)year renewal option for Quicklime purchased from Lhoist North America of Alabama, LLC, (Lhoist) for the City of Tamarac, and twenty-three (23) additional member agencies of the Southeast Florida Governmental Purchasing Cooperative (Co-op); and Carmeuse Lime and Stone Inc. for high calcium granular quicklime on behalf of one entity in the Co-op. Issue: The existing agreement with Lhoist for the City and the SE Florida Governmental Purchasing Co-op; as well as an existing agreement with Carmeuse Lime and Stone is set to expire on October 31, 2023. New bid#23-36B was recently solicited, and an award needs to be approved so that the City will have a vendor to furnish, deliver and discharge quicklime at the City's Water Treatment Plant. Background: The City utilizes quicklime in the Public Services Water Treatment Plant. The current agreement with Lhoist will expire on October 31, 2023, and due to some requested industry-wide market structural changes,we were unable to exercise any of the original contract renewal options. The current Agreement has been based on various federal and industry indices, providing for quarterly price adjustments. As a result of significant supply chain issues which occurred during the pandemic and since that time, the indices were not able to compensate for radical changes that were occurring in the industry, as well in the transportation industry as a result of volatility particularly in cost of fuel. After much discussion with firms in the industry, it was determined that the use of a fixed annual price could be more easily accommodated by industry based on our discussions with the primary vendors who normally bid on this Agreement. Accordingly, the City issued Bid number 23-36B "Furnish, Deliver and Discharge of Quicklime" on August 16, 2023, which was advertised in the South Florida Sun Sentinel on August 19, 2023, and was posted on the City's e-procurement platform as well as on DemandStar.com. There were three (3) planholders that downloaded the bid, however, only two bids were submitted from Lhoist and Carmeuse Lime and Stone. The bid response submitted by Lhoist provided the lowest pricing for all but one item on the bid. As a result, it is being recommended that the bid from Lhoist be awarded, and an Agreement executed on behalf of the City of Tamarac and on behalf of an additional twenty-three (23) participating governmental agencies Co-op. The bid response from Carmeuse Lime and Stone Inc. provided the lowest pricing for high calcium granular lime used by the City of Hollywood Wastewater treatment plant. The cost savings for the City of Hollywood by awarding one item to Carmeuse Lime and Stone will be approximately $8,310,736.50 for the full three (3) year period, justifying the split award. The bid response from Lhoist provided the lowest pricing for the City of Tamarac and the other twenty-three agencies in the SE Florida Governmental Purchasing Co-op, for an estimated three (3) year total Co-op cost of$91,613,247.97. The initial term of the Agreement will be for three (3) years, beginning on November 1, 2023, with one (1) additional three (3) year renewal options that may be exercised based on satisfactory performance in accordance with an economic adjustment provision provided as a part of the Agreement. The pricing bid by both Lhoist and Carmeuse Lime and Stone reflects an approximate increase of 12.5% for Lhoist and by a similar amount for Carmeuse for granular lime which is used only by the City of Hollywood Wastewater Treatment Plant. We had originally anticipated an increase of 25% from the current Agreement, so we were pleased to see only a 12.5% increase. The Agreements also provide for quarterly adjustments for fuel surcharges for trucking, which will be based on a surcharge chart that the City has utilized for several years, and for rail fuel surcharges that will be provided through documentation to be provided each quarter by the railroad line transporting the lime from kilns in Alabama to South Florida. Please note below, however, that our bid price for the upcoming year is still lower than similar entities around the State which have recently opened bids. The Chart below shows pricing for other local entities for bids which have recently opened: Current Delivered Per Ton Pricing For Surrounding Entities For Recently Opened Bids: City of Lakeland Utilities $460.00 Florida Keys Utilities $494.13 City of Ormand Beach $603.82 City of Tamarac— SE FL Co-op (as of July 1, 2023) $388.65 City of Tamarac— SE FL Co-op (effective Nov. 1, 2023) $446.95 Overall, the PPI for lime shows a 35% increase from November 2020 to August 2023 when we issued our bid. (See graph above). The index value for November 2020, when we awarded the last Agreement, was 277.50 for material without freight. The August 2023 index value was at 430.77 for material without freight. The fairly steep incline is very evident in the PPI graph for lime shown above. The rapid escalation is due to increased costs for coal used to fuel the kilns that cure the lime; as well as quickly escalating demand for quicklime by the steel industry which is adding significant new capacity for the first time in many years. Accordingly, it is recommended that an award be made, and agreements executed with Lhoist for the City of Tamarac, and on behalf of twenty-three (23) additional entities in the Southeast Florida Governmental Purchasing Co-op; and with Carmeuse Lime& Stone, Inc., for high calcium granular quicklime for the City of Hollywood for a period of three (3) years, and that the City Manager be authorized to approve any renewal option. Fiscal Impact: Based on our estimated use of approximately 1500 tons of quicklime annually, the City will be able to account for projected budget costs for the next three (3) years. The annual estimated cost to the City of Tamarac for each of the three (3) years will be as follows for a total three (3) year cost of$2,224,375 : FY 24: $670,525.00 FY 25: $737,475.00 FY 26: $816,375.00 The percentage increase between FY 24 and FY 25 will be approximately 10%, and the percentage increase between FY 25 and FY 26 will also be approximately 10%, which provides for budget predictability for each of the three years. The Agreement provides for an economic adjustment provision for the renewal term, which only allows for the pass-through of costs,and no increase to the profit margin. It should be noted, however, that any unanticipated change in fuel, raw material market prices or water usage patterns may significantly impact our cost and quantity assumptions. cc: John Doherty Troy Gies Earl Henry Anthony Licata Temp Reso #14019 Page 1 Rev. 1 October 3, 2023 a CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2023- z .� A RESOLUTION OF THE CITY COMMISSION OF • a a THE CITY OF TAMARAC, FLORIDA, AUTHORIZING Mo LL ° s THE APPROPRIATE CITY OFFICIALS TO AWARD � r o - BID #23-36, "FURNISH, DELIVER AND DISCHARGE o za ' c) OF QUICKLIME" TO, AND EXECUTE a oQ AGREEMENTS WITH, LHOIST NORTH AMERICA • 8 . o a LL OF ALABAMA, LLC FOR THE CITY OF TAMARAC 0 AND AN ADDITIONAL TWENTY-THREE MEMBERS j W ZOF THE SOUTHEAST FLORIDA GOVERNMENTAL • R w w PURCHASING COOPERATIVE (CO-OP); AND WITH 0 w ? CARMEUSE LIME AND STONE ON BEHALF OF z` o I ONE CO-OP MEMBER, THE CITY OF HOLLYWOOD, FOR A PERIOD OF THREE (3) YEARS WITH ONE ADDITIONAL THREE-YEAR RENEWAL OPTION, PROVIDING FOR THE %,`‘c, .... '% EXTENSION AND RENEWAL OF THE <?-.." 0 `' AGREEMENTS OR APPROVAL OF ASSIGNMENTS ZQ : J AND OTHER AMENDMENTS TO THE AGREEMENTS IN ACCORDANCE WITH THE _ m O7 v7 : 0: PROVISIONS OF THE AWARDED AGREEMENTS, p'• :OU AND EXPENDITURE OF APPROPRIATED FUNDS -*;,42-,: BY THE CITY MANAGER OR APPROPRIATE CITY 13R- 0,•`\ OFFICIALS FOR A TOTAL CONTRACT COST TO 1"11/1,11111.0 THE CITY OF TAMARAC OF APPROXIMATELY $2,224,375 FOR THE THREE (3) YEAR TERM OF THE AGREEMENT OR AS DETERMINED BY THE ACTUAL USAGE OF THE PRODUCT UP TO THE BUDGETED AMOUNT, PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Florida Statutes provide that municipalities shall have the governmental, corporate, and proprietary powers to enable them to conduct municipal government, perform municipal functions, and render municipal service, and exercise any power for municipal purposes, except when expressly Temp Reso #14019 Page 3 Rev. 1 October 3, 2023 three (23) other members of the Co-op, with a copy of the bid submitted on file with the City Clerk; and WHEREAS, Carmeuse Lime and Stone was deemed the lowest responsive and responsible bidder for high calcium granular quicklime for the City of Hollywood, a member of the Co-op, with a copy of the bid submitted on file with the City Clerk; and WHEREAS, the City of Tamarac, acting as lead agency for the Co-op acts on behalf of the Co-op when awarding contracts for quicklime; and WHEREAS, sufficient funds are available from the Public Services Department Operating funds; and WHEREAS, it is the recommendation of the Director of Public Services and the Purchasing and Contracts Manager that Bid 23-36B be awarded to and an agreement executed with Lhoist North America of Alabama, LLC for furnishing, delivering and discharging quicklime, for a period of three years with one additional three (3) year renewal option on behalf of the City of Tamarac for a total contract cost to the City of Tamarac of approximately $2,224,375 for the three (3) year term of the Agreement or as determined by the actual usage of the product up to the budgeted amount, and on behalf of twenty-three (23) other agencies in the Co-op based on pricing provided in the Agreement; and WHEREAS, it is the recommendation of the Director of Public Services and the Purchasing and Contracts Manager that Bid 23-36B be awarded to and an agreement executed with Carmeuse Lime and Stone for furnishing, delivering and discharging high calcium granular quicklime, for a period of three (3) years Temp Reso #14019 Page 5 Rev. 1 October 3, 2023 findings of the City Commission and made a specific part of this Resolution; all exhibits referenced and attached hereto are incorporated herein and made a specific part of this Resolution. SECTION 2: The award of Bid 23-36B, "Furnish, Deliver and Discharge of Quicklime", to Lhoist North America of Alabama, LLC, on behalf of the City of Tamarac for a total contract cost to the City of Tamarac of approximately $2,224,375 for the three (3) year term of the Agreement or as determined by the actual usage of the product up to the budgeted amount, and on behalf of twenty-three (23) other agencies in the Co-op based on pricing provided in the Agreement, is HEREBY AUTHORIZED. SECTION 3: The appropriate City officials are hereby authorized to execute an agreement with Lhoist North America of Alabama, LLC as part of said award, a copy of which is attached hereto as Exhibit "2" for prices as shown in Exhibit "1" on behalf of the City of Tamarac and twenty-three (23) other agencies within the Co-op. SECTION 4: The award of Bid 23-36B, "Furnish, Deliver and Discharge of Quicklime", to Carmeuse Lime and Stone, for the provision of high calcium granular lime for the City of Hollywood, an agency in the Co-op, is HEREBY AUTHORIZED. SECTION 5: The appropriate City officials are hereby authorized to execute an agreement with Carmeuse Lime and Stone as part of said award for high calcium quicklime, a copy of which is attached hereto as Exhibit "3" for Temp Reso #14019 Page 7 Rev. 1 October 3, 2023 PASSED, ADOPTED AND APPROVED this day of 2023. bit MICHELLE J. GOMEZ' MAYOR ATTEST: KIMBERLY DILLON, CMC CITY CLERK RECORD OF COMMISSION VOTE:. MAYOR GOMEZ ,-; DIST 1: VICE MAYOR BOLTON DIST 2: COMM. WRIGHT --i- DIST 3: COMM. VILLALOBOS '. DIST 4: COMM. DANIEL APPROVED AS TO FORM AND LEGAL SUFFICIENCY FOR THE USE AND RELIANCE OF THE CITY OF TAMARAC ONLY. HA-NS OTTINOT CITY ATTORNEY EXHIBIT A: UNIT PRICING PROVIDED IN BID AS OF SEPTEMBER 12, 2023 FOR AWARDED AGENCIES VENDOR AGENCY ANNUAL DELIVERED PRICE DELIVERED PRICE DELIVERED PRICE USAGE PER TON YEAR 1 PER TON YEAR 2 PER TON YEAR 3 TABLE 1 --Type 1 - Pebble Lime Lhoist City of Boynton Beach 1685 $ 446.95 $ 491.65 $ 540.81 Lhoist Broward County Dist. 1 _ 2100 $ 446.95 $ 491.65 $ 540.81 Lhoist Broward County Dist. 2 4000 $ 446.95 $ 491.65 $ 540.81 Lhoist City of Coral Springs(1) 1550 $ 446.95 $ 491.65 $ 540.81 Lhoist Town of Davie 750 $ 446.95 $ 491.65 $ 540.81 Lhoist City of Dania Beach 350 $ 446.95 $ 491.65 $ 540.81 Lhoist City of Deerfield Beach 1352 $ 446.95 $ 491.65 $ 540.81 Lhoist City of Fort Lauderdale(2) 14000 $ 446.95 $ 491.65 $ 540.81 Lhoist City of Hallandale Beach(3) 1000 $ 446.95 $ 491.65 $ 540.81 Lhoist City of Lake Worth Beach 525 $ 446.95 $ 491.65 $ 540.81 Lhoist City of Lauderhill 1825 $ 446.95 $ 491.65 $ 540.81 Lhoist City of North Lauderdale 670 $ 446.95 $ 491.65 $ 540.81 Lhoist City of North Miami 1150 $ 448.38 $ 493.22 $ 542.54 Lhoist Village of Palm Springs 600 $ 451.23 $ 496.36 $ 545.99 Lhoist Village of Palm Springs 600 $ 451.23 $ 496.36 $ 545.99 Lhoist City of Pompano Beach 2200 $ 446.95 $ 491.65 $ 540.00 Lhoist City of Riviera Beach 1200 $ 451.23 $ 496.36 $ 545.99 Lhoist City of Sunrise 2500 $ 446.95 $ 491.65 $ 540.81 Lhoist City of Sunrise 500 $ 446.95 $ 491.65 $ 540.81 Lhoist Village of Wellington 1330 $ 449.79 $ 494.77 $ 544.25 TABLE 2 --TYPE 1A- Foundry/ Rice Lime Lhoist ICity of Delray Beach I 3650 1 $ 446.95' $ 491.651 $ 540.81 Lhoist City of Hollywood 2400 $ 446.95 $ 491.65 $ 540.81 Lhoist City of Margate 2000 $ 446.95 $ 491.65 $ 540.81 Lhoist City of North Miami Beach 3000 $ 448.38 $ 493.22 $ 542.54 Lhoist City of Pembroke Pines 4200 $ 446.95 $ 491.65 $ 540.81 Lhoist City of Tamarac 1500 $ 446.95 $ 491.65 $ 544.25 Lhoist City of West Palm Beach 5200 $ 449.79 $ 494.77 $ 544.25 TABLE 3 --TYPE 2 -- Hi CAL Granular Lhoist City of Hollywood 5550 $ 540.55 $ 594.61 $ 654.07 Uarmeuse Lime & Stone City of Hollywood 5550 $ 475.00 $ 498.75 $ 523.68 ***Carmeuse Lime&Stone declined to bid on any items other than Table 3-Type 2-Hi Cal Granular*** TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division AGREEMENT BETWEEN THE CITY OF TAMARAC AND LHOIST NORTH AMERICA OF ALABAMA, LLC. THIS AGREEMENT is made and entered into this(' ay of c'C_TC R , 20;3by and between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "CITY") and Lhoist North America of Alabama, LLC., an Alabama corporation with principal offices located at 5600 Clearfork Main Street, Suite 300, Fort Worth, Texas 76109 (the"Contractor")to provide for Furnishing, Delivery and Discharge of Quicklime. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Contractor agree as follows: 1. The Contract Documents The contract documents consist of this Agreement, Bid Document No. 23-36B, "Furnish, Deliver and Discharge Quicklime", including all conditions therein, (General Terms and Conditions, Special Conditions and/or Special Provisions), drawings, Technical Specifications, all addenda, the Contractor's bid/proposal included herein, and all modifications issued after execution of this Agreement; and Contract Exhibit A, which is a schedule of delivered pricing for individual delivery locations. These contract documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event that there is a conflict between Bid Document No. 23-36B, "Furnish Deliver and Discharge Quicklime", as issued by the City, and the Contractor's Proposal, Bid Document No. 23-36B, as issued by the City shall take precedence over the Contractor's Proposal. Furthermore, in the event of a conflict between this document and any other contract documents, this Agreement shall prevail. 2. The Work 2.1. The Contractor shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Contractor shall furnish all labor, materials, and equipment necessary to Furnish, Deliver and Discharge Quicklime in accordance with the Technical Specifications, terms and conditions contained in Bid Document 23-36B, "Furnish, Deliver and Discharge Quicklime". 2.1.2 Contractor shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Contractor shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Contractor shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Contractor's expense. 2.1.3 Contractor shall comply with any and all Federal, State, and local laws and 1 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division regulations now in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Contractor, its employees, agents or subcontractors, if any, with respect to the work and services described herein. 2.1.4 Contractor shall be required to complete and provide the "Contractor Pass Request Form" (See attached Appendix A to Bid Document No. 23-36B), with photo identification of all personnel authorized to be on premises at City delivery sites. This form will be sent to the awarded vendor(s) with the notification of award letter. 2.1.5 Personnel additions and/or deletions shall be reported to the City's designated representative in writing, via fax to a number to be provided by the using agency, within twenty four (24) hours of the personnel change, by modification of the names submitted on the original Contractor Pass Request Form. 2.1.6 All personnel shall check-in with the Security Guard or Operator on duty immediately upon arrival at any delivery location. Photo identification, purpose of visit, and name of City staff contact, shall be required for entry. 2.1.7 Contractor shall ensure that only authorized Contractor employees and/or authorized City personnel shall have access to Contractor/City vehicles, work site, equipment, work products, reports, electronic data and any/all other information pertaining to the City. Contractor shall not admit any unauthorized personnel onto any work site. Contractor will not release, discuss or share any information on systems,equipment and/or operations, to any non-City personnel. 2.1.8 Upon leaving premises, all personnel shall be required to check out with the Security Guard or Operator on duty. 3. Insurance 3.1. Contractor shall obtain at Contractor's expense all necessary insurance in such form and amount as specified in the original bid document or as required by the City's Risk and Safety Manager before beginning work under this Agreement including, but not limited to, Workers' Compensation, Commercial General Liability, Builder's Risk and all other insurance as required by the City, including Professional Liability when appropriate. Contractor shall maintain such insurance in full force and effect during the life of this Agreement. Contractor shall provide to the City's Risk and Safety Manager certificates of all insurances required under this section prior to beginning any work under this Agreement. The Contractor will ensure that all subcontractors comply with the above guidelines and will retain all necessary insurance in force throughout the term of this agreement. 3.2. Contractor shall indemnify and hold the City harmless for any damages resulting from failure of the Contractor to take out and maintain such insurance. Contractor's Liability Insurance policies shall be endorsed to add the City as an additional insured and shall list the City as the Certificate Holder. Contractor shall be responsible for payment of all deductibles and self-insurance retentions on Contractor's Liability Insurance policies. Insurance limits are outlined below: 2 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division o General Liability - $1M per occ. / $2M aggregate o Automobile — $1 M per occ. / $1 M aggregate o Workers Comp — Statutory 3.3 Contractor shall ata minimum, provide the level of coverage provided for in Section 3.2 of this Agreement to any other organization in the Southeast Florida Governmental Purchasing Cooperative, and shall provide those agencies with their own Certificate of Insurance to validate coverage for their entity. 4. Term The contract term shall be for an initial period of three(3)years, beginning November 1, 2023. The City reserves the right to renew the contract for one additional three(3)year period or up to three (3) additional (1) year periods, whichever is in the best interest of the City and the Southeast Florida Governmental Purchasing Cooperative providing all parties agree to the extension and renewal terms. In the event that the agreement is set to expire, and no replacement agreement is in place, the Agreement shall continue on a month-to-month basis until a new Agreement is in place for a period of not to exceed six (6) months from the original date of scheduled expiration. 5. Contract Sum The Contract Sum for the above work for entities listed in Contract Exhibit A (UNIT PRICING PROVIDED IN BID) shall be based on delivered cost per ton, F.O.B. Destination. The Contract sum includes all labor, materials and freight charges for the job also known as Bid No. 23-36B, "Furnish, Deliver, and Discharge Quicklime" for the Southeast Florida Government Purchasing Cooperative entities listed in Contract Exhibit A. All Terms and Conditions, except product price, freight, transfer, and rail and truck fuel surcharges shall remain firm through the term of the contract, Pricing shown in Contract Exhibit A for the initial year of the Agreement shall be firm for the period from November 1, 2023 through October 31, 2024; Pricing shown in Contract Exhibit A for the second year of the Agreement shall be firm for the period from November 1, 2024 through October 31, 2025 and Pricing shown in Contract Exhibit A for the third year of the Agreement shall be firm from November 1, 2025 through October 31, 2026. 5.1 Contract Pricing shall be based on delivered cost per ton. The Contract sum includes all labor, materials and freight charges pricing shall be firm for the as indicated in Exhibit A for each year of the contract for the periods from November 1, 2023 through October 31, 2024; November 1, 2024 through October 31, 2025 and November 1, 2025 through October 31, 2026. 5.2 In consideration of fluctuations in fuel prices, the City will allow rail and trucking fuel surcharges during the term of the contract. Such surcharges shall be updated quarterly with notice being provided to the City as detailed in Section 5.2.3 herein. 5.2.1 Rail Surcharge — The rail fuel surcharge rate will be based on actual contracts, invoices or published rates of the contractor's rail carrier. Contractor shall provide documentation regarding the rail carrier's pricing as a part of the request for an adjustment to the rail surcharge. No surcharge will be applied on top of another one. The Bidder should provide a rail fuel surcharge schedule as part of their bid submittal in the area provided in Appendix B herein. 3 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division 5.2.2 Trucking Surcharge - The truck fuel surcharge rate will be based on the Trucking Fuel Surcharge Scale contained in Appendix B herein, which shall be determined by referencing the Retail On-Highway Diesel Price — U.S. Average, as published by the U.S. Department of Energy, Energy Information Administration (DOE)for the third Monday of the final month of each quarter. The truck fuel surcharge will be applied to the base contract price per ton of quicklime transported effective with the start of the next quarter. No surcharge will be applied on top of another one. The bidder shall utilize the trucking fuel surcharge scale included in Appendix B as a basis for adjustment, and surcharge adjustments will be based on that scale. The DOE Retail On-Highway Diesel Price—US Average index may be found at: http://tonto.eia.doe.gov/ooq/info/wohdp/diesel detail report combined.asp. 5.2.3 The City acknowledges that Contractor's rail and truck carriers adjust fuel surcharges monthly. The Contractor will apply fuel surcharges for each quarter based on the amount of the rail and truck fuel surcharges in effect for the month preceding the quarterly price change as calculated in accordance with Section 5.2 of this Agreement, utilizing Appendix B to the original bid#23-36B. At the end of each quarter,the Contractor will process a "true up" by comparing the actual monthly rail and truck fuel surcharges for the quarter to the rail and truck fuel surcharges implemented at the time of the quarterly price change. Based on this comparison, the Contractor will issue the City a credit or debit that represents the variance. 5.2.4 Cost adjustments, in all cases, shall reflect only a direct pass-through of costs, and no changes to the Contractor's profit margin shall be permitted. The City and the Contractor may also utilize recognized government/industry indices or combination of indices to be mutually agreed upon by the City and Contractor,when determining price increases. 5.3 Adjustment of Price for the Effects of Government Action: Notwithstanding anything else contained herein to the contrary, the price shall be adjusted for all costs incurred by Supplier hereunder in order to comply with any Federal, State or local law, regulation or order enacted, changed or amended after the Effective Date including, without limitation, fuel and other taxes, laws, regulations or orders relating to health, safety, conservation, reclamation, environmental protection, pollution control and air, water and soil standards but specifically excluding any and all income taxes. Supplier warrants that, to its knowledge, it is currently in compliance with all applicable laws, regulations or orders (except where noncompliance would not have a material adverse effect on Supplier's performance under this Agreement), and the costs incurred hereunder for such compliance whether or not actually incurred have been included in the initial price. In the event that any Federal, State or local law, regulation or order is enacted, changed or amended after the date of this Agreement, Supplier shall determine prospectively the cost per ton to Supplier of complying with such laws, regulations or orders and advise Purchaser of such costs, verified by adequate supporting documentation. The amount so determined shall be added to the payment price as an adjustment to become effective as and when such costs are incurred by Supplier. When the actual costs are known, Supplier shall provide Purchaser with appropriate data showing net effect of change. This data shall be subject to 4 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Purchaser's audit. For this audit Supplier shall produce evidence of actual costs within twelve months from institution of the additional charge and will either invoice or credit Purchaser as appropriate for the difference between Supplier's initial assessment and the results of the final determination of the audit. 5.4 Hardship: Notwithstanding anything else contained herein to the contrary, if extraordinary circumstances beyond a party's reasonable control significantly increase the cost of performance by such party of its obligations hereunder, upon the request of the adversely affected party, the parties shall seek to adjust the conditions of this Agreement in order to reasonably alleviate the effect of such extraordinary circumstances upon the affected party. If the parties do not reach an agreement with regard to adjusted conditions occasioned by such extraordinary circumstances within thirty (30) days following the notification of the request, the party adversely affected by the extraordinary circumstances shall have the right, at its sole discretion, to terminate this Agreement upon thirty (30) days' notice to the other party. 5.5 Pricing for Subsequent Renewal Terms: Contractor shall propose pricing for renewal terms which shall be submitted to the City at least sixty(60)calendar days prior to the expiration of the initial contract term. Contractor shall include with the price proposal, justification and back-up materials which shall be used to validate any price increase. Contractor may utilize recognized govemment/industry indices or combination of indices to be mutually agreed upon by the City and Contractor, when determining price increases. Additionally, Contractor may include copies of correspondence and invoices from suppliers of material, services and transportation providers which may include, but not be limited to any additional documentation which will provide validation for such increases. Contractor shall also offer the City any decreases which may apply at the time of contract renewal. Under no circumstances will the City allow for any increase to Contractor's profit at the time of renewal. Increases shall reflect a direct pass-through of any applicable costs. 6 Payments A monthly payment will be made for work that is completed, accepted and properly invoiced. The City shall pay the Contractor for work performed subject to the specifications of Bid 23-36B. All payments shall be governed by the Local Government Prompt Payment Act, F.S., Part VII; Chapter 218. 7 Conditions of Material & Warranties 7.1. All materials and products supplied by the Bidder in conjunction with this bid shall conform to the specifications of the bid. The City reserves the right to return the product to the Bidder and require the delivery of new product at no cost to the City. 7.2. Warranties. Supplier warrants that the Product shall conform to the specifications set forth herein and shall be free and clear of all liens and other encumbrances. SUPPLIER MAKES NO FURTHER WARRANTIES 5 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY INTENDED USE OR PURPOSE. 8 Indemnification 8.1 The Contractor shall indemnify and hold harmless the City, its elected and appointed officials, employees, and agents from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Contractor or its officers, employees, agents, subcontractors, or independent Contractors, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City or its elected or appointed officials and employees. The above provisions shall survive the termination of this Agreement and shall pertain to any occurrence during the term of this Agreement,even though the claim may be made after the termination hereof. 8.2 Upon completion of all Services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. i. The Contractor shall pay all claims, losses, liens, settlements or judgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. ii. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Contractor under the indemnification agreement. 8.3 The City and Contractor recognize that various provisions of this Agreement, including but not limited to this Section, provide for indemnification by the Contractor and requires a specific consideration be given there for. The Parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by Contractor. Furthermore, the City and Contractor understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the City's and the Contractor's responsibility to indemnify. 8.4 Nothing contained herein is intended nor shall be construed to waive City's rights and immunities under the common law or Florida Statutes 768.28, as amended from time to time. 9 Non-Discrimination & Equal Opportunity Employment During the performance of the Contract, the Contractor and its subcontractors shall not discriminate against any employee or applicant for employment because of race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, 6 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division sexual orientation, gender identity and expression, or disability if qualified. The Contractor will take affirmative action to ensure that employees and those of its subcontractors are treated during employment, without regard to their race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity or expression, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; demotion or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor and its subcontractors shall agree to post in conspicuous places, available to its employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Contractor further agrees that he/she will ensure that all subcontractors, if any, will be made aware of and will comply with this nondiscrimination clause. 10 Independent Contractor This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Contractor is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Contractor, which policies of Contractor shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Contractor's funds provided for herein. The Contractor agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Contractor and the City and the City will not be liable for any obligation incurred by Contractor, including but not limited to unpaid minimum wages and/or overtime premiums. 11 Assignment and Subcontracting Contractor shall not transfer or assign the performance required by this Agreement without the prior consent of the City. This Agreement, or any portion thereof, shall not be subcontracted without the prior written consent of the city. 12 Notice Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person,sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service,as follows: CITY City Manager City of Tamarac 7525 N.W. 88th Avenue TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division Tamarac, FL 33321 With a copy to the City Attorney at the same address: CONTRACTOR Lhoist North America of Alabama, LLC. Dr. Phillip Niemann, President/CEO 5600 Clearfork Main Street, Suite 300 Fort Worth, Texas, 76109 13 Termination 13.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by the terminating party to the other party for such termination in which event the Contractor shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Contractor abandons this Agreement or causes it to be terminated, Contractor shall indemnify the city against loss pertaining to this termination. 13.2 Default by Contractor: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Contractor neglect or fail to perform or observe any of the material terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Contractor of written notice of such neglect or failure. 14 Uncontrollable Forces 14.1 Neither the City nor Contractor shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces,the effect of which, by the exercise of reasonable diligence, the non-performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. 14.2 Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 14.3 Hardship. Notwithstanding anything else contained herein to the contrary, if extraordinary circumstances beyond a party's reasonable control significantly increase the cost of performance by such party of its obligations hereunder, upon 8 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division the request of the adversely affected party, the parties shall seek to adjust the conditions of this Agreement in order to reasonably alleviate the effect of such extraordinary circumstances upon the affected party. If the parties do not reach an agreement with regard to adjusted conditions occasioned by such extraordinary circumstances within thirty (30) days following the notification of the request, the party adversely affected by the extraordinary circumstances shall have the right, at its sole discretion, to terminate this Agreement upon thirty (30) days' notice to the other party. 15 Limitation of Liability NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE PERFORMANCE OF THIS AGREEMENT, OR DEFAULT IN THE PERFORMANCE HEREOF, WHETHER BASED UPON CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), WARRANTY OR ANY OTHER LEGAL THEORY. SUPPLIER'S LIABILITY FOR DAMAGES SHALL BE LIMITED TO REPLACEMENT OF NON-CONFORMING PRODUCT OR REIMBURSEMENT OF THE PURCHASE PRICE FOR SUCH NON-CONFORMING PRODUCT 16 Agreement Subject to Funding This 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 Tamarac in the annual budget for each fiscal year of this Agreement and is subject to termination based on lack of funding. 17 Venue This Agreement shall be governed by the laws of the State of Florida as now and hereafter in force. The venue for actions arising out of this agreement is fixed in Broward County, Florida. 18 Signatory Authority The Contractor shall provide the City with copies of requisite documentation evidencing that the signatory for Contractor has the authority to enter into this Agreement. 19 Severability; Waiver of Provisions Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non-enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 9 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division 20 Merger; Amendment This Agreement constitutes the entire Agreement between the Contractor and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Contractor and the City. 21 No Construction Against Drafting Party Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 22 Scrutinized Companies -- 287.135 AND 215.473 22.1 By execution of this Agreement, Contractor certifies that Contractor is not participating in a boycott of Israel. Contractor further certifies that Contractor 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 Contractor 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. 22.2 Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to Contractor of the City's determination concerning the false certification. Contractor 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, Contractor 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 Contractor 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. 23 Public Records 23.1 The City of Tamarac is a public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida's Public Records Law. Specifically, the Contractor shall: 23.1.1 Keep and maintain public records required by the City in order to perform the service; 23.1.2 Upon request from the City's custodian of public records, provide the public agency with a copy of the requested records or allow the records 10 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 23.1.3 Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the City. 23.1.4 Upon completion of the contract, transfer, at no cost to the City, all public records in possession of the Contractor, or keep and maintain public records required by the City to perform the service. If the Contractor transfers all public records to the City upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically 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. 23.2 During the term of the contract, the Contractor shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. The form of all records and reports shall be subject to the approval of the City's Auditor. The Contractor agrees to make available to the City's Auditor, during normal business hours and in Broward, Dade or Palm Beach Counties, all books of account, reports and records relating to this contract. 24 E-Verify Compliance As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Consultant and its subcontractors shall, register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. Consultant shall require each of its subcontractors to provide Consultant with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. Consultant shall maintain a copy of the subcontractor's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Consultant, or any subcontractor/subconsultant who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section shall terminate the contract with the person or entity. City, upon good faith belief that a subcontractor knowingly violated the provisions of this section; but Consultant otherwise complied, shall promptly notify Consultant and Consultant shall immediately terminate the contract with the subcontractor. An agreement or contract terminated under the provisions of this section is not a breach of contract and may not be considered such. Any agreement or contract termination under the provisions of this section may be challenged pursuant to Section 448.095(2)(d), Fla. Stat. Consultant acknowledges that upon termination of this Agreement by the City for a violation 11 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division of this section by Consultant, Consultant may not be awarded a public contract for at least one (1) year. Consultant further acknowledges that Consultant is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Consultant or subcontractor shall insert in any subcontracts the clauses set forth in this section; requiring the subcontractors to include these clauses in any lower tier subcontracts. Consultant shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in this section. 25 Public Records Custodian IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 7525 NW 88TH AVENUE ROOM 101 TAMARAC, FL 33321 (954) 597-3505 CITYCLERK@TAMARAC.ORG 11 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its Mayor and City Manager, and CONTRACTOR, signing by and through its President / CEO duly authorized to execute same. CITY OF TAMARAC 6 -1 �V Mich a J. Gomez, Mayor (0 /i- gri. Date n ATTEST' event S cuoglu, ity Manager \cycz. • berly Dillon,, C Date Cler '�. f0 /°L g' T•A••M• .1 A.•r e.'t. form and legal sufficiency: Date • ;9C� V ` \• 11( ESABLIS1 QED ' et::: 1'rs ittinot, city •ttorney 7.53 .. 1963 ' - /� / �3 SEAL.� • •0 !2 • .•�v; late • ATTEST: '' �� CC UN ````� L h ic•North America of k bama, LLC. ' 'rr,,t,r//)0` Comp -1'e Stctnatuce of Corporate Secre ry :i• • - 'e of Dr. Philipp Niemann, resident/CEO LO' AI+) Dr. Philipp Niemann Tgpe4Pc rt dame of Corporate Secy. Name of President/CEO (CORPORATE SEAL) 31(b. 13 TAMARAC The City For Your Lite City of Tamarac Purchosing and Controcts Division CORPORATE ACKNOWLEDGEMENT STATE OF 1 i.cS : SS COUNTY OF —Va-+!`r(kv\- I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared h7 Nfina hr‘ , of L\(1 4 (1 tr' Ams.VACV\ i4 A1lU' ?ma t J a R L t_t L Cefperatiorr, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. WITNESS my hand and official seal this ts day of` ietm1-A.l , 2020). S• ature of Notary Public I •.''�.,: RACHEL°ALVAN {arge IM Myr ID#128343345 ` ` I , E�h3 M 30,2026 Print, Type or Stamp Name of Notary Public M Personally known to me or Produced Identification Type of I.D. Produced ❑ DID take an oath, or g DID NOT take an oath. 14 TAMARAC The City For Your Ufe Purchasing and Contrgcts DlvisIon APPENDIX A CONTRACTOR PASS REQUEST THIS FORM IS AVAILABLE ON THE CITY'S ELECTRONIC SOLICITATION SITE, BIDS & TENDERS, AND BIDDERS MUST PROVIDE INFORMATION IN THE DESIGNATED AREA WITHIN THE BID DOCUMENT. (BIDDER MAY ADD ADDITIONAL ROWS.) Vendor Name: ,.- e r Y� fan t� 7 � 1'Qv�S � -t Vendor Address: 8Oa L3 LVa.b �A n99 C)alcrtte Lo. . d../cL Ip, EL 3330? AQ_tl�_Alit Sc. 290 S9 Vendor Contact Name: M4 to J SlivAdmi2, - Vendor Contact Phone Number: 423 2/_ $tuO List of Contractor Employees Requiring Entry to Facilities (Attach copy of Picture Identification for all persons listed below) Name Work to b1 a Performed G�MT 1 1 1 1 Gi T w► nt.u 014+., 4Eknts t i • M < LIII�S��•/ 1 _ _ SqCCeY 1 Jo ( re)h,el ?IA MP t crikrn r1l... red . 4tn4t -- 23 liGillor"—x- . J / ..... ( .. ... , . . . . 46. . . ., .44.11111110P. . IL mminumaia le i 1 ...., ,:- •. •: ..,__._ .. . .•. __ • .., . . „. . . L . I 1 t -.N._ No .. 1 V 1, , —.;•, , ,: • _ . ,.:411.---• .. . , 7 I k ' -.40i.. 1 4 i „:41 1 , it IL ,ei • ,......_ ._ . . . :. . -4- / v._ 44 -r 1 r...., . ' *' ,. -............411.1111.1111111..11111111.1MEMP.... i ....11b...-A1111.10.0.".... ...1.,............. Contract Exhibit A - Schedule of Prices AGENCY DELIVERED PRICE DELIVERED PRICE DELIVERED PRICE PER TON YEAR 1 PER TON YEAR 2 PER TON YEAR 3 Table 1 --TYPE 1 - Pebble Lime City of Boynton Beach $ 446.95 $ 491.65 $ 540.81 Broward County Dist. 1 $ 446.95 $ 491.65 $ 540.81 Broward County Dist. 2 $ 446.95 $ 491.65 $ 540.81 City of Coral Springs(1) $ 446.95 $ 491.65 $ 540.81 Town of Davie $ 446.95 $ 491.65 $ 540.81 City of Dania Beach $ 446.95 $ 491.65 $ 540.81 City of Deerfield Beach $ 446.95 $ 491.65 $ 540.81 City of Fort Lauderdale(2) $ 446.95 $ 491.65 $ 540.81 City of Hallandale Beach(3) $ 446.95 $ 491.65 $ 540.81 City of Lake Worth Beach $ 446.95 $ 491.65 $ 540.81 City of Lauderhill $ 446.95 $ 491.65 $ 540.81 City of North Lauderdale $ 446.95 $ 491.65 $ 540.81 City of North Miami $ 448.38 $ 493.22 $ 542.54 Village of Palm Springs $ 451.23 $ 496.36 $ 545.99 Village of Palm Springs $ 451.23 $ 496.36 $ 545.99 City of Pompano Beach $ 446.95 $ 491.65 $ 540.00 City of Riviera Beach $ 451.23 $ 496.36 $ 545.99 City of Sunrise $ 446.95 $ 491.65 $ 540.81 City of Sunrise $ 446.95 $ 491.65 $ 540.81 Village of Wellington $ 449.79 $ 494.77 $ 544.25 TABLE 2 --TYPE 1A- Foundry/ Rice Lime City of Delray Beach $ 446.95 $ 491.65 $ 540.81 City of Hollywood $ 446.95 $ 491.65 $ 540.81 City of Margate $ 446.95 $ 491.65 $ 540.81 City of North Miami Beach $ 448.38 $ 493.22 $ 542.54 City of Pembroke Pines $ 446.95 $ 491.65 $ 540.81 City of Tamarac $ 446.95 $ 491.65 $ 544.25 City of West Palm Beach $ 449.79 $ 494.77 $ 544.25 TAMARAC The City For Your Life City of Tamarac Purchasing and Contracts Division APPENDIX B 2023 TRUCK FUEL SURCHARGE SCALE Truck Fuel Surcharges are a percentage of the truck freight rate for product movement from the bidder's distribution origin to the customer's site. Truck Fuel Surcharges are subject to change quarterly. • The percentage of the Monthly Truck Fuel Surcharge is computed by determining the Department of Energy's DOE Retail On-Highway Diesel Price - US Average index may be found at: published on the 3rd Monday of the last month of the quarter. DOE Diesel Prices may be found at the following website: httos://www.eia.dov/petroleum/gasdiesel/ • Percentages change .5%for every$0.05 per gallon price change DIESEL FUEL PRICE FS = % OF DIESEL FUEL PRICE FS = %OF NATIONAL AVERAGE FREIGHT RATE NATIONAL AVERAGE FREIGHT RATE $1.75 0.00% $3.00 13.00% $1.80 1.00% $3.05 13.50% $1.85 1.50% $3.10 14.00% $1.90 2.00% $3.15 14.50% $1.95 2.50% $3.20 15.00% $2.00 3.00% $3.25 15.50% $2.05 3.50% $3.30 16.00% $2.10 4.00% $3.35 16.50% $2.15 4.50% $3.40 17.00% $2.20 5.00% $3.45 17.50% $2.25 5.50% $3.50 18.00% $2.30 6.00% $3.55 18.50% $2.35 6.50% $3.60 19.00% $2.40 7.00% $3.65 19.50% $2.45 7.50% $3.70 20.00% $2.50 8.00% $3.75 20.50% $2.55 8.50% $3.80 21.00% $2.60 9.00% $3.85 21.50% $2.65 9.50% $3.90 22.00% $2.70 10.00% $3.95 22.50% $2.75 10.50% $4.00 23.00% $2.80 11.00% $4.05 23.50% $2.85 11.50% $4.10 24.00% $2.90 12.00% $4.15 24.50% $2.95 12.50% $4.20 25.00% ATTACHMENT A: PARTICIPATING AGENCIES is a list of the Below'DELIVERY ADDRESS agencies participating(CITY/STATE!thisd aand their respective ive delfve�PHONE/EMAIL ocations: AGENCY Type 1-Pebble Lime City of Boynton Beach 124 E.Woolbright Road Boynton Beach,FI:33435 William Newsome 561-7426593 NewsomeWrabbfl.us 954-831-4115 Office 954-553- 0653 Mobile Broward County Dist.1A 3701 N.State Road 7 Lauderdale Lakes,FI:33319 Pedro Berrios pberrios@broward.org 954-831-4115 Office 954-234- Broward County Dist.2A 1390 NE 50th Street Deerfield Beach,FI:33064 Jose Otero 1034 Cell jotero@broward.org 954-345-2160 City of Coral Springs 3800 NW 85th Avenue Coral Springs FI:33065 Alvan Jones ajones@coralsprings.org 954-924-6808 ext.3616 City of Dania Beach 1201 Stirling Road Dania Beach,Fl 33004 Nate Costa ncosta@daniabeachfl.gov Town of Davie 3500 NW 76th Ave Hollywood,FI:33024 Anand Maharaj 954-327-3748 954-480-4368 City of Deerfield Beach 290 Goolsby Blvd. Deerfield Beach,FI:33442 Bakari Scott bscott@deerfieldbeach.com 954-828-7865 City of Ft.Lauderdale 949 NW 38th Street Ft.Lauderdale,FI: Cesar Alza calza@fortlauderdale.gov City of Hallandale Beach 630 NW 2nd.Street Hallandale Beach,FI:33009 J.Fawcett 954-457-1632 ifawcettf5cohb.ora 561-586-1713 City of Lake Worth Beach 301 College Street Lake Worth Beach:FL Garry Baker II gabaker@lakeworthbeachfl.gov 954-730-3057 City of Lauderhill 2101 NW 49th Avenue Lauderhill,FI: Marc Celetti mceletti@lauderhillfl.gov 954-597-4757 City of North Lauderdale 841 NW 71st.Avenue North Lauderdale:Fl 33068 Neil Buckeridge nbuckeridge@nlauderdale.org City of North Miami 12098 NW11th Avenue North Miami,Fl: 56T-584-8200 ext.8718 Village of Palm Springs 360 Davis Road Palm Springs,FI:33461 David Burgin dburgin@vpsfl.org 561-584-8200 ext.8718 Village of Palm Springs 5618 Basil Drive Boynton Beach,FI:33435 David Burgin dburgin@vpsfl.org City of Pompano Beach 301 NE 12th Street Pompano Beach 954-545-7018 City of Riviera Beach 800 W.Blue Heron Blvd. Riviera Beach,FI:33404 David Sales 561-723-2741 954-572-2427 City of Sunrise 15400 Watermill Road Davie,FI:33331 Hugo Alagic halagic@sunrisefl.gov 954-572-2427 City of Sunrise 4350 springtree Drive Sunrise,FI:33351 Jose Alvarez jalvarez@sunrisefl.gov 561-791-4128 Village of Wellington 1100 Wellington Trace Wellington,FI:33414 Mike Zembrzuski mzembrzuski@wellingtonfl.gov Type 1A-Foundry/Rice Lime 561-531-0817 City of Delray Beach 201 SW 7th Street Delray Beach,FI:33444 Bryan Heller hellerb@mydelraybeach.com 954-967-4230 City of Hollywood 3441 Hollywood Blvd. Hollwood,FI:33021 Luis Montoya Imontoya@holiwoodfl.org 954-972-0828 City of Margate 980 NW 66th Ave. Margate,FI:33063 Richard Uber ruber@margate.com 786-586-8395 City of North Miami Beach 19150 NW 8th Ave. Miami Gardens,FI:33169 Carlos Carrazana carios.carrazana@citynmb.com 754-260-4505 City of Pembroke Pines 7960 Johnson Street Pembroke Pines,FI: Michael Cepeda michael.cepeda@jacobs.com 954-597-3775/3777 City of Tamarac 7803 NW 61st.Street Tamarac,FI:33321 Anthony Licata anthony.licata@tamarac.org 561-351-4555 Igalloway©wpb.org Lester Galloway/ 561-822-2290 City of West Palm Beach 1009 Banyan Blvd. West Palm Beach,FI:33401 Sandra Feliciano sfeliciano@wpb.org TAMARAC ORIGINAL The City For Your Life l iit i rr I..(.li1J, (;•;.' I' I'I'n . AGREEMENT BETWEEN THE CITY OF TAMARAC AND CARMEUSE LIME AND STONE, INC. THIS AGREEMENT is made and entered into this it day of U (Z- , 2023 by and between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the"CITY") and Carmeuse Lime and Stone, Inca a Pennsylvania corporation with principal offices located at 11 Stanwix Street, 21st. Floor, Pittsburgh, Pennsylvania, 15222 (the "Contractor") to provide for Furnishing, Delivery and Discharge of Quicklime. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Contractor agree as follows: 1. The Contract Documents The contract documents consist of this Agreement, Bid Document No. 23-36B, "Furnish, Deliver and Discharge Quicklime", including all conditions therein, (General Terms and Conditions, Special Conditions and/or Special Provisions), drawings,Technical Specifications, all addenda, the Contractor's bid/proposal included herein, and all modifications issued after execution of this Agreement; and Contract Exhibit A, which is a schedule of delivered pricing for individual delivery locations. These contract documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event that there is a conflict between Bid Document No. 23-36B, "Furnish Deliver and Discharge Quicklime", as issued by the City, and the Contractor's Proposal, Bid Document No. 23-36B, as issued by the City shall take precedence over the Contractor's Proposal. Furthermore, in the event of a conflict between this document and any other contract documents, this Agreement shall prevail. 2. The Work 2.1. The Contractor shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Contractor shall furnish all labor, materials, and equipment necessary to Furnish, Deliver and Discharge Quicklime in accordance with the Technical Specifications, terms and conditions contained in Bid Document 23-36B, "Furnish, Deliver and Discharge Quicklime". 2.1.2 Contractor shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Contractor shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Contractor shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Contractor's expense. 2.1.3 Contractor shall comply with any and all Federal,State, and local laws and 1 TAMARAC The City For Your Life it) of ii,w0,0( unt•ntt regulations now in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Contractor, its employees, agents or subcontractors, if any, with respect to the work and services described herein. 2.1.4 Contractor shall be required to complete and provide the "Contractor Pass Request Form" (See attached Appendix A to Bid Document No. 23-36B), with photo identification of all personnel authorized to be on premises at City delivery sites. This form will be sent to the awarded vendor(s)with the notification of award letter. 2.1,5 Personnel additions and/or deletions shall be reported to the City's designated representative in writing, via fax to a number to be provided by the using agency, within twenty four (24) hours of the personnel change, by modification of the names submitted on the original Contractor Pass Request Form. 2.1.6 All personnel shall check-in with the Security Guard or Operator on duty immediately upon arrival at any delivery location. Photo identification, purpose of visit, and name of City staff contact, shall be required for entry. 2.1.7 Contractor shall ensure that only authorized Contractor employees and/or authorized City personnel shall have access to Contractor/City vehicles, work site, equipment, work products, reports, electronic data and any/all other information pertaining to the City. Contractor shall not admit any unauthorized personnel onto any work site. Contractor will not release, discuss or share any information on systems, equipment and/or operations, to any non-City personnel. 2.1.8 Upon leaving premises, all personnel shall be required to check out with the Security Guard or Operator on duty. 3. Insurance 3.1. Contractor shall obtain at Contractor's expense all necessary insurance in such form and amount as specified in the original bid document or as required by the City's Risk and Safety Manager before beginning work under this Agreement including, but not limited to, Workers' Compensation, Commercial General Liability, Builder's Risk and all other insurance as required by the City, including Professional Liability when appropriate. Contractor shall maintain such insurance in full force and effect during the life of this Agreement. Contractor shall provide to the City's Risk and Safety Manager certificates of all insurances required under this section prior to beginning any work under this Agreement. The Contractor will ensure that all subcontractors comply with the above guidelines and will retain all necessary insurance in force throughout the term of this agreement. 3.2. Contractor shall indemnify and hold the City harmless for any damages resulting from failure of the Contractor to take out and maintain such insurance. Contractor's Liability Insurance policies shall be endorsed to add the City as an additional insured and shall list the City as the Certificate Holder. Contractor shall be responsible for payment of all deductibles and self-insurance retentions on Contractor's Liability Insurance policies. Insurance limits are outlined below: 2 TAMARAC The City For Your Life (sty u/le ntr,uc Purr hns.inn and i nrir,r.t t' U;t-;,',,n o General Liability - $1M per occ. / $2M aggregate o Automobile — $1M per occ. / $1M aggregate o Workers Comp —Statutory 3.3 Contractor shall at a minimum, provide the level of coverage provided for in Section 3.2 of this Agreement to any other organization in the Southeast Florida Governmental Purchasing Cooperative, and shall provide those agencies with their own Certificate of Insurance to validate coverage for their entity. 4. Term The contract term shall be for an initial period of three (3)years, beg inning November 1, 2023. The City reserves the right to renew the contract for one additional three(3)year period or up to three (3) additional (1) year periods, whichever is in the best interest of the City and the Southeast Florida Governmental Purchasing Cooperative providing all parties agree to the extension and renewal terms. In the event that the agreement is set to expire, and no replacement agreement is in place, the Agreement shall continue on a month-to-month basis until a new Agreement is in place for a period of not to exceed six (6) months from the original date of scheduled expiration. 5. Contract Sum The Contract Sum for the above work for entities listed in Contract Exhibit A (UNIT PRICING PROVIDED IN BID) shall be based on delivered cost per ton, F.O.B. Destination. The Contract sum includes all labor, materials and freight charges for the job also known as Bid No. 23-368, "Furnish, Deliver, and Discharge Quicklime" for the Southeast Florida Government Purchasing Cooperative entities listed in Contract Exhibit A. All Terms and Conditions, except product price, freight, transfer, and rail and truck fuel surcharges shall remain firm through the term of the contract, Pricing shown in Contract Exhibit A for the initial year of the Agreement shall be firm for the period from November 1, 2023 through October 31, 2024; Pricing shown in Contract Exhibit A for the second year of the Agreement shall be firm for the period from November 1, 2024 through October 31, 2025 and Pricing shown in Contract Exhibit A for the third year of the Agreement shall be firm from November 1, 2025 through October 31, 2026. 5.1 Contract Pricing shall be based on delivered cost per ton. The Contract sum includes all labor, materials and freight charges pricing shall be firm for the as indicated in Exhibit A for each year of the contract for the periods from November 1, 2023 through October 31, 2024; November 1, 2024 through October 31, 2025 and November 1, 2025 through October 31, 2026. 5.2 In consideration of fluctuations in fuel prices, the City will allow rail and trucking fuel surcharges during the term of the contract. Such surcharges shall be updated quarterly with notice being provided to the City as detailed in Section 5.2.3 herein. 5.2.1 Rail Surcharge — The rail fuel surcharge rate will be based on actual contracts, invoices or published rates of the contractor's rail carrier. Contractor shall provide documentation regarding the rail carrier's pricing as a part of the request for an adjustment to the rail surcharge. No surcharge will be applied on top of another one. The Bidder should provide a rail fuel surcharge schedule as part of their bid submittal in the area provided in Appendix B herein. 3 TAMARAC The City For Your Life 5.2.2 Trucking Surcharge - The truck fuel surcharge rate will be based on the Trucking Fuel Surcharge Scale contained in Appendix B herein,which shall be determined by referencing the Retail On-Highway Diesel Price — U.S. Average, as published by the U.S. Department of Energy, Energy Information Administration (DOE)for the third Monday of the final month of each quarter. The truck fuel surcharge will be applied to the base contract price per ton of quicklime transported effective with the start of the next quarter. No surcharge will be applied on top of another one. The bidder shall utilize the trucking fuel surcharge scale included in Appendix B as a basis for adjustment, and surcharge adjustments will be based on that scale. The DOE Retail On-Highway Diesel Price—US Average index may be found at: http://tonto.eia.doe.gov/ooq/info/wohdp/diesel detail report combined.asp. 5.2.3 The City acknowledges that Contractor's rail and truck carriers adjust fuel surcharges monthly. The Contractor will apply fuel surcharges for each quarter based on the amount of the rail and truck fuel surcharges in effect for the month preceding the quarterly price change as calculated in accordance with Section 5.2 of this Agreement, utilizing Appendix B to the original bid#23-36B. At the end of each quarter,the Contractor will process a "true up" by comparing the actual monthly rail and truck fuel surcharges for the quarter to the rail and truck fuel surcharges implemented at the time of the quarterly price change. Based on this comparison, the Contractor will issue the City a credit or debit that represents the variance. 5.2.4 Cost adjustments, in all cases, shall reflect only a direct pass-through of costs, and no changes to the Contractor's profit margin shall be permitted. The City and the Contractor may also utilize recognized government/industry indices or combination of indices to be mutually agreed upon by the City and Contractor, when determining price increases. 5.3 Adjustment of Price for the Effects of Government Action: Notwithstanding anything else contained herein to the contrary, the price shall be adjusted for all costs incurred by Supplier hereunder in order to comply with any Federal, State or local law, regulation or order enacted, changed or amended after the Effective Date including, without limitation, fuel and other taxes, laws, regulations or orders relating to health, safety, conservation, reclamation, environmental protection, pollution control and air, water and soil standards but specifically excluding any and all income taxes. Supplier warrants that, to its knowledge, it is currently in compliance with all applicable laws, regulations or orders (except where noncompliance would not have a material adverse effect on Supplier's performance under this Agreement), and the costs incurred hereunder for such compliance whether or not actually incurred have been included in the initial price. In the event that any Federal, State or local law, regulation or order is enacted, changed or amended after the date of this Agreement, Supplier shall determine prospectively the cost per ton to Supplier of complying with such laws, regulations or orders and advise Purchaser of such costs, verified by adequate supporting documentation. The amount so determined shall be added to the payment price as an adjustment to become effective as and when such costs are incurred by Supplier. When the actual costs are known, Supplier shall provide Purchaser with appropriate data showing net effect of change. This data shall be subject to 4 TAMARAC The City For Your Life (it),of Itapolo( ►'L.( lins.innnnillnnhi,,.! LR•i,icn; Purchaser's audit. For this audit Supplier shall produce evidence of actual costs within twelve months from institution of the additional charge and will either invoice or credit Purchaser as appropriate for the difference between Supplier's initial assessment and the results of the final determination of the audit. 5.4 Hardship: Notwithstanding anything else contained herein to the contrary, if extraordinary circumstances beyond a party's reasonable control significantly increase the cost of performance by such party of its obligations hereunder, upon the request of the adversely affected party, the parties shall seek to adjust the conditions of this Agreement in order to reasonably alleviate the effect of such extraordinary circumstances upon the affected party. If the parties do not reach an agreement with regard to adjusted conditions occasioned by such extraordinary circumstances within thirty (30) days following the notification of the request, the party adversely affected by the extraordinary circumstances shall have the right, at its sole discretion, to terminate this Agreement upon thirty (30) days' notice to the other party. 5.5 Pricing for Subsequent Renewal Terms: Contractor shall propose pricing for renewal terms which shall be submitted to the City at least sixty(60)calendar days prior to the expiration of the initial contract term. Contractor shall include with the price proposal, justification and back-up materials which shall be used to validate any price increase. Contractor may utilize recognized government/industry indices or combination of indices to be mutually agreed upon by the City and Contractor, when determining price increases. Additionally, Contractor may include copies of correspondence and invoices from suppliers of material, services and transportation providers which may include, but not be limited to any additional documentation which will provide validation for such increases. Contractor shall also offer the City any decreases which may apply at the time of contract renewal. Under no circumstances will the City allow for any increase to Contractor's profit at the time of renewal. Increases shall reflect a direct pass-through of any applicable costs. 6 Payments A monthly payment will be made for work that is completed, accepted and properly invoiced. The City shall pay the Contractor for work performed subject to the specifications of Bid 23-36B. All payments shall be governed by the Local Government Prompt Payment Act, F.S., Part VII; Chapter 218. 7 Conditions of Material & Warranties 7.1. All materials and products supplied by the Bidder in conjunction with this bid shall conform to the specifications of the bid. The City reserves the right to return the product to the Bidder and require the delivery of new product at no cost to the City. 7.2. Warranties. Supplier warrants that the Product shall conform to the specifications set forth herein and shall be free and clear of all liens and other encumbrances. SUPPLIER MAKES NO FURTHER WARRANTIES 5 TAMARAC The City For Your Life t ifp of I.rr•nral '1I, Ii riirrtr n,Ai rmhrrc tc tlit,,%,or OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY INTENDED USE OR PURPOSE. 7 Indemnification 8.1 The Contractor shall indemnify and hold harmless the City, its elected and appointed officials, employees, and agents from any and all claims, suits, actions, damages, liability, and expenses (including attorneys'fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Contractor or its officers, employees, agents, subcontractors, or independent Contractors, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City or its elected or appointed officials and employees. The above provisions shall survive the termination of this Agreement and shall pertain to any occurrence during the term of this Agreement,even though the claim may be made after the termination hereof. 8.2 Upon completion of all Services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. i. The Contractor shall pay all claims, losses, liens, settlements or judgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. ii. City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Contractor under the indemnification agreement. 8.3 The City and Contractor recognize that various provisions of this Agreement, including but not limited to this Section, provide for indemnification by the Contractor and requires a specific consideration be given there for. The Parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by Contractor. Furthermore, the City and Contractor understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the City's and the Contractor's responsibility to indemnify. 8.4 Nothing contained herein is intended nor shall be construed to waive City's rights and immunities under the common law or Florida Statutes 768.28,as amended from time to time. 8 Non-Discrimination & Equal Opportunity Employment During the performance of the Contract, the Contractor and its subcontractors shall not discriminate against any employee or applicant for employment because of race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation,familial status, 6 TAMARAC The City For Your Life ('I)'of Ir;lntuur 1'14(11( u;u oorl sexual orientation, gender identity and expression, or disability if qualified. The Contractor will take affirmative action to ensure that employees and those of its subcontractors are treated during employment, without regard to their race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity or expression, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; demotion or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor and its subcontractors shall agree to post in conspicuous places, available to its employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Contractor further agrees that he/she will ensure that all subcontractors, if any, will be made aware of and will comply with this nondiscrimination clause. 9 Independent Contractor This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Contractor is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Contractor, which policies of Contractor shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Contractor's funds provided for herein. The Contractor agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Contractor and the City and the City will not be liable for any obligation incurred by Contractor, including but not limited to unpaid minimum wages and/or overtime premiums. 10 Assignment and Subcontracting Contractor shall not transfer or assign the performance required by this Agreement without the prior consent of the City. This Agreement, or any portion thereof, shall not be subcontracted without the prior written consent of the city. 11 Notice Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager City of Tamarac 7525 N.W. 88th Avenue 7 TAMARAC The City For Your Life (ity U/Io,no (rt 1't,r(110Sirl(pn(L(urrh(;((s 11!vi.Wr, Tamarac, FL 33321 With a copy to the City Attorney at the same address: CONTRACTOR Carmeuse Lime and Stone, Inc. Yves Willems, President/ CEO 11 Stanwix Street, 2151. Floor Pittsburgh, Pennsylvania, 15222 12 Termination 13.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by the terminating party to the other party for such termination in which event the Contractor shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Contractor abandons this Agreement or causes it to be terminated, Contractor shall indemnify the city against loss pertaining to this termination. 13.2 Default by Contractor: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Contractor neglect or fail to perform or observe any of the material terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Contractor of written notice of such neglect or failure. 14 Uncontrollable Forces 14.1 Neither the City nor Contractor shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non-performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. 14.2 Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 14.3 Hardship. Notwithstanding anything else contained herein to the contrary, if extraordinary circumstances beyond a party's reasonable control significantly increase the cost of performance by such party of its obligations hereunder, upon s TAMARAC The City For Your Life (itt•of h.,i'(rrn( 1'ur(hosinn will CnnLr.uY.Divisior; the request of the adversely affected party, the parties shall seek to adjust the conditions of this Agreement in order to reasonably alleviate the effect of such extraordinary circumstances upon the affected party. If the parties do not reach an agreement with regard to adjusted conditions occasioned by such extraordinary circumstances within thirty (30) days following the notification of the request, the party adversely affected by the extraordinary circumstances shall have the right, at its sole discretion, to terminate this Agreement upon thirty (30) days' notice to the other party. 15 Limitation of Liability NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE PERFORMANCE OF THIS AGREEMENT, OR DEFAULT IN THE PERFORMANCE HEREOF, WHETHER BASED UPON CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), WARRANTY OR ANY OTHER LEGAL THEORY. SUPPLIER'S LIABILITY FOR DAMAGES SHALL BE LIMITED TO REPLACEMENT OF NON-CONFORMING PRODUCT OR REIMBURSEMENT OF THE PURCHASE PRICE FOR SUCH NON-CONFORMING PRODUCT 16 Agreement Subject to Funding This 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 Tamarac in the annual budget for each fiscal year of this Agreement and is subject to termination based on lack of funding. 17 Venue This Agreement shall be governed by the laws of the State of Florida as now and hereafter in force. The venue for actions arising out of this agreement is fixed in Broward County, Florida. 18 Signatory Authority The Contractor shall provide the City with copies of requisite documentation evidencing that the signatory for Contractor has the authority to enter into this Agreement. 19 Severability; Waiver of Provisions Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non-enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 9 TAMARAC The City For Your Life (ity v/l:.rnurcu his hnsinn rind(nnt•r;(tt Viva.,on 20 Merger; Amendment This Agreement constitutes the entire Agreement between the Contractor and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Contractor and the City. 21 No Construction Against Drafting Party Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 22 Scrutinized Companies -- 287.135 AND 215.473 22.1 By execution of this Agreement, Contractor certifies that Contractor is not participating in a boycott of Israel. Contractor further certifies that Contractor 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 Contractor 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. 22.2 Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to Contractor of the City's determination concerning the false certification. Contractor 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, Contractor 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 Contractor 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. 23 Public Records 23.1 The City of Tamarac is a public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida's Public Records Law. Specifically, the Contractor shall: 23.1.1 Keep and maintain public records required by the City in order to perform the service; 23.1.2 Upon request from the City's custodian of public records, provide the public agency with a copy of the requested records or allow the records io TAMARAC The City For Your Lite I.,iho,;14,land l inihr)) I),). ()„ to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 23.1.3 Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the City. 23.1.4 Upon completion of the contract, transfer, at no cost to the City, all public records in possession of the Contractor, or keep and maintain public records required by the City to perform the service. If the Contractor transfers all public records to the City upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically 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. 23.2 During the term of the contract, the Contractor shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. The form of all records and reports shall be subject to the approval of the City's Auditor. The Contractor agrees to make available to the City's Auditor, during normal business hours and in Broward, Dade or Palm Beach Counties, all books of account, reports and records relating to this contract. 24 E-Verify Compliance As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla.Stat., Consultant and its subcontractors shall, register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. Consultant shall require each of its subcontractors to provide Consultant with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. Consultant shall maintain a copy of the subcontractor's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Consultant, or any subcontractor/subconsultant who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section shall terminate the contract with the person or entity. City, upon good faith belief that a subcontractor knowingly violated the provisions of this section; but Consultant otherwise complied, shall promptly notify Consultant and Consultant shall immediately terminate the contract with the subcontractor. An agreement or contract terminated under the provisions of this section is not a breach of contract and may not be considered such. Any agreement or contract termination under the provisions of this section may be challenged pursuant to Section 448.095(2)(d), Fla. Stat. Consultant acknowledges that upon termination of this Agreement by the City for a violation 11 TAMARAC The City For Your Life (ity of!fallout( Pot(bosom?rind(nnt,t,t is lti4i•.un of this section by Consultant, Consultant may not be awarded a public contract for at least one (1) year. Consultant further acknowledges that Consultant is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Consultant or subcontractor shall insert in any subcontracts the clauses set forth in this section; requiring the subcontractors to include these clauses in any lower tier subcontracts. Consultant shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in this section. 25 Public Records Custodian IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 7525 NW 88TH AVENUE ROOM 101 TAMARAC, FL 33321 (954) 597-3505 CITYCLERK@TAMARAC.ORG 12 TAMARAC The City For Your Life l rf �'1 ,, r,rn r..r:iln•,, c: J l ri ... !' ., IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its Mayor and City Manager, and CONTRACTOR, signing by and through its President / CEO duly authorized to execute same. CITY OF TAMARAC Weitate Michelle J. Gomez, Mayor 4Y--- 10 ;i- 202- a Date r 4Y—• •v event S cuoglu, City Manager / . / I11z�23 /.0. • berly Dill , CMC Date ( ity Clerk /0740,02, TA �i,, Appr• d L :form and legal sufficiency: q,Q /Date /fr,•7_ s 9 root, ity Attorney 4: •i•ABLISHED • ' : <_ /0,3/�� 196 3 •iz SEAL Dat ATTEST: %;;91.9.6• •• • \ Carmeuse Lime and Stone, Inc. 'i,COU•N �` ` C mpany Name ,,1111 Signature of Corporate Secretary Signat a o-710 .iy •f�f Y� /r' ,. ,K#Al/off 6/2orrif 6 -Yflres•WiIIeu ✓ill,4•7 e'% iT Type/Print Name of Corate Secy. f Name of VP— �A 9/ a/ 5 (CORPORATE SEAL) Date 13 TAMARAC The City For Your Life .. .. u',/,i,uk.0 f,1 .t 110(4'• •,.t.t• 1).i •.i•1: CORPORATE ACKNOWLEDGEMENT STATE OF �/-#2S�k %!1/ : : SS COUNTY OF : I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforPcaid and in the County aforesaid to take acknowledgments, personally appeared 1/44l.,710.01- IIIF i , of Corp-i lls/.SG 4a44,F J4,,�, 1/47G., a / 1/1,•. Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. WITNESS my hand and official seal thisJO day of . moi. /Ili _ �_ • 1 x Commonwealth of Pennsylvania•Notary Seal Dana Brooks,Notary Public W Signature of Notary Public Allegheny County My commission expires December 31,2025 State oforl ��rL�rg` / Commission number 1281017 Q ��//Lti Member,Pennsylvania Association of Notaries \.1: //r." f $ CCC/// Print, Type or Stamp Name of Notary Public Er Personally known to me or ❑ A;^;aced Identification Type of I.D. Produced ( DID take an oath, or DID NOT take an oath. 14 Exhibit A - Schedule of Prices AGENCY ANNUAL DELIVERED PRICE DELIVERED PRICE DELIVERED PRICE USAGE PER TON YEAR 1 PER TON YEAR 2 PER TON YEAR 3 City of Hollywood I 5550 l $ 475.001 $ 498.751 $ 523.68 ACO/ZOO® DATE(MM/DDIYYYY) �� CERTIFICATE OF LIABILITY INSURANCE 1/1/2024 12/22/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Lockton Companies NAMEACT Three City Place Drive,Suite 900 PHONEE:q X.Not: St.Louis MO 63141-7081 €.MAIL (314)432-0500 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC I _ INSURER A:State National Insurance Company,Inc. 12831 INSURED Carmeuse Lime,Inc.and all subsidiaries INSURER B:National Union Fire Ins Co Pitts.PA 19445 1356795 11 Stanwix Street,21st Floor INSURER C:AIU Insurance Company 19399 _ Pittsburgh PA 15222 INSURER D INSURER E: .-- INSURER F: COVERAGES CARMU CERTIFICATE NUMBER: 12043280 REVISION NUMBER: XXXXXXX THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 1NSR - ---- ADDL SUER - -- . ---- - - — - - - LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER POLICY EFF POLICY EXP LIMITS (MM/DD/YYYYI,IMM/DD/YYYYI A x COMMERCIAL IGENERALLIABILITY y N RDN-11242-CGX (/1/2023 1/1/2024 EACH OCCURRENCEDAMAGE TO RENTED S 1,000,000 X 1 CLAIMS-MADE [ J OCCUR PREMISES Ea occurrence) S 500,000 ____ .. MED EXP(Any one person) f 15,000 PERSONAL&ADV INJURY S 1,000,000 GEN'L AGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE S 2,000,000 POLICY 1 ECT I 1 LOC PRODUCTS-COMP/OP AGG S 2,000,000 OTHER: $ B AUTOMOBILE LIABILITY N N 8682553 AOS) 1/1/2023 1/1/2024 (Ea aBINEDISINGLE LIMIT) $ 2,000,000 B 8682554 VA) 1/1/2023 1/1/2024 BODILY INJURY(Per S C X ANY AUTO 18682555 MA) 1/1/2023 (/1/2024 XXXXXXX , OWNED SCHEDULED BODILY INJURY(Per f ,_ XXXXXXX ONLY ^ AUTOS er accident) XXXXXXX HIRED NON-OWNED PROPERTY DAMAGE $ XXXXXXX _ AUTOS ONLY AUTOS ONLY Leer accident) S XXXXXXX A X UMBRELLALIAB OCCUR N N RDN-11243-UMX 1/1/2023 1/1/2024 EACH OCCURRENCE f 5,000,000 EXCESS LIAR CLAIMS-MADE AGGREGATE S 5,000,000 DED RETENTIONS $ XXXXXXX WORKERS COMPENSATION PER 0TH- C AND EMPLOYERS'LIABILITY Y/N N WC 067713193(AOS) 1/1/2023 1/1/2024 X STATUTE ERC -_ ANY PROPRIETOR/PARTNER/EXECUTIVEWC 067713192(WI) 1/1/2023 )/1/2024 E.I.EACH ACCIDENT $ 1,000,000 OFFICERMIEMBER EXCLUDED? NIA (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ I.,000 000 II yes,describe under -_DESCRIPTION OF OPERATIONS below E.L DISEASE-POLICY LIMIT S 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may M attached If more apace Is required) CITY OF TAMARAC IS ADDITIONAL INSURED UNDER GENERAL LIABILITY AS REQUIRED BY WRITTEN CONTRACT. CERTIFICATE HOLDER CANCELLATION See Attachment SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 12043280 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. CITY OF TAMARAC ATTN: KEITH K.GLATZ 7525 NW 88TH AVENUE AUTHORIZED REPRESENTAT TAMARAC FL 33321 I ©1988- CORD CORPORATI N. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Attachment Code: D545910 Master ID: 1356795,Certificate ID: 12043280 l 4k) wart CITY OF TAMARAC ATTN: KEITH K. GLATZ 7525 NW 88TH AVENUE TAMARAC FL 33321 To whom it may concern: In our continuing effort to provide timely certificate delivery, Lockton Companies is transitioning to paperless delivery of Certificates of Insurance. • To ensure electronic delivery for future renewals of this certificate, we need your email address. Please contact us via one of the methods below, referencing Certificate ID 12043280. 'Email: STL-edelivery@lockton.com 'Phone: (866) 728-5657 (toll-free) If you received this certificate through an internet link where the current certificate is viewable, we have your email and no further action is needed. In the event your mailing address has changed, will change in the future, or you no longer require this certificate, please let us know using one of the methods above. The above inbox is for providing e-Delivery email addresses for next year's renewal certificates ONLY. Your information will be input within 90 days. Thank you for your cooperation and willingness in reducing our environmental footprint. Lockton Companies Lockton Companies . i . ! . lot !•.:ott ;1)m DocuSign Envelope ID:07809635-C84F-4B2C-8C4B-9114B10ABBEF UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF CARMEUSE LIME & STONE, INC. The undersigned, being all of the members of the Board of Directors of Carmeuse Lime & Stone, Inc.,a Delaware Corporation(the"Corporation"),do hereby vote for,consent to,authorize and adopt the following resolutions by unanimous written consent pursuant to Section 141(f) of the Delaware General Corporation Law, with the same force and effect as if the undersigned had been present at a meeting of the Board of Directors of the Corporation and had voted for the same: WHEREAS, the Corporation desires to restate its entire list of officers in order to reflect changes in the management of the Corporation; RESOLVED, that the following persons be, and they hereby are, elected to the offices set forth opposite their names below and to hold such offices until their successors have been duly elected and qualified: Yves Willems President and CEO Jack Fahler Chief Operating Officer Jose Voisin Chief Information Officer Jonathan Bright Vice President, Finance Jeff Bittner Senior Vice President, Operations Melissa Croll Vice President, Human Resources Alain Baert Vice President, Engineering Phil Piggott Vice President, Sales and Marketing Eric Segal Vice President, Supply Chain Mary D. Colin Treasurer, Assistant Secretary Nicholas Bonarrigo VP Legal and Environmental, General Counsel and Secretary David Mikan Tax Director RESOLVED, that the above elected officers do hereby replace and supplant the previous officers of the Corporation, and the elected officers do hereby commence to serve as officers of the Corporation from the date hereof; RESOLVED, that the officers of the Corporation be, and they hereby are, authorized to do or cause to be done any and all such acts and things and execute and deliver any and all documents and papers as they may deem necessary or appropriate to carry out the purposes of the foregoing resolutions; RESOLVED, that a copy of this Unanimous Written Consent of the Board of Directors be delivered to the Secretary of the Corporation with direction that it be filed and maintained with the corporate records of the Corporation. 1 DocuSign Envelope ID:07809635-C84F-4B2C-8C48-9114B10ABBEF IN WITNESS WHEREOF, the undersigned have executed this Unanimous Written Consent of the Board of Directors as of the 151 Day of January, 2023. PocuSIgn.d by: LS (MILLAI S 4219454F50F470... Yves Willems Eoocu8 by: 30A V46' 4730384F1849492... Jack Fahler Being all the Directors of Carmeuse Lime & Stone, Inc. [Signature Page to Unanimous Consent in Writing of the Board of Directors of Carmeuse Lime& Stone, Inc.] RESOLUTION NO. R25-273 1 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 2 BEACH, FLORIDA, APPROVING A PIGGYBACK AGREEMENT WITH 3 UNIFIRST CORPORATION FOR UNIFORMS WITH RELATED PRODUCTS 4 AND SERVICES IN AN AMOUNT NOT TO EXCEED$160,000 ANNUALLY; 5 AND FOR ALL OTHER PURPOSES. 6 7 WHEREAS, the City desires to purchase Uniforms with Related Products and Services; and 8 WHEREAS, in order to provide City departments with access to a range of uniform apparel, 9 accessories, footwear, and related products and services, various City departments are requesting 10 the City enter into a Piggyback Agreement with UniFirst Corporation ("Vendor") for the supply of 11 uniforms and related products and services utilizing the Sourcewell contract RFP No. 011124; and 12 WHEREAS, the Piggyback Agreement will be in effect until March 25, 2028, and may be 13 renewed for three additional one-year terms, subject to the renewal or extension of the Sourcewell 14 contract RFP No. 011124. The total fee payable per year for the services shall be for an amount 15 not to exceed $160,000; and 16 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 17 best interests of the City's citizens and residents to approve a Piggyback Agreement with Unifirst 18 Corporation for Uniforms with Related Products and Services in an amount not to exceed $160,000 19 annually. 20 21 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 22 BEACH, FLORIDA, THAT: 23 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 24 being true and correct and are hereby made a specific part of this Resolution upon adoption. 25 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 26 approve a Piggyback Agreement with Unifirst Corporation for Uniforms with Related Products and 27 Services in an amount not to exceed $160,000 annually (the "Agreement"), in form and substance 28 similar to that attached as Exhibit A. 29 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 30 authorizes the Mayor to execute the Agreement. The Mayor is further authorized to execute any 31 ancillary documents required under the Agreement or necessary to accomplish the purposes of RESOLUTION NO. R25-273 32 the Agreement, including any term extensions as provided in the Agreement, provided such 33 documents do not modify the financial terms or material terms. 34 SECTION 4. The City Clerk shall retain the fully executed Agreement as a public record 35 of the City. A copy of the fully executed Agreement shall be provided to Joshua McDermott and 36 Theresa Gonzalez to forward to the Vendor. 37 SECTION 5. This Resolution shall take effect in accordance with the law. 38 [SIGNATURES ON THE FOLLOWING PAGE] 39 RESOLUTION NO. R25-273 40 PASSED AND ADOPTED this --p-k day of DC l er 2025. 41 CITY OF BOYNTON BEACH, FLORIDA 42 YES NO 43 Mayor- Rebecca Shelton ✓- 44 45 Vice Mayor-Woodrow L. Hay 46 47 Commissioner-Angela Cruz 48 49 Commissioner-Thomas Turkin 50 51 Commissioner-Aimee Kelley ✓ 53 53 VOTE 14flp 54 AT S : 55 56 I t 57 Maylee D- esus, MPA MC Re cca Shelton 58 City Cler' Mayor 59 ; o.(NTON ‘‘ 60 ;'k.•ite0RArfe•:F- 9 X11 APPROVED AS TO FORM: 61 (Corporate Seal) ,• o;�`'�r AL��;y 62t°I. \NcORP'3,1g0 ; //� Ci f 63 0 )440/#6- �r�✓ 64 �� •••'••..••..••••P 1f Shawna G. Lamb 65 %�� FLOR��s City Attorney PIGGYBACK AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND UNIFIRST CORPORATION This Piggyback Agreement is made as of this `day of DC D e,r , 2025, by and between UniFirst Corporation, a Massachusetts corporation authorized to transact business in Florida, with a principal address of 68 Jonspin Road, Wilmington, MA 01887 hereinafter referred to as "Vendor or "UniFirst", 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 "Customer" or"City." RECITALS WHEREAS, on November 16, 2023, Sourcewell, a State of Minnesota local government unit and cooperative, issued an"Request for Proposals"(RFP)for Uniforms with Related Products and Services to result in a contracting solution for use by its Participating Entities for which they received sixteen (16) responses and subsequently awarded contracts to eight (8) vendors; and WHEREAS, Sourcewell found UniFirst Corporation ("Vendor") to be a responsive, responsible bidder, and awarded it a four-year (4) contract commencing June 11, 2024, and terminating March 25, 2028, with an option to extend the contract for three (3) additional one (1) year terms, RFP No. 011124 ("Master Agreement"); and WHEREAS, the City of Boynton Beach is a Sourcewell participating agency (Account # 21407); and WHEREAS, Sourcewell instituted a cooperative purchasing program under which member Participating Agencies may reciprocally utilize competitively solicited Master Agreements awarded by the Principal Procurement Agency; 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 provide City departments with access to a range of uniform apparel, accessories, footwear, and related products and services, various City departments are requesting the City enter into a Piggyback Agreement with the Vendor for the supply of uniforms and related products and services; 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"A." 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 in this Agreement. 2. TERM: The term of this Agreement commences on full execution by the parties and will remain in effect until March 25, 2028. The Agreement may be renewed for three (3) additional one-year terms. The Mayor is authorized to execute any renewal amendments. 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 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 "Participating Entity" 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 One Hundred Sixty Thousand Dollars$160,000.00 per year. A copy of Vendor's Proposal for the City is attached hereto as Exhibit "B" and incorporated herein by this reference. Vendor agrees to supply, and City agrees to rent, consistent with the Scope of Service outlined on Exhibit"C"attached hereto, garments and/or other items as described on Exhibit B attached hereto and related pick-up/delivery, water-wash and repair services ("Services")from Company. For all Services procured under this Agreement the additional terms and conditions attached hereto in Exhibit"C"shall apply. 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 emailed to: AP@bbfl.us 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. All invoices and related account statements shall be submitted to the City electronically. For the purposes of this Agreement, an invoice shall not be considered proper unless submitted in the required electronic format and approved by the City's Accounts Payable Director or their designee. 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, the prevailing Party shall be entitled to 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 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 in Palm Beach County, Florida. This Agreement shall be construed under Florida Law. 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 for convenience upon thirty (30) calendar days of written notice to the Vendor 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. 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, 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, damages, orders,judgments, or decrees, sustained by the City to the extent arising out of or resulting from (A) Vendor's breach of Agreement, (B) negligence, recklessness, or intentional wrongful conduct by Vendor's, its agents, and employees, in performing its obligations under this Agreement, and (C) Vendor's failure to take out and maintain insurance as required under this Agreement. 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. 18. NO SPECIAL DAMAGES. In no event shall either Party be liable to the other for any special damages, speculative damages, indirect, special, punitive, exemplary, incidental, consequential,loss of profits,or other damages or losses of any kind whatsoever,no matter what the cause. 19. 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. 20. 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. 21. ORDER OF PREFERENCE: In the event of any conflict between or among the provisions of this Agreement, the Master Agreement, and those of any exhibit attached hereto, the priority, in decreasing order of preference shall be: 1) provisions in this Agreement; 2)provisions in the Master Agreement; and 3)exhibits to this 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 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. 26.ANTI-HUMAN TRAFFICKING. On or before the Effective Date of this Agreement, Vendor shall provide City with an affidavit attesting that the Vendor does not use coercion for labor or services, in accordance with Section 787.06(13), Florida Statutes. Signature Page to follow IN WITNESS OF THE FOREGOING,the parties have set their hands and seals the day and year first written above. CITY OF BOYNTON BEACH, FLORIDA UNIFIRST CORPORATION i,/... Reb cca Shelton, Mayor .':nature), UniFirst Cor •ation ./ae 77 /x/ Print Name of Authorized Official ry .///(c ✓, Title Approved as to Form: A,.,,,.. Gni Shawna G. Lamb, City Attorney (Corporate Seal) Attest/Authenticate : Attested/Authenticated: /Z next: '.(�/��/ 7 ( gnature), Witness L / P id!! __ 4..ta- .-'0,\a.� N 0. 1-�'7 Mayle, D i esus, ty CI; •k Print Name ..� voYNTp`�� O� •••POR••N� 1 1'416'6' AT •••F �1 i SEAL "•••=." • INCORPORATED: f '14 %.• 1920 ' t '‘ LORIDP EXHIBIT "A" AGREEMENT BETWEEN SOURCEWELL AND UNIFIRST CORPORATION DocuSign Envelope ID 9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 011 124-UFC Mit Sourcewell Solicitation Number: RFP #011124 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and UniFirst Corporation, 68 Jonspin Road, Wilmington, MA 01887 (Supplier). Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to eligible federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit,tribal government, and other public entities located in the United States and Canada. Sourcewell issued a public solicitation for Uniforms with Related Products and Services from which Supplier was awarded a contract. Supplier desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell's cooperative purchasing contracts (Participating Entities). 1. TERM OF CONTRACT A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below. EXPIRATION DATE AND EXTENSION. This Contract expires March 25, 2028, unless it is cancelled sooner pursuant to Article 22. This Contract allows up to three additional one-year extensions upon the request of Sourcewell and written agreement by Supplier. Sourcewell retains the right to consider additional extensions beyond seven years as required under exceptional circumstances. B. SURVIVAL OF TERMS. Notwithstanding any expiration or termination of this Contract, all payment obligations incurred prior to expiration or termination will survive, as will the following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All other rights will cease upon expiration or termination of this Contract. Rev.3/2022 1 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODECD8F 011124-UFC 2. EQUIPMENT, PRODUCTS, OR SERVICES A. EQUIPMENT, PRODUCTS, OR SERVICES. Supplier will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. Supplier's Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. All purchased Equipment and Products provided under this Contract must be new and the current model. All rented Products provided under this Contract will be new at the time each site is initially installed into service. Supplier may offer close-out or refurbished Equipment or Products if they are clearly indicated in Supplier's product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity's site. This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed. B. WARRANTY. Supplier warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and when new and prior to use are free from defects in design, materials, and workmanship. All Products will be processed, mended, and finished in accordance with the generally accepted standards of the textile rental industry Supplier makes no other representations, warranties, or conditions, express or implied by law, statutory or otherwise, including, without limitation, the design or condition of the Products, their merchantability or their fitness, capacity or durability for any particular use. To the extent assignable, any manufacturer's warranty that extends beyond the expiration of the Supplier's warranty will be passed on to the Participating Entity. C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution and throughout the Contract term, Supplier must provide to Sourcewell a current means to validate or authenticate Supplier's authorized dealers, distributors, or resellers relative to the Equipment, Products, and Services offered under this Contract, which will be incorporated into this Contract by reference. It is the Supplier's responsibility to ensure Sourcewell receives the most current information. 3. PRICING All Equipment, Products, or Services under this Contract will be priced at or below the price stated in Supplier's Proposal. When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity's total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity's requested delivery location. Rev.3/2022 2 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECDBF 01 1 124-UFC Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase. A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Supplier must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities. Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Supplier as soon as possible and the Supplier will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity. Supplier must arrange for and pay forthe return shipment on Equipment and Products that arrive in a defective or inoperable condition. Sourcewell may declare the Supplier in breach of this Contract if the Supplier intentionally delivers substandard or inferior Equipment or Products. B. SALES TAX. Each Participating Entity is responsible for supplying the Supplier with valid tax- exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity. C. HOT LIST PRICING. At any time during this Contract, Supplier may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Supplier determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below. Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities. 4. PRODUCT AND PRICING CHANGE REQUESTS Supplier may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Supplier Development Administrator. This Rev.3/2022 3 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 011 124-UFC approved form is available from the assigned Sourcewell Supplier Development Administrator. At a minimum, the request must: • Identify the applicable Sourcewell contract number; • Clearly specify the requested change; • Provide sufficient detail to justify the requested change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Change Request Form will become an amendment to this Contract and will be incorporated by reference. 5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS A. PARTICIPATION. Sourcewell's cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities. The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity's authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Supplier understands that a Participating Entity's use of this Contract is at the Participating Entity's sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source. Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract. B. PUBLIC FACILITIES. Supplier's employees may be required to perform work at government- owned facilities, including schools. Supplier's employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws. Rev.3/2022 4 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODECD8F 011124-UFC 6. PARTICIPATING ENTITY USE AND PURCHASING A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Supplier that it intends to access this Contract; however,order flow and procedure will be developed jointly between Sourcewell and Supplier. Typically, a Participating Entity will issue an order directly to Supplier or its authorized subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration or cancellation of this Contract; however, Supplier performance, Participating Entity payment obligations, and any applicable warranty periods or other Supplier or Participating Entity obligations may extend beyond the term of this Contract. Supplier's acceptable forms of payment are included in its attached Proposal. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity. B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Supplier, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entities may require the use of a Participating Addendum, the terms of which will be negotiated directly between the Participating Entity and the Supplier or its authorized dealers, distributors, or resellers, as applicable. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract. C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements not addressed in this Contract (such as e- commerce specifications, specialized delivery requirements, or other specifications and requirements), the Participating Entity and the Supplier may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement. D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Supplier in the event of any of the following events: 1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the equipment, products, or services to be purchased; or 2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity's requirements. Rev.3/2022 5 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 011124-UFC E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity's order will be determined by the Participating Entity making the purchase. 7. CUSTOMER SERVICE A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for: • Maintenance and management of this Contract; • Timely response to all Sourcewell and Participating Entity inquiries; and • Business reviews to Sourcewell and Participating Entities, if applicable. B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, sales data reports, performance issues, supply issues, customer issues, and any other necessary information. 8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Supplier must provide a contract sales activity report (Report) to the Sourcewell Supplier Development Administrator assigned to this Contract. Reports are due no later than 45 days after the end of each calendar quarter. A Report must be provided regardless of the number or amount of sales during that quarter(i.e., if there are no sales, Supplier must submit a report indicating no sales were made). The Report must contain the following fields: • Participating Entity Name (e.g., City of Staples Highway Department); • Participating Entity Physical Street Address; • Participating Entity City; • Participating Entity State/Province; • Participating Entity Zip/Postal Code; • Participating Entity Contact Name; • Participating Entity Contact Email Address; • Participating Entity Contact Telephone Number; • Sourcewell Assigned Entity/Participating Entity Number; • Item Purchased Description; • Item Purchased Price; • Sourcewell Administrative Fee Applied; and • Date Purchase was invoiced/sale was recognized as revenue by Supplier. Rev.3/2022 6 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 011124-UFC B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Supplier will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Supplier may not charge Participating Entities more than the contracted price to offset the Administrative Fee. The Supplier will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Supplier's name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above "Attn: Accounts Receivable" or remitted electronically to Sourcewell's banking institution per Sourcewell's Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter. Supplier agrees to cooperate with Sourcewell in auditing transactions underthis Contract to ensure that the administrative fee is paid on all items purchased underthis Contract. In the event the Supplier is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Supplier in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract's expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date. 9. AUTHORIZED REPRESENTATIVE Sourcewell's Authorized Representative is its Chief Procurement Officer. Supplier's Authorized Representative is the person named in the Supplier's Proposal. If Supplier's Authorized Representative changes at any time during this Contract, Supplier must promptly notify Sourcewell in writing. 10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER,AND CONTRACT COMPLETE A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant to this Contract are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract. B. ASSIGNMENT. Neither party may assign or otherwise transfer its rights or obligations under this Contract without the prior written consent of the other party and a fully executed assignment agreement. Such consent will not be unreasonably withheld. Any prohibited assignment will be invalid. Rev.3/2022 7 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 011124-UFC C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been duly executed by the parties. D. WAIVER. Failure by either party to take action or assert any right under this Contract will not be deemed a waiver of such right in the event of the continuation or repetition of the circumstances giving rise to such right. Any such waiver must be in writing and signed by the parties. E. CONTRACT COMPLETE. This Contract represents the complete agreement between the parties. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22 of this Contract, the terms of Articles 1-22 will govern. F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership,joint venture, or any other relationship such as master-servant, or principal-agent. 11. INDEMNITY AND HOLD HARMLESS Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys' fees incurred by Sourcewell or its Participating Entities, arising out of any negligent act or omission in the performance of this Contract by the Supplier or its agents or employees.. Sourcewell's responsibility will be governed by the State of Minnesota's Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law. 12. GOVERNMENT DATA PRACTICES Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, maintained, or disseminated by the Supplier under this Contract. 13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT A. INTELLECTUAL PROPERTY 1. Grant of License. During the term of this Contract: a. Sourcewell grants to Supplier a royalty-free, worldwide, non-exclusive right and license to use the trademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell's relationship with Supplier. Rev.3/2022 8 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECDBF 011124-UFC b. Supplier grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Supplier's trademarks in advertising and promotional materials for the purpose of marketing Supplier's relationship with Sourcewell. 2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers, resellers, marketing representatives, and agents (collectively "Permitted Sublicensees") in advertising and promotional materials for the purpose of marketing the Parties' relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees. 3. Use; Quality Control. a. Neither party may alter the other party's trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos. b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party's trademarks only in good faith and in a dignified manner consistent with such party's use of the trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated. 4. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party's name or logo (excepting Sourcewell's pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell's written directions. B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Supplier individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract. C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development Administrator assigned to this Contract. D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment, Products, or Services. Rev.3/2022 9 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODECD8F 011124-UFC 14. GOVERNING LAW,JURISDICTION, AND VENUE The substantive and procedural laws of the State of Minnesota will govern this Contract. Venue for all legal proceedings arising out of this Contract, or its breach, must be in the appropriate state court in Todd County, Minnesota or federal court in Fergus Falls, Minnesota. 15. FORCE MAJEURE Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party's reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default. 16. SEVERABILITY If any provision of this Contract is found by a court of competent jurisdiction to be illegal, unenforceable, or void then both parties will be relieved from all obligations arising from that provision. If the remainder of this Contract is capable of being performed, it will not be affected by such determination or finding and must be fully performed. 17. PERFORMANCE, DEFAULT, AND REMEDIES A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows: 1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Supplier will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties. 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Supplier may escalate the resolution of the issue to a higher level of management. The Supplier will have 30 calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Supplier must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Supplier fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, the Supplier will bear any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed. B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default: 1. Nonperformance of contractual requirements, or 2. A material breach of any term or condition of this Contract. Rev.3/2022 10 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 0l 1124-UFC The party claiming default must provide written notice of the default, with 30 calendar days to cure the default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non-defaulting party may: • Exercise any remedy provided by law or equity, or • Terminate the Contract or any portion thereof, including any orders issued against the Contract. 18. INSURANCE A. REQUIREMENTS. At its own expense, Supplier must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an "AM BEST" rating of A- or better, with coverage and limits of insurance not less than the following: 1. Workers'Compensation and Employer's Liability. Workers' Compensation: As required by any applicable law or regulation. Employer's Liability Insurance: must be provided in amounts not less than listed below: Minimum limits: $500,000 each accident for bodily injury by accident $500,000 policy limit for bodily injury by disease $500,000 each employee for bodily injury by disease 2. Commercial General Liability Insurance. Supplier will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office ("ISO") Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for products liability-completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Supplier will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms Rev.3/2022 11 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODECD8F 011124-UFC no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent. Minimum Limits: $1,000,000 each accident, combined single limit 4. Umbrella Insurance. During the term of this Contract, Supplier will maintain umbrella coverage over Employer's Liability, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 5. Network Security and Privacy Liability Insurance. During the term of this Contract, Supplier will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Supplier's security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data — including but not limited to, confidential or private information, transmission of a computer virus, or denial of service. Minimum limits: $2,000,000 per occurrence $2,000,000 annual aggregate Failure of Supplier to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default. B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf. Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Supplier's commercial general liability insurance policy with respect to liability arising out of activities, "operations," or "work" performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsement(s) must further provide that coverage is Rev.3/2022 12 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 011124-UFC primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. D. WAIVER OF SUBROGATION. Supplier waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention. 19. COMPLIANCE A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold. B. LICENSES. Supplier must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Supplier conducts with Sourcewell and Participating Entities. 20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in writing. Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. Rev.3/2022 13 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 011124-UFC 21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional requirements based on specific funding source terms or conditions. Within this Article, all references to "federal" should be interpreted to mean the United States federal government. The following list only applies when a Participating Entity accesses Supplier's Equipment, Products, or Services with United States federal funds. A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of "federally assisted construction contract" in 41 C.F.R. § 60- 1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 C.F.R. § 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." The equal opportunity clause is incorporated herein by reference. B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of$2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti-Kickback" Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must be in compliance with all applicable Davis-Bacon Act provisions. Rev.3/2022 14 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODECD8F 011 1 24-UFC C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of$100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of "funding agreement" under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement,"the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT(33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of$150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Supplier certifies that during the term of this Contract will comply with applicable requirements as referenced above. F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared Rev.3/2022 15 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 01 1 124-UFC ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352). H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 fora period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Supplier that are directly pertinent to Supplier's discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Supplier's personnel for the purpose of interview and discussion relating to such documents. L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in Rev.3/2022 16 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODECDBF 0 1 1 124-UFC guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre-approval. N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Contract or any purchase by a Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Contract or any purchase by an authorized user. O. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and Statements) applies to the Supplier's actions pertaining to this Contract or any purchase by a Participating Entity. P. FEDERAL DEBT. The Supplier certifies that it is non-delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments. Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to the anticipated work under this Contract raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested. R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S. Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism. S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Contract it will comply with applicable requirements of 2 C.F.R. § 200.216. Rev.3/2022 17 DocuSign Envelope ID:9A06440E-93CF-48A6-92E3-A8FCFODECD8F 011124-UFC T. DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Contract will comply with applicable requirements of 2 C.F.R. § 200.322. 22. CANCELLATION Sourcewell or Supplier may cancel this Contract at any time, with or without cause, upon 60 days' written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Supplier's Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation. Sourcewell UniFirst Corporation ,-DocuSigned by: DocuSigned by: [ ctva By �COFD2A1 9D06489. may. C1504866F1CF420 Jeremy Schwartz David M. Katz Title: Chief Procurement Officer Title: Executive Vice President Date: 6/11/2024 I 1:43 PM CDT Date: 6/11/2024 I 9:11 AM CDT Rev.3/2022 18 DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F RFP 011124 - Uniforms with Related Products and Services Vendor Details Company Name: UniFirst Corporation 68 Jonspin Rd Address: Wilmington, MA 01887 Contact: Jesse Daggett Email: jesse_daggett@unifirst.com Phone: 903-279-1442 HST#: Submission Details Created On: Friday November 17,2023 08:21:21 Submitted On: Thursday January 11,2024 08:31:57 Submitted By: Robert Crossley Email: Robert_Crossley@unifirst.com Transaction#: 91878458-cae2-4a2d-94e9-481c95f372ea Submitter's IP Address: 207.126.196.16 Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-48A6-92E3-A8FCFODECD8F Specifications Table 1: Proposer Identity &Authorized Representatives General Instructions (applies to all Tables)Sourcewell prefers a brief but thorough response to each question. Do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; respond "N/A" if the question does not apply to you (preferably with an explanation). Line Question Response* Item 1 Proposer Legal Name (one legal entity only): UniFirst Corporation (In the event of award, will execute the • resulting contract as "Supplier") 2 Identify all subsidiary entities of the Proposer Parent whose equipment, products, or services are UniFirst Corporation included in the Proposal. 68 Jonspin Rd Wilmington, MA 01887 (800) 347-7888 Provides uniforms and work apparel to customers throughout the U.S. and Canada primarily through managed purchase and rental programs. It also provides various facility services products, such as floor mats, mops, wiping towels, and restroom products. Manufacturing UniFirst Corporation Manufacturing Damian Carmona No 5 Ebano, San Luis, Mexico 79100 UniFirst Corporation Manufacturing Calle Antiguo Libramineto S/N Col. Altavista CD Valles, San Luis Potosi, Mexico 79050 Cardenas-Mexico Ave Municip Libre Esquina Con Higinio Olivo S/N Cardenas, SL CP 79380 UniFirst Nicaragua S.A. Km 47 Carretera Tipitapa A Masaya Zona Franca Astro Nicaragua Nave #23 Managua, Nicaragua, NI Cave City Mat Manufacturing 1 UniFirst Drive Cave City, AR 72521 Distribution Owensboro Distribution Center 2801 UniFirst Drive Owensboro, KY 42301 Mississauga Distribution Center 5250 Orbitor Drive Mississauga, Ontario, L6W 5G7 Subsidiaries: UniFirst Canada, Limited 5250 Orbitor Drive Mississauga, Ontario L4W 5G7 A separate operating unit, UniFirst Canada Ltd. manages all the Canadian Direct Sale programs for Canadian customers from their Head Office and main Distribution Centre located in Mississauga, Ontario. Rental laundry facilities are located across Canada in Montreal, Quebec City, Toronto, London, Ottawa, Pickering, Lethbridge, Calgary, Edmonton, Saskatoon and Vancouver. More than two-thirds of Canada's population can be served from these facilities. UniTech Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F P.O. Box 51957 295 Parker Street Springfield, MA 01151 The leading supplier of high-tech laundry and protective clothing programs to the nuclear industry. For more than 40 years, a network of strategically located facilities and a fleet of dedicated delivery vehicles and mobile units (laundry, metal decon, and respirator) have provided radiological laundry and protective wear services to nuclear facilities around the world. UniFirst First Aid & Safety 4159 Shoreline Drive St. Louis, MO 63045 (314) 344-1100 Provides companies like yours with high quality first aid cabinets, supplies and specialty kits to enable greater worker safety and full OSHA compliance. With UniFirst First Aid + Safety's combination of products, training and service, your work force will be healthier, more productive and stay on-the-job longer. UniClean 8 Industrial Park Drive Nashua, NH 03062 3 Identify all applicable assumed names or DBA UniFirst Corporation names of the Proposer or Proposer's subsidiaries in Line 1 or Line 2 above. Manufacturing UniFirst Corporation Manufacturing UniFirst Nicaragua S.A. Cave City Mat Manufacturing UniFirst Canada, Limited UniTech UniFirst First-Aid Corporation UniClean 4 Provide your CAGE code or Unique Entity OZSG7 Identifier (SAM): 5 Proposer Physical Address: UniFirst Corporation 68 Jonspin Road " Wilmington, MA 01887 6 Proposer website address (or addresses): https://unifirst.com/ 7 Proposer's Authorized Representative (name, David M. Katz title, address, email address & phone) (The Executive Vice President representative must have authority to sign Sales & Marketing the "Proposer's Assurance of Compliance" on behalf of the Proposer and, in the event of UniFirst Corporation ` award, will be expected to execute the 68 Jonspin Road resulting contract): Wilmington, MA 01887 Office: 978.658.8888, ext. 4060 Mobile: 978.404.6647 8 Proposer's primary contact for this proposal Marcos Branch (name, title, address, email address & phone): National Account Executive UniFirst Corporation 6928 Commerce Avenue El Paso, TX 79915 Cell: 480.516.3996 Marcos_Branch@UniFirst.com Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 9 Proposer's other contacts for this proposal, if Rick Shaw any (name, title, address, email address & Director — National Account Services phone): UniFirst Corporation 68 Jonspin Road Wilmington, MA 01887 Office: 888-256-5255 ext. 8364 Cell: 360-852-4647 Richard_Shaw@UniFirst.com Brian Dorris Apparel Program Sales Executive UniFirst Corporation 9951 Inkster Rd. Taylor, MI 48174 248.786.9703 Brian_Dorris@UniFirst.corn Scott A. Radvin National Account Manager Corporate Trainer UniFirst First Aid + Safety 3499 Rider Trail South Earth City, MO 63045 239.287.7312 Scott_Radvin@unifirst.com https://unifirstfirstaidandsafety.com/ https://www.sgworldusa.com/pages/unifirst Table 2: Company Information and Financial Strength Line Question Response item 10 Provide a brief history of your company, History including your company's core values, From our modest beginnings in an eight-stall garage in Boston in 1936, UniFirst business philosophy, and industry longevity Corporation has become an industry leader and remains one of the fastest growing related to the requested equipment, products companies in the $39 billion Uniform and Textile Services business. or services. Core values Our Founder, Aldo Croatti, was the Visionary who made UniFirst the industry leader it is today. His core values in business were the building blocks of our company and remain the foundation of our Corporate culture today. They are: CUSTOMER FOCUS RESPECT FOR OTHERS COMMITMENT TO QUALITY Philosophy Our mission "To Serve The People Who Do The Hard Work; Helping them succeed and deliver for what gives their lives meaning,", is a powerful commitment to taking care of our customers and our Team Partners which has always been core to our culture at UniFirst. It became clearer than ever during the pandemic that our hardworking customers make up the essential workforce in our country that is critical to supporting our communities and the economy. They are making and serving food, supporting our energy infrastructure, taking care of us when we are sick, manufacturing essential products, and much, much more. IWe certainly include our own Team Partners as part of that essential group of hardworking people as well. We are committed to conducting our business in a fair, honest, and responsible manner in accordance with all environmental and government regulations and with the highest standards of business ethics. As we enter our ninth tenth decade of service to North American business, all of us at UniFirst are working hard to ensure our company's continued leadership in the 21st. century. All of our ongoing investments and efforts are focused on accomplishing one thing, which is our number-one long-term goal: to become universally recognized as the best service provider in our industry. We recognize that staying on top depends on the level and quality of our service, and we realize that if we are to excel, we must be seen as exceptional by every customer we serve. Each UniFirst employee-partner understands this and it's their commitment and effort that will be the driving force behind our success. Listening to our customers and prospective customers is a continuing priority. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F Related Longevity UniFirst has been in business providing uniform services for 87 years. As the only public company within its industry to grow revenues every year since 1936, including each of the recent recessionary years, UniFirst may have just such a "secret formula." UniFirst supplies and services uniforms that are "job-fitted work clothes" tailored to the needs of companies throughout the U.S. and Canada. UniFirst's overall Customer retention rate for the past 3 years is over 97%. Over the past 10 years our annual percentage of controllable lost accounts has remained under 5% and our contract renewal rate has actually increased year- to- year. We've dedicated ourselves to achieving it and as a result are widely recognized as being the premium service provider in the industry. With industry averages approaching 90%, we believe we are setting the pace for business retention in the industry as the Premium Supplier. Our "Customers for Life" programs and overall business philosophy is a key differentiation between UniFirst and its competitors. Products Standard Work-wear: From factory coveralls to lab coats, to foodservice smocks — UniFirst's Industrial Wear line offers apparel for workers in virtually every occupation. Beyond a complete selection of primary garments, cover-ups, and outerwear, UniFirst also provides accessory items like gloves, hats, footwear, and protective gear - making "head-to-toe" outfitting more than just a marketing slogan. Most of the line's apparel items boast our Industrial Laundry Safe seal, meaning they are ideally constructed to hold up to UniFirst's rigorous industrial laundry process. Compared to home laundering, we use stronger detergents, longer agitation cycles, and higher temperatures to get even hard-use clothing their cleanest. UniFirst currently self-manufactures 607% of its overall industrial garment needs. Flame Resistant Apparel: Wherever business is hot (literally), UniFirst is on the job. Our Fflame-rResistant (FR) apparel offers important secondary protection from flash fire, electric arcs, and other potentially hazardous flame conditions. Our FR garments look and feel comfortable but offer great durability and the added protection of flame-resistance. UniFirst currently self manufactures over half of its overall FR needs. UniFirst also carries Flame ResistantFR Aapparel specific for the foodservice industry - Samples are available. Hi Visibility Garments: For those whose jobs place them in potentially hazardous traffic environments, UniFirst offers the latest HIGHVISIBILIY WORKWEAR SOLUTIONS. Our ANSI compliant Hi-Vis garments make workers visible to drivers at much greater distances than simple enhanced visibility wear. And workers who are more easily seen by motorists and oncoming traffic are safer and happier on the job. Corporate Casual Attire: All across North America, the casual dress trend has taken hold. But the need for professional polish remains as strong as ever. UniFirst responds with Corporate Casual attire that allows employees to "dress down" while maintaining a decidedly business-like look. Our growing Corporate Casual line includes hundreds of items, all available with our own embroidered or screen-printed personalization. In this and other product categories, UniFirst offers the industry's fastest new installation and replenishment service available, thanks largely to our ISO 9001:2015 registered, 320,000 sq. ft. Owensboro, KY Central Distribution Facility, the only such facility in the industrial rental garment business. Floorcare and Dust Control Services: Creating a safe, attractive workplace is a process that begins from the ground up. It's no wonder, then, that UniFirst's floorcare products are underfoot in offices and factories from coast-to-coast. Through our rental programs, we regularly clean and rotate items, saving businesses significant maintenance time and expense. Supplying walk-off and logo mats; scraper and anti-fatigue mats; wet and dry mops; as well as various wiping products, UniFirst keeps workplaces clean and inviting, while protecting employees and your Members alike. UniFirst self-manufactures over 97% of its total floorcare needs (mats and dust mops) from its Arkansas manufacturing facility so that we provide customers with an even greater level of color selection, and overall value than was previously available. In business, quality and image are around-the-clock imperatives, often extending beyond work apparel. Restroom Services from UniFirst benefits both a company's employees and its Customers. Products such as hand soaps, sanitizers, air fresheners, disposable towels and tissue, as well as required dispensers, address health and sanitary concerns, while conveying a focus on cleanliness that speaks of a total commitment to quality. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ASFCFODECD8F Services When you participate in a full-service UniFirst uniform program, up-front clothing investments are eliminated. We outfit employees in the clothing of your choice, provide weekly cleaning, garment maintenance, and issue replacements as necessary. We handle all the program administration for your employee uniforms and services, eliminating the worries and headaches. And it's all for one low weekly charge per employee (or per product). Rent, lease, or buy work uniforms Sourcewell's Members can assume as little or as much responsibility as they wish for their overall uniform program by electing to rent, lease, or buy. With the proper care and ongoing maintenance, Members can be assured their UniFirst workwear (and facility service) products are always in top shape. Work Uniform Rental includes program administration, laundering, delivery, repairs, replacements, and more. UniFirst full-service uniform rental programs include: When you participate in a full-service UniFirst uniform program, up-front clothing investments are eliminated. We outfit employees in the clothing of your Member's choice, provide weekly cleaning, garment maintenance, and issue replacements as necessary. We handle all the program administration for your Member's employee uniforms and services, eliminating the worries and headaches. And it's all for one low weekly charge per employee (or per product). How our rental programs work More than 270 UniFirst service centers throughout the U.S. and Canada provide a total uniform and Facility Service package. With a full-service rental program, you get: • Professional on-site needs analysis • More than 40,000 in-stock product SKUs to choose from • Measurement/fitting of each wearer conducted at your location(s) • Specified number of garments for each individual • Professional laundering and finishing • Regularly scheduled uniform deliveries and product replenishment • Inspection of all work clothing for rips, flaws, missing buttons, etc. • Automatic garment repairs • Automatic replacement of overly worn or damaged garments • Inventory control with itemization by employee (or product) • Quick outfitting of new employees • Full program management Triple Pro Service You will get three dedicated UniFirst professionals working on your account at all times. There's a dependable Route Service Representative who'll keep your program running smoothly day- in and day- out, a Service Manager whose primary responsibility is to see that you're getting everything you need when you need it, and a helpful local Customer Service Representative who's always ready to provide immediate assistance. Through the efforts of this hard-working team, we guarantee 24-hour response to any problem, question, or request. Every delivery day your Route Representative will check with you to see if there are any new employees to be added to the program. If there are, these additional people will be documented on the invoice. If you don't want to wait until your next delivery day, call your local UniFirst office and ask to speak with the Customer Service Rep. The Route Representative will size all new employees (or you can give their sizes over the phone) and uniforms will be ordered within 24 hours. You can expect stock garments in standard sizes to arrive on the next delivery day. Non- stock garments or non-standard sizes will take a little longer. For rental uniforms UniFirst does not measure your employees. Rather, we have your employees actually try on the garments, as we have found that this process better ensures proper fit. We have also found that lists, prepared in advance, that detail the employees to be sized, at a given sizing session, and the type and number of garments that each employee is entitled to receive, greatly assists the sizing process. 11 What are your company's expectations in the In the years UniFirst has held the contract for uniforms, we've grown Sourcewell event of an award? (formerly NJPA), to be our largest National Account Preferred Vendor program with annual revenues exceeding $10M. In the event we're able to re-secure Sourcewell' s uniform contract we are confident our program will, at a minimum, double over the course of the contract if not grow 2.5-3X based on our experience, ongoing sales efforts, management and rep awareness of the program and all the marketing and educating of Sourcewell members and/or prospective members these past years. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 12 Demonstrate your financial strength and UniFirst has been in business providing uniform services for 87 years. As the only stability with meaningful data. This could public company within its industry to grow revenues every year since 1936, including include such items as financial statements, each of the recent recessionary years, UniFirst may have just such a "secret SEC filings, credit and bond ratings, letters formula." UniFirst supplies and services uniforms that are 'job-fitted work clothes" of credit, and detailed reference letters. tailored to the needs of companies throughout the U.S. and Canada. Upload supporting documents (as applicable) in the document upload section of your Strong Financial History response. Long history of consistent growth, including during recession Stable, contractual revenues in the core laundry business Strong cash flows UniFirst is debt free, our Debt Free/Cash Rich balance sheet position, allows us to commit to our industry leading product/facility reinvestment. That reinvestment will allow your members to enjoy the best-in-class service from the Premium Supplier in the industry for the life of the Sourcewell Uniform Program partnership . . . UniFirst had no long-term debt outstanding as of August 26, 2023. UniFirst has cash, cash equivalents and short-term investments totaled $89.6 million as of August 26, 2023. . . and is essentially debt-free for over 10 years. As the only public company within its industry to grow revenues every year since 1936, including each of the recent recessionary years, UniFirst may have just such a "secret formula." UniFirst is debt free, our balance sheet position allows us to commit to our industry leading product/facility reinvestment. That reinvestment will allow you to enjoy the best-in-class service from the Premium Supplier in the industry for the life of the facility service partnership. FY 2023 Revenues: $2.233 Billion . . . an increase of 11.6% over previous FY. Please see the attached "UniFirst Quarterly Report or the quarterly period ended November 25, 2023." 13 What is your US market share for the 16% solutions that you are proposing? 14 What is your Canadian market share for the 17% solutions that you are proposing? 15 Has your business ever petitioned for No bankruptcy protection? If so, explain in detail. 16 How is your organization best described: is During the fiscal year ended August 26, 2023 ("fiscal 2023"), we manufactured it a manufacturer, a distributor/dealer/reseller, approximately 60% of the garments we placed in service. These were primarily work or a service provider? Answer whichever pants and shirts manufactured at three of our plants located in San Luis Potosi, question (either a) or b) just below) best Mexico, one plant located in Managua, Nicaragua, as well as at subcontract applies to your organization. manufacturers that we utilize within our sourcing strategy to balance demand and a) If your company is best described as optimize costs. Because we design and manufacture a majority of our own uniforms a distributor/dealer/reseller (or similar entity), and protective clothes, we can produce custom garment programs for our larger provide your written authorization to act as a customers, offer a diverse range of such designs within our standard line of distributor/dealer/reseller for the manufacturer garments and better control the quality, price and speed at which we service such of the products proposed in this RFP. If garments. applicable, is your dealer network independent or company owned? Headquartered in Wilmington, Massachusetts, we are a North American leader in b) If your company is best described as the supply and servicing of uniform and workwear programs, as well as the delivery a manufacturer or service provider, describe of facility service programs. Together with our subsidiaries, we also provide first aid your relationship with your sales and service and safety products, and manage specialized garment programs for the cleanroom force and with your dealer network in and nuclear industries. We manufacture our own branded workwear, protective delivering the products and services clothing, and floorcare products, as well as offer products from industry leading proposed in this RFP. Are these individuals suppliers; and with 270 service locations, over 300,000 customer locations, and your employees, or the employees of a third approximately 16,000 employee Team Partners, we outfit more than 2 million party? workers each business day. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID: 9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 17 If applicable, provide a detailed explanation UniFirst is in good standing in the state of its incorporation, is qualified to do outlining the licenses and certifications that business in each state in which it proposes to provide products and/or services and are both required to be held, and actually has all licenses and permits necessary or required to provide such products and/or held, by your organization (including third services. parties and subcontractors that you use) in pursuit of the business contemplated by this UniFirst operates the largest network of ISO 9001:2015 Ccertified laundry facilities RFP. in the world. It has manufacturing facilities, and its primary distribution center is ISO 9001:2015 Certified. This process includes the creation of detailed training and communication programs for all team partners on maintaining appropriate procedures for quality and service controls. UniFirst maintains a state-of-the-art distribution center in Owensboro, Kentucky and three ISO 9001-2015 Certified garment manufacturing facilities in Mexico and also a manufacturing facility in Nicaragua. In-house manufacturing, producing millions of garments annually, provides a unique level of vertical integration that not only lowers the cost of uniforms we offer through our uniform programs, but also permits the creation of custom-designed garments for image-conscious companies. The latter often affords UniFirst a distinct competitive advantage. UniFirst belongs to the following Associations: Food Service Grocery Manufacturers/Food Products Association American Association of Meat Processors International HACCP Alliance. Environmental Uniform and Textile Service Association (UTSA) Textile Rental Services Association (TRSA) Laundry Environment Stewardship Program (LaundryESP®) U.S. Green Building Council (USGBC) Canada Green Building Council (CaGBC). Energy Star and Green Lights® Business Partner Green SeaITM certified. Eco-LogoM certified. Healthcare AORN (Association of Operating Room Nurses) APIC (Association for Professionals in Infection Control and Epidemiology) ASHES (American Society for Healthcare Environmental Services) NADONA (National Association Directors of Nursing Administration) NFSI (National Floor Safety Institute), We also offer food industries specialized uniform programs that are consistent with the guidelines of Hazard Analysis Critical Control Point (HACCP) and the Global Food Safety Initiative (GFSI). 18 Provide all "Suspension or Debarment" We manufacture our own branded workwear, protective clothing, and floorcare information that has applied to your products, as well as offer products from industry leading suppliers; and with 270 organization during the past ten years. service locations, over 300,000 customer locations, and approximately 16,000 employee Team Partners, we outfit more than 2 million workers each business day. As such, to the best of our knowledge and belief, and without any duty of investigation, we have no knowledge, in the last 10 years of any suspension or debarment proceedings that apply to UniFirst as defined under 48 CFR Chapter 1 - Federal Acquisition Regulation. Table 3: Industry Recognition & Marketplace Success Line Question Response* Item 19 Describe any relevant industry awards or Our Company continues to be honored by communities throughout North America recognition that your company has received for our environmental efforts. Utilities in Missouri and Texas, for example, presented in the past five years UniFirst with "gold" awards for water safety and environmental-friendly treatment processes; other sanitation districts from Virginia to Kansas have also presented UniFirst with "Green" awards for the care we take in protecting local environmental resources. We have even been recognized for our environmental efforts within the specialized field of laundering and decontaminating apparel for the nuclear power industry. Exelon Corporation, one of the nation's largest nuclear power providers, presented our company with its Environmental Leadership Award, citing our "lengthy record of (processes and) services that are environmentally responsible, safe, and of superior quality." These are just a few of the many types of awards and recognitions we Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F receive every year. UniFirst has secured the No. 9 spot on Apparel magazine's 'Top 50" apparel companies list. This is the 13th consecutive year that Apparel magazine ranked UniFirst as one of America's top 50 apparel companies, and the second time the company has appeared in the top 10. To be eligible for the Apparel listing, public companies had to record at least $100 million in annual sales; rankings were based on overall performance and financial management. UniFirst appears in the top 10 alongside some of America's most popular clothing companies including Nike, Canadian Goose, and lululemon athletica. UniFirst has, once again, been named to Selling Power's list of "50 Best Companies to Sell For." We've been a mainstay on Selling Power's list for nearly two decades and this is a testament to our world-class sales team and the customer-driven sales culture we've built here. For 2023, our ranking moved up to 22. Wilmington, Mass. (November 2022) — UniFirst Corporation (NYSE:UNF), a North American leader in providing customized business uniform programs, facility service products, and first aid and safety services, received the 'Content Management Master' award at the annual Seismic Shift Customer Conference, held last week in San Diego, CA. The award demonstrates UniFirst's success in leveraging the Seismic sales enablement platform to create a content-rich environment that sales teams can use to provide customers and prospects with the information they need to make informed buying decisions. Wilmington, Mass. (January 2022) — UniFirst was named a silver winner in the 11th annual Best in Biz Awards in the Corporate Social Responsibility (CSR) Program of the Year category. Best in Biz Awards is an independent business awards program judged annually by prominent editors and reporters from top-tier publications in North America. 2021 marked a year that drew intense competition from more than 700 entries from public and private companies of all sizes and spanning all geographic regions and industries in the U.S. and Canada. This year's judges were particularly focused on the winning companies' resilience and adaptability that allowed them to manage within and to overcome the COVID- 19 pandemic-related challenges of the past 20-plus months for the betterment of the communities in which they serve while attaining annual business goals. Companies were also judged on levels of dedication to their customers and targeted efforts made to maintain and deepen their commitments to communities and the environment during these tough times. UniFirst was named this year's silver winner based on the company's swift and compassionate response to the COVID-19 pandemic to support its employee team partners, customers, and local communities to help keep businesses up and running. Among the many purpose-driven efforts included the company's involvement with local Chambers of Commerce throughout North America to help facilitate UniFirst donations of significant supplies of face masks, hand sanitizer, and other PPE where they were needed most. This included a sizable donation made to The Greater Boston Food Bank consisting of 500,000 disposable masks, nearly 200,000 reusable face masks, and over 120,000 bottles of hand sanitizer. GBFB's then shared these items across 600 food distribution partners in 190 cities and towns. Wilmington, Mass. (October 2021) — UniFirst was awarded two separate Community ' Service Awards by the Textile Rental Services Association (TRSA), an international organization representing linen, uniform, and facility services companies. The TRSA Community Service Awards recognize Operators and Associates whose volunteer projects make significant contributions to their local communities. UniFirst earned one award in recognition of "company efforts," while the other accolade recognized "employee/staff contributions." UniFirst Corporation and its employee Team Partners have a history of mobilizing precisely when they're needed most in the communities in which they live and serve. This was especially evident throughout the COVID-19 pandemic. In 2021 alone, UniFirst donated significant supplies of facemasks, hand sanitizer bottles, and personal protective equipment (PPE) to communities and essential workers throughout the U.S. and Canada, including donations of over a million dollars-worth of safety supplies to The Greater Boston Foodbank. UniFirst's Corporate Social Responsibility (CSR) efforts have been instrumental in not only inciting additional local-level support from UniFirst employee Team Partners, but also bringing to light important overarching social and environmental issues that inspire the company's corporate executives to do even more. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F The TRSA supports the linen, uniform, and facility services industry by building and promoting a stronger, safer, and more environmentally conscious community through advocacy, education, certification, research, benchmarking, and information-sharing. For more information about UniFirst's community service efforts, please visit CSR.UniFirst.com. Top 5, A+ ranking on list of "America's Most Trustworthy Public Companies" (TGF Analytics). Forbes' Platinum 400 List "Best Big Companies in America." Forbes Magazine Names UniFirst Corporation to its 2019 America's Best Employers List. UniFirst has been selected as one of "America's Best Large Employers" for 2019. The list ranks the top 500 employers across 25 different industries in the United States... Glassdoor's "25 Best Companies for Career Opportunities" list. UniFirst Ranked by Newsweek as One of "America's Best Customer Service" Providers 2020. UniFirst has been included on Barron's second annual list of the 100 Most Sustainable Companies in the United States... Boston Globe's "Top 100 Performing Companies" list. All companies on the list are judged by their increased sales, profits, and return on shareholder's equity. Capital IQ, a Standard & Poor's business, provided the analytics for this year's Globe 100 using Securities and Exchange Commission filings and corporate reports. UniFirst was once again recognized for its commitment to diversity from two different organizations-2020 Women on Boards and the TRSA (Textile Rental Services Association). UniFirst has won a 2019 APEX Award of Excellence for the design and implementation of the company's recent President's Club promotional mail campaign. This is the second consecutive APEX award that UniFirst has earned for their marketing communications programs—last year having won an award for the cover design of the company's Uniform Rental Catalog. This years winning entry focused on UniFirst's President's Club, a prestigious designation that recognizes and rewards top salespeople for achieving challenging year-long sales goals. UniFirst has won a Bronze Stevie® Award for its LEAP (Leadership, Education, and Performance) management development program in a new category for 2019— Sales Recruitment Initiative of the Year... 20 What percentage of your sales are to the Govemment sector sales falls under "Other" (16%), which includes: govemmental sector in the past three years • Oil and Gas Extraction, • Government, Retail, • Other Industries 21 What percentage of your sales are to the The Education sector sales (15%), falls under "General Services," which includes: education sector in the past three years • Business Services • Health and Educational Services 22 List any state, provincial, or cooperative UniFirst is an approved contracted supplier for these and other Group Purchasing purchasing contracts that you hold. What is Organizations (GPOs): the annual sales volume for each of these Amerinet contracts over the past three years? Champs Group Purchasing MedAssets Premier Sales volumes are confidential. 23 List any GSA contracts or Standing Offers UniFirst does not have any GSA contracts or Standing Offers and Supply and Supply Arrangements (SOSA) that you Arrangements (SOSA) that we hold. hold. What is the annual sales volume for each of these contracts over the past three years? Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F Table 4: References/Testimonials Line Item 24. Supply reference information from three customers who are eligible to be Sourcewell participating entities. Entity Name* Contact Name' Phone Number We are reluctant to provide names. and contact information n what may become a public i document 480.516.3996, Out of respect for our Customer's valuable We will be happy to disclose their names and 480.516.3996, time, and the effort they expend in serving contacts to you when we move to the next stage of as references, we refrain from publishing this process. their contact information until you have committed to calling them. Marcos Branch, your National Account We know you will appreciate this policy should you 480.516.3996, Executive: Cell: 480.516.3996, will notify the become a referenceable account. references and tell them to expect a call from the person you select. Table 5: Top Five Government or Education Customers Line Item 25. Provide a list of your top five government, education, or non-profit customers (entity name is optional), including entity type, the state or province the entity is located in, scope of the project(s), size of transaction(s), and dollar volumes from the past three years. Entity Name Entity Type' State/ Scope of Work" Size of Transactions Dollar Volume Past Three Province ` Years TBP Govemment Virginia-VA Uniform/Facility Services Rental $1,905 (Average weekly $297,201 invoice) TBP Non-Profit Washington- Uniform/Facility Services Rental $1,874 (Average weekly $292,288 * WA invoice) TBP Govemment Virginia-VA Uniform/Facility Services Rental $1,650 (Average weekly $257,451 invoice) TBP Govemment North Carolina- Uniform/Facility Services Rental $678 (Average weekly $105,710 NC invoice) TBP Education California-CA Uniform/Facility Services Rental $672 (Average weekly $104,836 invoice) 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. Line Question Response* Item 26 Sales force. Direct employees across the US and Canada for Sales = 1288, and for Route , Service Team partners that overlap with delivery and Route Sales = 2542 Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FGFODECD8F 27 Dealer network or other distribution We manufactured approximately 60% of all garments we placed in service during methods. fiscal 2023. These garments were primarily work pants and shirts manufactured at three of our plants located in San Luis Potosi, Mexico, one plant located in Managua, Nicaragua, as well as at subcontracted manufacturers that we utilize within our sourcing strategy to balance demand and optimize costs. The balance of the garments used in our programs are purchased from a variety of industry suppliers. While we currently acquire the raw materials with which we produce our garments from a limited number of suppliers, we believe that such materials are generally readily available from other sources. To date, we have experienced limited difficulty in obtaining any of our raw materials or supplies although at certain times, we have sourced raw materials or supplies from alternative sources or experienced costs increases for such raw materials and supplies. Currently, we also manufacture approximately 99% of the mats we place in service at our plant in Cave City, Arkansas. We manufactured approximately 67% of all garments which we placed in service during fiscal 2019. These garments were primarily work pants and shirts manufactured at three of our plants located in San Luis Potosi, Mexico, one plant located in Managua, Nicaragua, as well as at subcontract manufacturers that we utilize to supplement our manufacturing capacity in periods of high demand. The balance of the garments used in our programs are purchased from a variety of industry suppliers. Currently, we also manufacture approximately 97% of the mats we place in service at our plant in Cave City, Arkansas. We note that our three apparel manufacturing plants in Cardenas, Valles and Ebano, Mexico have been awarded ISO 9001:2015 certification by Perry Johnson Registrars, an internationally recognized certifying authority. This ensures that the garments and emblems we design are produced with better quality, greater economy, and shorter response times to our customers. This ISO 9001:2015 certification speaks volumes about our commitment to quality in general and in particular about the quality manufacturing management systems that UniFirst now has in place at these garment manufacturing facilities. The output of these plants is shipped directly to our ISO 9001:2015 certification Distribution Center in Owensboro, KY for subsequent utilization by our customer service centers located throughout North America. This state-of-the-art Owensboro Distribution Center has systems and processes that allow for the incredibly fast delivery of products to our " customers. Fast, accurate delivery -- UniFirst has invested over $35 million in the state-of-the-art distribution center in Owensboro Kentucky, designed from the ground-up to support high-volume National Account service requirements. In-stock product can be picked, routed, inspected, packed and shipped within five (5) business days. UniFirst's centralized distribution center in Owensboro, KY is a state-of-the-art facility which improves shipping and labor costs and increases the service level we can provide Sourcewell. With regard to our delivery partners, our preferred freight provider is UPS. UniFirst and UPS have partnered to provide our customers with the fastest delivery timeframe in the industry. Our Distribution Center's strategic locations (90 minutes from UPS's largest U.S. sorting facility), allows for prompt processing at UPS distribution. Additionally, UPS and UniFirst have the UPS entire "first sort" completed by the time each trailer leaves the UniFirst distribution facility. All tracking information is stored with each order placed, and is available for review immediately after shipment. In-house manufacturing, producing millions of garments annually, provides a unique level of vertical integration that not only lowers the cost of uniforms the Company offers through Rental Programs, but also permits the creation of custom-designed garments for image-conscious companies. The latter often affords UniFirst a distinct competitive advantage. UniFirst has excellent geographic coverage for rental programs. We have extensive rental service operations. Our network of over 270 Locations, serve Customers in 44 US States & the majority of Canada (not in HI, MT, ND, SD,WY and AK). For locations where we would not have coverage, we would use our best effort to subcontract to a local service provider. All services provided to all customers with operating locations within UniFirst's rental services area are provided exclusively by UniFirst personnel utilizing UniFirst owned or leased facilities and equipment. For locations that we do not currently service, we will use our best effort to subcontract to a local service provider. We serve over 300,000 customers throughout North America, putting nearly 2 million people in work apparel each business day. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 28 Service force. 476 Service force 29 Describe the ordering process. If orders Every delivery day your Member's Route Representative will check with you them to will be handled by distributors, dealers or see if there are any new employees to be added to the program. If there are, these others, explain the respective roles of the additional people will be documented on the invoice. If you they don't want to wait Proposer and others. until your their next delivery day, they can call your the local UniFirst office and ask to speak with the Customer Service Rep. The Route Representative will size all new employees (or you they can give their sizes over the phone) and uniforms will be ordered within 24 hours. You They can expect stock garments in standard sizes to arrive on the next delivery day. Non-stock garments or non-standard sizes will take a little longer. For rental uniforms UniFirst does not measure your employees. Rather, we have your employees actually try on the garments, as we have found that this process better ensures proper fit. We have also found that lists, prepared in advance, that detail the employees to be sized, at a given sizing session, and the type and number of garments that each employee is entitled to receive, greatly assists the sizing process. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODECD8F 30 Describe in detail the process and We believe that effective customer service is the most important element in procedure of your customer service developing and maintaining our market position. Our commitment to service program, if applicable. Include your excellence is reflected throughout our organization. Our route service representatives response-time capabilities and are the first line of continuing customer contact, who are supported by local customer commitments, as well as any incentives service representatives, local service management staff and local operations that help your providers meet your stated management leaders, all of whom are focused on addressing the ongoing needs of service goals or promises. customers, constantly delivering high-value service and pursuing total customer satisfaction. Our proprietary information systems and our support service center enables us to respond to customer inquiries or issues within 24 hours, and our service personnel are specially trained to handle the daily contact work necessary to effectively manage customer relations. We measure the speed and accuracy of our customer service efforts on a weekly basis and, through our "Customers for Life" program, we continuously survey, record and report satisfaction levels as a means of evaluating current performance and highlighting areas for improvement. UniFirst's business hours are 8:00 A.M. to 5:00 P.M. daily local time (holidays and weekends excluded). To ensure Sourcewell and its members will have direct access to National Accounts we will also customize internal communication tools for your Member's employees. An example of those communications would be a customized 800 phone hotline, email (example: (MEMBER)@unifirst.com) and customized posters on all sites so that local people know who to contact for assistance and how to contact them. Your members experience countless customer interactions every day, so it's important that all of their team members look their best. As your uniform and facility services provider it's our job to make that happen. To accomplish this, we take a team approach to servicing your accounts. Your local UniFirst service team consists of the following trained service professionals working on your Member's account all the time.... *Route Representative . . . they keep the program running smoothly day in and day out. They are responsible for picking up dirty uniforms and delivering clean ones. There're also empowered to replace worn garments as needed, provide size exchanges and to handle any service issue on the spot. They are in short, the embodiment of UniFirst. *Service Manager . . . Their primary responsibility is to see to it your members are getting everything they need when they need it. *Customer Service Rep . . . available to provide immediate telephone assistance. In addition, this local team is aided by the National Account Service Team. Led by Sourcewell's dedicated Account Executive (Marcos Branch Marcos_Branch@UniFirst.com), this team is available in the event an issue needs extra attention, or your Member is not satisfied with our local response. Simply use the Service Hotline to communicate the issue. We will work with your Members and our local service team to ensure your Member's issue is resolved to their satisfaction, quickly and efficiently. UniFirst Contact Information: Local Service Team: Call the local phone number provided on the weekly invoice. Account Executive: Marcos Branch (contact via Hotline) Service Hotline: 877-382-4629 or membernamehotline@unifirst.com If the local service team does not resolve the issue in the time specified, please contact the national account department using the dedicated Hot Line phone number or email. 31 Describe your ability and willingness to UniFirst Corporation is a North American leader in providing customized business provide your products and services to uniform programs, facility service products, and first aid and safety services. We Sourcewell participating entities in the operate the largest network of ISO-9001 certified laundry facilities with more than 270 United States. service locations throughout the U.S. and Canada. Specifically, within the US we are present in 44 states excluding HI, MT, ND, SD, WY, and AK. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 32 Describe your ability and willingness to Rental laundry facilities are located across Canada in Montreal, Quebec City, provide your products and services to Drummondville, Toronto, London, Ottawa, Scarborough, Fredericton, Lethbridge, Sourcewell participating entities in Canada. Calgary, Edmonton, Reed Deer, Grand Prairie, Saskatoon, Regina, Taber, Medicine Hat, Vancouver, Kelowna, Barrie, Vaughn, Sussex, Dartmouth, and Fort McMurray. UniFirst looks forward to continuing and expanding upon our existing successful relationship with Sourcewell and across Canada. 33 Identify any geographic areas of the United Specifically, within the US we are present in 44 states excluding HI, MT, ND, SD, States or Canada that you will NOT be WY, and AK. fully serving through the proposed contract. More than 85% of Canada's population can be served from our Canadian facilities. 34 Identify any Sourcewell participating entity UniFirst will fully service all Sourcewell participating entity sectors that fall within our sectors (i.e., govemment, education, not-for- service territory. All services provided to all customers with operating locations within profit) that you will NOT be fully serving UniFirst's rental services area are provided exclusively by UniFirst personnel utilizing through the proposed contract. Explain in UniFirst owned or leased facilities and equipment. For locations that we do not detail. For example, does your company currently service, we will use our best effort to subcontract to a local service provider. have only a regional presence, or do other cooperative purchasing contracts limit your ability to promote another contract? 35 Define any specific contract requirements For Hawaii and Alaska locations that we do not directly service, we subcontract to or restrictions that would apply to our local service providers who currently service some of our existing National Account participating entities in Hawaii and Alaska Customers who have other locations outside of these areas. and in US Territories. Further discussions are required for participating entities who are solely located in either Hawaii or Alaska. Please note that due to the cost of doing business in Alaska and Hawaii, Subcontractors in these states may charge a minimum of two times the prices quoted above. We will do our best to find a Subcontractor that will honor the program pricing, however actual prices are a function of the product in the program and the Subcontractors local business practices. Any alternative pricing for Alaska and Hawaii will be submitted for your approval prior to subcontracting any of your sites to a third party. Table 7: Marketing Plan Line Question Response Item 36 Describe your marketing strategy for The goal of the UniFirst marketing program is to create a consistent understanding of our promoting this contract opportunity. partnership both internally and externally. We leverage multiple channels for communication Upload representative samples of your to get this message across in the most effective and relevant way possible. Our local marketing materials (if applicable) in team members are eager to expand on our existing successful national partnerships the document upload section of your because they know how it leads to professional success. response. Our marketing material is simple and effective and speaks of the relevant concerns of your members and our local team's ability to successfully create partnerships. We are very dexterous in our ability communicate with your members and our local teams. It is the design of our marketing that ultimately creates that facilitates habits and behaviors that are conducive to success. We do this today and have been successfully promoting this opportunity. Please see the attached "Sourcewell sample welcome kit." Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID 9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 37 Describe your use of technology and UniFirst manages and optimizes its comprehensive intemet-based Search Engine digital data (e.g., social media, Optimization (SEO) and Search Engine Marketing (SEM) prospecting program to maximize metadata usage) to enhance UniFirst brand exposure via the web, gain increased website traffic to UniFirst.com, collect marketing effectiveness. more qualified sales leads, and increase closed sale dollars directly related to these efforts. Programs include trackable results, reporting, and analyses, as well as direct ROI information. UniFirst Digital Marketing programs are intended to improve quality and numbers of current sales leads and conversions to new rental sales via UniFirst.com contact forms and call-ins to MRD. The goal is to continually increase related revenues annually, primarily through more targeted efforts and campaigns performed by our Digital Marketing Specialists, increased AdWord-type spends to include target markets/keywords, Shopify pages, and social media advertising. But, over time, the biggest boost we expect will come with the integration of our Marketo/Call Tracking platform and Microsoft Dynamics. This provides additional ROI long-term via more accurate program tracking, as well as email marketing and other ongoing prospect "nurturing" opportunities, like ongoing targeted email campaigns to sales prospects, leading to improved results. UniFirst invests in cutting-edge Digital Marketing technologies to better compete in today's digital age and to effectively manage, track, and measure accurate ROI on all DM programs. Programs allow us the ability to more effectively run and more accurately report on DM activities, campaign data, testing, appointments, and sales results, as well as call- in leads and all sales leads from website form submissions. The following are some DM technologies that UniFirst currently invests in for both SEO and SEM: Marketo, CallTrackingMetrics (CTM), SEMrush, Web-CEO, SEOmoz, Premium Store Locator (zip code lookup), Google AdWords, Bing Search Ads, Google Remarketing/Retargeting, Social Media Advertising (Facebook, Instagram, Twitter, Linkedln, etc.), Shopify (online catalogs), ZMags (interactive, flip-catalogs online), Google Reviews, Google Local Search 38 In your view, what is Sourcewell's role It's clear that you're focused on the success of this partnership like we are. Your support in promoting contracts arising out of and buy-in is vital to long term mutually beneficial success. Our ability to coordinate our this RFP? How will you integrate a communication is one that will open many doors for both our organizations on the local ` Sourcewell-awarded contract into your level. sales process? 39 Are your products or services Yes. For those who prefer to own, UniFirst offers competitive pricing and an extensive available through an e-procurement workwear selection - as all of our items are available for purchase. ordering process? If so, describe your e-procurement system and how Program Requirements: A service agreement would serve the best interest of both parties governmental and educational in the event that special or otherwise non-standard products, that UniFirst would also be customers have used it. expected to place into inventory, are specified. All our uniform rental items are available for your Customers to purchase. You may choose from thousands of UniFirst-manufactured products or other popular brands from trusted names like Landau, Fashion Seal, Dickies, Tri-Mountain & Port Authority. UniFirst can offer a custom e-procurement storefront web site personalized with for your Customer's graphics and content. Your Customer's logo can be included to give the feel the web site is an extension of their entity. The custom web site would only offer products and prices defined in the Contracted Offer. Orders can be transacted directly from the e-procurement web site. The e-procurement storefront is full-featured and completely functional with item personalization, order history, product specification, product graphics, purchase/spending limits. Once registration is completed each user would have a unique username and password with settings defining their authorized web site. The custom web storefront would be presented to the individual once logged in. A brief list of e-procurement storefront features and capabilities include: • On-line Registration for the Program by employees via the Storefront. • On-line Order placement by registered employees via the Storefront • On-line Order placement by a purchasing agent on behalf of a group of users. • On-line Order history review by registered employees or by a purchasing agent on behalf of a group of users. • The Program will manage specific products, attributes, and pricing and personalization options for your contracted offer. • Purchase Limits via our Managed Program module. Your Customer's balances would be loaded here • Tracking and enforcement of pre-defined spending limits at the individual employee level. • Payment methods available are: Accounts receivable (A/R), Credit card, and Individual purchase limit (A/R). • In addition to the products included in the offer, the entire UniFirst product catalog can be accessed, if desired, by a separate registration. • Accessible 24 hours, seven days a week. • On-line display by login showing spend by employee, if applicable. • Estimated Delivery Date Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECDBF Table 8: Value-Added Attributes Line Question Response* ttem 40 Describe any product, equipment, UniFirst can provide training or instruction for our goods and services through the local maintenance, or operator training Service Centers. programs that you offer to At the time of your Member's transition. Sourcewell participating entities. Include details, such as whether The Account Executive can help identify further areas that your Members feel may require training is standard or optional, further instruction. Additionally, they may contact the Customer Service team at the local who provides training, and any Service Centers for further assistance. costs that apply. For Rental Programs during implementation, a dedicated account executive will coordinate the time and efforts of our Site General Manager, District Service Manager, Route Sales Representative, Office Services Personnel, & Customer Services Representatives. The account executive will coordinate with your Member's representative to ensure their site managers are informed of the implementation plan the same time UniFirst managers are. We will require the willing participation of a site representative or representatives (perhaps from each functional area . . . defined to mean any area or group that requires individual billing) to attend site installation planning meetings, and a meeting room within your Member's facility suitable for sizing and meeting purposes. Employees will have to be made available for sizing purposes, according to an agreed upon plan and schedule; and ideally Member's should have available pre-prepared forms that detail each employee name (by sizing group), indicating the type and quantity of garments that each individual is entitled to receive. Necessary site permits, if any, will have to be secured and any site orientation sessions, including any safety programs that our employees may be required to attend, will also have to scheduled and coordinated. Visits are planned with each functional group (i.e. plant manager, safety manager, buyer, etc. ...) prior to the installation of services. During this visit, our representatives will introduce UniFirst and explain the uniform rental process in detail, being careful to answer any and all questions fully. Orientation pieces entitled "Welcome to UniFirst" will also be left in each functional area. Following installation, repeat visits will be scheduled to ensure that each functional area and each employee fully understands the Member/UniFirst uniform services program. We will have a UniFirst service team of suitably qualified personnel in place to support the supplies and services being offered to the Members. In the implementation and day-to-day servicing of a program, questions and issues can and do come up. The UniFirst service team will be there to support the Members and deal with questions and issues effectively and quickly. Your Member's service team will consist of... • Customer Service Manager . . . His/Her primary responsibility will be to see to it Members are getting everything they need when they need it. • Customer Service Reps . . . Committed to exceeding your Member's expectations. Customer Service Reps are trained service professionals that are empowered to deliver consistent and reliable service every day. If service issues arise our Customer Service Reps will be ready to resolve any problems your Members may have. • Account Executive . . . Provides direction and council to our Customer Service Reps. The Account Executive will coordinate any changes to the established Member's program. In addition, he/she will audit performance and work to ensure that we perform up to your Member's expectations. To assist and guide your Member's team through a Direct Purchase program we can provide them with" • A classroom style training introducing the features of the program. We can review the basic set-up of an account; step-by-step demonstrated the ordering process and walk the user through the final steps in placing the order. One location, one- or two-day training session. • Training is normally done by scheduled conference call with Users accessing their own custom website with practice orders being placed. • Provide documentation to highlight the one... two ... three's... of the storefront and the ordering process • Or, if they decide to go it alone their storefront will be designed with an easy to access help feature • Our professionally trained Customer Service Representative are ready to resolve any Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECDBF problems your Member's may have UniFirst can help you design a training program to fit your Member's needs. The portal is guaranteed to be as easy to use as many found on the web today, but there may be questions. We can also provide instruction on how to access the portals for reporting or Direct Purchase programs. 41 Describe any technological Our most recent product innovation was a 65/35 shirt fabric weight coverall with knit cuffs, advances that your proposed grippers and pocketless added to our line. This product is being tested with great success products or services offer. with a food manufacturer who was looking for a solution to cut costs associated with the most recent donning and doffing regulations. Because this garment is quicker to get in and out of than a traditional shirt and pant, it can save on the amount of time that it takes for your employees to get to the production floor. Another benefit to this garment is that it is .05 less per piece total cost resulting in a significant savings annually. (Quick example on 5,000 employees x .05 x 11 x 52 = $143,000 potential annualized savings). Another side benefit has been employee satisfaction. Employees that work in a hot environment welcome the fact that the pant portion of the coverall is significantly lighter weight than the tradition 65/35 pant fabric. UniFirst believes in continually doing business better: remaining committed to innovative approaches toward our systems and service offerings with the underlying belief that our ability to follow advances in science and technology can only mean greater benefits for our customers, our Team Partners, and our company. Our UniFirst Business Solutions (UBS) system is tablet based route accounting. Route service personnel check-in with customer contacts to get information on new employee uniforms needed, inventory changes, etc., service the account, check back with the customer contact to review the on-line invoice, including corrections. When your site contact signs the screen, all adjustments are already made, and the invoice goes to the cloud. UBS includes garment tracking establishing & maintaining chain of custody. This includes scanning at customer sites, and tracking through the UniFirst laundry facilities. This tracking assures uniform wearers uniforms come back to them from UniFirst every week, it also helps reduce garment loss charge expenditures. UniFirst has long maintained a leadership position in developing and implementing technology for the textile service industry. From our ISO 9001:2015 certified state-of-the-art Distribution Center (325,000 Sq. Ft.), our newly implemented PeopleSoft platforms with deliverable eCommerce solutions via the Internet, to our new CRM system, UniFirst is leading the industry in delivering advanced business solutions. Capital reinvestment in technology for new systems and automated facilities continues to exceed that of our competitors. We welcome the opportunity to host your supplier selection team at any of our operations to further demonstrate the UniFirst difference. The UniFirst fleet of customer delivery and support vehicles follows proper maintenance schedules and all our drivers consistently follow best practices to conserve fuel consumption. We use "Roadnet® Route Optimization," which consolidates routes for increased efficiencies. By driving significantly fewer miles, we're drastically reducing our carbon footprint. This is an ongoing initiative being followed by our delivery vehicles throughout the United States and Canada. The benefit to your Members: We're driving fewer miles each day, keeping costs and emissions down, while delivering the same levels of excellence in service to our customers. UniFirst also uses electric-powered vans for customer deliveries. The vans, which produce zero emissions, are currently being used in Stratford, CT and Chicago, IL—two densely populated areas that offer the biggest opportunity for UniFirst to make significant reductions in carbon emissions and pollution. UniFirst has developed a National Account Charter with an intensive focus on our most important deliverable...CONSISTANT APPLICATION OF PRODUCTS, SERVICES AND PRICING ACROSS ALL REGIONS OF NORTH AMERICA. To this end, UniFirst has developed a system called NAGS . . National Account Customer Setup (NACS). NACS enables us to efficiently communicate your Member's program requirements to each local UniFirst Customer Service Center that will be servicing the Member. We create a customized National Account Customer Profile that details how the Member's account will be serviced. It includes pricing, product as well as all service requirements. NAGS allows us to distribute the Customer Profile on a schedule mutually agreed to by the Member and UniFirst. NAGS also creates the officially recognized Installation Authorization that tells our local Service Centers to begin the program implementation. It also allows us to track implementation progress to ensure that target dates are met. This carefully orchestrated internal communication is essential to us applying your Member's programs consistently across all of their locations. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F UniFirst's proprietary bar-coding system provides an accurate pick-up and delivery report to the Client, at the time of product delivery, on a weekly basis. These weekly reports, printed on your premises, detail the number of garments that are picked up for cleaning from, and delivered clean to, a given location or sub location, within a given location. This, in turn, will enable the Client to clearly identify who last had possession of the garments, and thus who is responsible for any loss of the subject garments. UniFirst tracks garments throughout all internal and extemal processes using advanced laser and digital camera bar code technologies. This proprietary system is ideal to help prevent delivery shortages and secure information better than other scanning methods, including radio frequency (RF) chip systems. And unlike RF tracking, that embeds chips into garments to transmit information, our approach does not transmit data and never compromises wearer comfort or privacy. When your Members participate in a full-service UniFirst uniform program, up-front clothing investments are eliminated. We outfit employees in the clothing of their choice, provide weekly cleaning, garment maintenance, and issue replacements as necessary. We handle all the program administration for your Member's employee uniforms and services, eliminating the worries and headaches. And it's all for one low weekly charge per employee (or per product). 42 Describe any "green" initiatives Environmental Stewardship that relate to your company or to UniFirst was one of the first in the textile services industry to re-engineer all of its your products or services, and operations to become a "greener" and more environmentally friendly Company. We were include a list of the certifying also one of the first members of the EPA's Green Lights and Energy Star Buildings agency for each. programs, which combine business strategies with environmental protection and energy conservation at all corporate facilities. And every single UniFirst laundry production facility uses computerized processing equipment to maximize fuel and energy efficiencies, while minimizing waste. In 1997, UniFirst joined the Laundry Environment Stewardship Program (LaundryESP), an industry initiative with a singular focus to protect the environment. As a result of reworking all routine operational practices, UniFirst (and our industry) achieved and continues to maintain considerable reductions in water and energy usage.* 1. Water use: 12.5 percent reduction. 2. Energy use: 11.8 percent reduction. 3. Pollutants discharged: 40 percent reduction. 4. Peroxide bleaches: 100 percent increase in usage for wash formulas, resulting in less use of chlorine bleaches (which can combine with other chemicals to create non- biodegradable byproducts). 5. Enzyme-based detergents: 57 percent increase (these cleaners are primarily used in food and healthcare textiles; their use reduces the need for higher temperature wash formulas, thereby reducing energy costs). * All data was subject to a quality check by Collier Shannon Scott, Environomics of Bethesda, Maryland and Georgetown Economics (D.C.). From the moment a piece of clothing or other textile product enters one of our processing facilities, every item is carefully sorted and placed into specially designed slings that are tagged as to garment type and soil level. They are then weighed and sent to designated washers that have been pre-programmed — based on the specifics of the load — to use the exact amounts of cleaning agents, water, and cleansing temperatures to maximize processing efficiencies and prevent unnecessary waste. Computerized wash formulas determine the correct water levels and temperatures, what detergents and additives are needed, the length of the wash cycle, and any other additional information that the specific clothing or soil type might require. And when the cleaning cycle is completed, sophisticated computer controls automatically tip and empty washers onto moving conveyors which transfer the laundry to preprogrammed computerized driers. Under these advanced systems, there's little likelihood for human error or accidental waste of resources. We take extraordinary care with all the by-products produced by our laundry operations. Our ongoing investments in water and air treatment technologies help assure that everything we return to the environment is "clean," safe, and nonpolluting. Environmental Sustainability Additional services and benefits that are "typical" services are a testament to how UniFirst is an environmentally friendly company. At UniFirst Corporation, we believe in protecting the environment. That's why we continually focus on sustainability and always strive to become a "greener," more environmentally friendly Company in all aspects of our operations. Whether it's the precise uniform processing procedures we follow to ensure resource conservation and environmental protection, the thoughtful energy-saving practices we use at our 2760 facilities, the careful fleet maintenance and driving procedures we have firmly in place, the manner in which our ancillary services and products are designed and manufactured, or the work uniform and facility services options we provide our customers to help them meet their sustainability goals...all we do consistently takes environmental sustainability into consideration. Our Values From modest beginnings in an eight-stall garage in Boston, MA in 1936, UniFirst has grown to become a billion-dollar industry leader in the Uniform and Textile Services business. In part, our modern-day success story is a result of our following the three Core Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECDBF Business Values established by our founder Aldo Croatti. These values, which continue to act as the foundation for our corporate culture, are: 1. CUSTOMER FOCUS — Customer Satisfaction is the best measure of how well we deliver quality. It's our overriding goal and at the center of our "Customers for Life" business philosophy. 2. RESPECT FOR OTHERS — We consistently treat those in our personal and business lives with the same consideration and understanding we wish for ourselves. 3. COMMITMENT TO QUALITY — Evidenced by our constant focus on "doing it right the first time" and our commitment to ISO certifying each of our service operations to ensure quality is the hallmark of all we do. In order to fulfill our overriding goal for total Customer Satisfaction, UniFirst Team Partners annually pledge to our "10 Essentials of Service." 1. Every Team Partner contributes directly to the Company's image. 2. It's in each of our jobs to handle any Customer requests quickly and address any user problem immediately. 3. We will always strive to fully understand each Customer's needs and aim to deliver service that exceeds their expectations. 4. Every Team Partner is responsible for identifying any defects in our products, processes and work methods, and for making recommendations for improvements. 5. We are ambassadors of the business, both inside and outside of the workplace. 6. We will take pride and care in our personal appearance. 7. Being part of a team means we can count on those around us. 8. There is no dishonor in not having the right answer, only in not acting quickly to seek it out. 9. Mistakes are inevitable. How quickly we correct them and how well we communicate the remedies makes the difference between customers who remain upset and those who come away more loyal than before. 10. We must ultimately create exceptional job stability and continuously increase shareholder value. In the Office In 2008, our Information Services Department initiated a project to reduce the number and size of both servers and personal computers. By adopting latest technologies, the initiative reduced electrical costs and lowered the amount of cooling required from air-conditioning units. The project also extends the life of many computers, keeping unwanted waste materials out of recycling bins and landfills. In addition, paper and bottle recycling bins are located throughout all areas of our corporate offices and remote locations. Additionally, all 2760 UniFirst facilities are networked by more than 3,000 PCs and we consistently add new technologies that allow for more electronic options with our routine business activities – both internally and externally – thereby significantly reducing overall paper usage. Route planning and optimization software has saved roughly 1.7 million gallons of fuel annually, which produces nearly 34 million less pounds of CO2 each year. Uniforms, Work Apparel Compared to purchasing, renting uniforms saves energy and decreases natural resource consumption (as noted above). Plus, our work garments are built to last longer than store bought apparel, our service programs maintain customer clothing to extend wear life, and our apparel is reused whenever possible. . . thereby resulting in reduced raw textile usage and less waste entering landfills and incinerators. When appropriate, we also refurbish and transform pre-worn customer apparel into "like new" offerings for garment replacements. And when wear and tear finally takes its toll and the professional image of our customers could become compromised, we look to donate such clothing items to needy organizations in the U.S and abroad — in effect, giving them a "second life." Our Company manufactures more than half of the shirts and pants used in our rental service programs, and all aspects of the construction consistently keep clothing "longevity" in mind. For instance, our shirt and pant designs use reinforced triangular tacking at the corners of pockets to prevent ripping and tearing that could be caused by repeated contact. Similarly, our fabrics are carefully selected for weight/hand (feel) to withstand constant abrasion, as well as the industrial laundry process. And, although we use more stitches per fabric inch to produce higher quality construction, this additional thread use is more than offset by the extended garment life we achieve. We've also computerized our textile cutting systems to assure minimal waste of fabric and our "modular" assembly construction process maximizes efficiencies and the overall use of resources. Virtually all of our millions of rental uniforms in service are delivered to customers on recycled wire hangers. Helping to prevent them from simply being tossed into waste bins, UniFirst maintains hanger recycling programs at customer sites. We also recycle such items as wood pallets, paper products, and fluorescent light bulbs wherever possible. Finally, to ensure that all our processes are operating as efficiently as possible and resources are being conserved, our uniform manufacturing and distribution facilities have earned ISO certification. And we're currently on schedule to have all our laundering service facilities ISO certified as well. Ancillary Products Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODECDBF UniFirst offers a wide variety of environmentally friendly programs in Floorcare and Restroom/Hygiene Services. These products have been designed with environmental sustainability in mind. And when they're included as part of a fully managed service program, they can help our customers earn LEED* points that qualify them for environmental certification by the U.S. Green Building Council. (*Leadership in Energy and Environmental Design, a national benchmark for the design construction and operation of high-performance green buildings.) Floor Mats Our floor mats are 100% PVC free and are specially constructed to capture and hold dirt and moisture from the soles of shoes and to prevent track-off and unnecessary soiling and cleaning of customer facilities. By literally trapping pounds of contaminants, UniFirst mat systems help protect expensive flooring surfaces, ventilation systems, and sensitive electronic equipment — all of which translates into less cleaning and use of chemicals. We manufacture all our floor mats to last for at least five years and recycle our scrap by- products. By comparison, mats purchased at most retail outlets will typically last just one year, thereby adding more vinyl and rubber components to the "waste stream." Microfiber Mop/Wiper Technology Our reusable Microfiber mops and wipers are ultra-light and designed to clean hard surfaces without chemicals and water. The U.S. Environmental Protection Agency (EPA) notes that such products can reduce chemical usage by 95 percent. For soiled surfaces requiring water and cleaning agents, we offer wet mops and towels that feature super absorbent natural fibers that have been treated with antimicrobial agents in order to prevent the growth of mold, mildew, and odor-causing bacteria. The result: one-time, faster, more efficient cleanings. By using these reusable Company products versus disposables, EPA life cycle assessments show that solid waste can be reduced by 210 percent and water usage by as much as 12,590 percent. Hand Towels and Sanitary Tissue Our towel and tissue products are Green Seal and Eco-Logo certified, and manufactured from base paper that is 100 percent recycled. And our portion-control (one-at-a-time) paper dispensing systems are available with both mechanical and electronic touch-free options to help reduce unnecessary waste. Studies have shown that these dispensers reduce paper usage by 25-35 percent, resulting in less landfill dumping and incineration. Soaps and Hand Care Our soap and hand care products are provided by vendor-partner GOJO, a manufacturer of a wide range of "green" and biodegradable hand cleaning/disinfecting products. GOJO's Green Seal and Eco-Logo designated products are specially formulated for use in the types of work environments our Company serves and are available in a variety of touch and non- touch, portion controlled, dispensing options so as to minimize waste Odor Control Systems We offer three environmentally conscious odor control program solutions. Our most popular system, called TCell, contributes to clean and fresh air in a 100% environmentally friendly way. All air freshener delivery systems are 100 percent EPA compliant and refill components are recyclable. 43 Identify any third-party issued eco- UniFirst is a proud member of the U.S. Green Building Council (USGBC) and Laundry labels, ratings or certifications that Environment Stewardship Program (LaundryESP), is an Energy Star and Green Lights your company has received for Business Partner, and offers Green Seal and Eco-Logo certified products. the equipment or products included in your Proposal related * to energy efficiency or conservation, life-cycle design (cradle-to-cradle), or other green/sustainability factors. 44 Describe any Women or Minority UniFirst does not qualify as Women or Minority Business Entity, Small Business Entity, or Business Entity (WMBE), Small veteran owned business. Business Entity (SBE), or veteran owned business certifications that your company or hub partners have obtained. Upload documentation of certification (as applicable) in the document upload section of your response. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 45 What unique attributes does your We're highly experienced at sourcing custom garments both domestically and intemationally. company, your products, or your And our company-owned manufacturing plants give us unique flexibility when it comes to self- services offer to Sourcewell producing special items that may be included in large national programs. participating entities (customization, personalization, Custom personalization is a key element in most image apparel programs and UniFirst's alteration, fitting, and/or sizing)? extensive experience in both screen printing and embroidery represents an advantage for us What makes your proposed as well. We have our own in-house screen printing and operate our own embroidery solutions unique in your industry machinery. In our Owensboro distribution facility UniFirst owns and operates our own as it applies to Sourcewell embroidery equipment for emblem making and direct embroidery. participating entities (laundering, cleaning, mending and/or repair Our advanced emblem, embroidery, logo, and employee name personalization options keep services)? your employees looking sharp and easily identifiable in your business branded logo apparel. Our in-house graphics staff creates and digitizes scores of new customer personalization designs daily. Software allows us to quickly produce an electronic rendition of any embroidery design or emblem. This gives us greater control over the process of creating and delivering unique customer images through the combination of specially selected clothing and custom-applied design. UniFirst has the industry's largest complement of personalization equipment. Our proprietary personalization workflow software enables us to personalize over 30,000 items every day, and 6,000 emblems per hour. For Direct Purchase: Custom inseam lengths for pants are available at the point of order entry. UniFirst will hem to a specified length prior to shipment of the order. As part of the service offering, UniFirst will accept retums for size exchanges within sixty (60) days of order receipt at no additional charge (i.e. no restocking fees). Freight to ship returned merchandise is paid by the customer unless the return was necessitated by a UniFirst error. Custom sized garments, not in stock, that do not require a "special manufacturing cut" will ship in approximately 14 - 17 business days from the date of order receipt. Custom garments that require a special cut, depending on the particular circumstances at hand, could take up to 12 weeks to procure. For Rental Programs: UniFirst does not measure your employees. Rather, we have your employees actually try on the garments as we have found that this process better ensures proper fit. We have also found that lists, prepared in advance, that detail the employees to be sized, at a given sizing session, and the type and number of garments that each employee is entitled to receive greatly assists the sizing process. With our Change-As-Needed system, uniform garments are regularly replaced on a rotating basis when they reach a point where either appearance or function is compromised. There is no specific schedule, and actual replacements are very much dependent upon the type of garment, the material from which it is manufactured and the nature of its use. Table 9A: Warranty Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure. You may upload representative samples of your warranty materials (if applicable) in the document upload section of your response in addition to responding to the questions below. Line Question Response Item 46 Do your warranties cover all products, parts, and All Products furnished under the Agreement shall conform to Sourcewell's labor? specifications as set forth in the Agreement and, in all instances will be processed, mended and finished in accordance with the generally accepted standards of the textile rental industry. UniFirst makes no other representations, warranties or conditions, express or implied by law, statutory or otherwise, including, without limitation, the design or condition of the Products, their merchantability or their fitness, capacity or durability for any particular use or purpose, the quality of the Products or workmanship of the Products. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID: 9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 47 Do your warranties impose usage restrictions or Any garment with, tears, rips, holes, excessive staining, or other non- other limitations that adversely affect coverage? repairable defect incurred while in service or upon termination of the Agreement at a Facility is considered "Damaged." Damage is in excess of normal wear and tear (which is defined as a gradual thinning of the fabric over time) a garment experiences through normal wash and wear cycles and inhibits the re-issue of the garment to another employee. Additionally, pursuant to contractual language, a garment has been personalized through Direct Embroidery or other customer dictated modification may be considered "Damaged" if the modification inhibits the ability to re-issue the garment. This damage beyond repair category is designed to ensure a balance between the need for a cost-effective solution while maintaining a high level of appearance integrity. Under this criterion, a garment will be deemed as "damaged beyond repair" for any of the following: • Any hole or tear regardless of size • Any single pen mark larger than one- and one-half inch • Any combination of ten or more pen marks • Any garment purposely written on • Any single stain larger than one inch in diameter • Any combination of ten stains or more • Any broken or poorly functioning zipper • Any broken straps or clips or missing snaps • Any bioburden or hazardous material contamination Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 48 Do your warranties cover the expense of This is not applicable to an Industrial Landry Program. technicians' travel time and mileage to perform warranty repairs? At the service level, any garment placed into service that was defective in any way, at the time of its installation, would be immediately replaced at no additional charge to your Members. And we take care to inspect every rental garment every time we handle it. Upon pick-up and retum to our service center, each garment receives a comprehensive ten-point inspection. This system is backed-up by our wearer communication system which provides a continuous supply of service request tags at your Member's place of business so that any special repair needs can also be flagged by wearers to ensure that they get our immediate attention. UniFirst's exclusive "mend system" provides for a comprehensive ten-point inspection of every garment every time it's processed. This system is backed up by our wearer communication system which provides a continuous supply of service request tags at your place of business so that any special needs can also be flagged by wearers to ensure that they get our immediate attention. For shirts the 10-point inspection examines: • Garment Cleanliness • Wearer Identification Tag • Collar • Shoulder Panel • Emblems and Pockets • Buttons and Front Panel • Underarm and Side Seams • Sleeves • Cuffs and Cuff Buttons • Back Panel For pants the 10-point inspection examines: • Garment Cleanliness • Wearer Identification Tag • Waistband and Belt Loops • Buttons and Fasteners • Zipper • Pockets • Crotch • Side Seams and Inseams • Seat Seam • Hem In general, we believe that the garment should be repaired whenever it is possible to do so, provided its appearance or function is not materially impacted by the repair. This "judgment call" we leave to the discretion of operating staff. Some Customers require that they and they alone approve the retirement from service of any damaged garment. This process remains acceptable to UniFirst. Repairs to individual garments are made so as to ensure the return of the repaired item with the Customer's next weekly delivery. In other words, a damaged garment picked up on Tuesday will be repaired and returned the following Tuesday. Our Change-As-Needed system provides for the automatic replacement of garments before they become so worn as to impact appearance or function. And, unlike many (if not all) of our competitors, UniFirst replaces all garments which wear out as a consequence of normal wear and tear with "new" garments. 49 Are there any geographic regions of the United This is not applicable to an Industrial Landry Program. States or Canada (as applicable) for which you cannot provide a certified technician to perform UniFirst's exclusive "mend system" provides for a comprehensive ten-point warranty repairs? How will Sourcewell inspection of every garment every time it's processed. This system is participating entities in these regions be provided backed up by our wearer communication system which provides a service for warranty repair? continuous supply of service request tags at your place of business so that any special needs can also be flagged by wearers to ensure that they get our immediate attention. 50 Will you cover warranty service for items made by Yes. other manufacturers that are part of your proposal, or are these warranties issues typically passed on to the original equipment manufacturer? Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 51 What are your proposed exchange and return Any garment placed into service that was defective in any way, at the time programs and policies? of its installation, would be immediately replaced at no additional charge to your Members. UniFirst recognizes that not every employee stays the same size over time, so at no charge, we provide for clothing size exchanges whenever necessary. 52 Describe any service contract options for the UniFirst offers as an option a Garment Maintenance Program (GMP). The items included in your proposal. Program involves an additional Weekly charge for each garment that is placed in service and replaces the practice of having ruin charges added to the weekly invoice. The practice of inspecting and reviewing garments on- site with Member Management is thus eliminated and the Weekly or Monthly service invoice remains relatively fixed. This allows Member Management and UniFirst Service teams to focus on providing "World Class" service to our Customers. Lost or unreturned garment fees are not currently covered under such a program. Developing a program for lost garments would be subject to further discussion at the appropriate time. Table 9B: Performance Standards or Guarantees Describe in detail your performance standards or guarantees, including conditions and requirements to qualify, claims procedure, and overall structure. You may upload representative samples of your performance materials (if applicable) in the document upload section of your response in addition to responding to the questions below. Line Question Response Item 53 Describe any performance standards or PERFORMANCE GUARANTEE. UNIFIRST GUARANTEES TO DELIVER HIGH- guarantees that apply to your services QUALITY SERVICE AT ALL TIMES. All items of Merchandise cleaned, finished, (product longevity or wear- resistance). inspected, repaired, and delivered by UniFirst will meet or exceed industry standards, or non-conforming items will be replaced by the next scheduled delivery day at no cost to Customer. Items of rental Merchandise requiring replacement due to normal wear and tear will be replaced at no cost to Customer, save for any applicable personalization and setup charges. Guarantee -- Any rental garment placed into service that was defective in any way, at the time of its installation, would be immediately replaced at no additional charge to you. You will get three dedicated UniFirst professionals always working on your account. There's a dependable Route Service Representative who'll keep your program running smoothly day-in and day-out, a Service Manager whose primary responsibility is to see that you're getting everything you need when you need it, and a helpful local Customer Service Representative who's always ready to provide immediate assistance. Through the efforts of this hard-working team, we guarantee 24-hour response to any problem, question, or request. Evaluating our performance We're always measuring your Member's service and satisfaction levels to ensure that everything lives up to their expectations and our guarantee. That means offering: • Face-to-face goodwill visits with their local Service Manager • Performance Report Card service ratings (99% service satisfaction) • Wearer Satisfaction Survey Cards. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECDBF 54 Describe any service standards or We invest so much time, effort, and resources into creating and maintaining a guarantees that apply to your services service infrastructure that's second to none. It's this commitment that helps us forge (repairs, cleaning turnaround times, etc.). long-lasting relationships with our customers. Getting started • Our service commitment to you begins long before any deliveries are made. • Our consultative Customer Needs Analysis (CNA) helps determine the right workwear and ancillary products to meet your needs. • We make recommendations how to best maintain, improve, or establish a new business image for your company in the most cost-effective manner. • We schedule "Try-for-Size" on-site fittings for every rental wearer to ensure a perfect uniform fit. • We thoroughly review all aspects of your new managed program with you prior to our seamless program installation. Always on time, no shortages We guarantee your uniforms and facility service supplies are delivered as expected and on the agreed upon schedule. It's that simple. We also keep extra inventories at your local UniFirst servicing center to help make sure your employees always have what they need, when they need them. When we process your hygienically laundered and finished uniforms, we check them at least four times prior to delivery to be sure you always receive back what is tumed in. To help eliminate shortages, we scan or count your garments: 1. Upon pickup at your facility 2. After processing and sorting 3. When loading into delivery truck 4. At delivery back to you 10-point garment inspections Our Automatic Mend System includes a comprehensive, 10-point inspection of every garment every time it's processed. It's how we ensure that needed repairs (or replacements) are taken care of even before you ever have to ask. Learn more about our automatic repairs and replacements. In general, we believe that the garment should be repaired whenever it is possible to do so, provided its appearance or function is not materially impacted by the repair. This 'judgment call" we leave to the discretion of the customer. Some Customers require that they and they alone approve the retirement from service of any damaged garment. This process remains acceptable to UniFirst. UniFirst will reinvest a minimum 18% of its garment revenues into free garment upgrades beginning week 53 through the life of our partnership to ensure sustainable safety and quality. Our Change-As-Needed system provides for the automatic replacement of garments before they become so worn as to impact appearance or function. UniFirst is the only company in our industry who takes the additional step of proactively upgrading garments for our customers. Much of what our competitor's bill out as "damage" is the result of worn-out uniforms that have not been replaced. Unlike many (if not all) of our competitors, UniFirst replaces all garments which wear out because of normal wear and tear with "new" garments, UniFirst also recognizes that not every employee stays the same size over time, so we provide for clothing size exchanges whenever necessary. UniFirst recognizes that not every employee stays the same size over time, so we provide clothing size exchanges whenever necessary . . . again at no cost. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCF0DECD8F Table 10: Payment Terms and Financing Options Line Question Response Item 55 Describe your payment terms and accepted payment CUSTOMER agrees to make payments within 30 days of invoice methods. receipt. 56 Describe any leasing or financing options available for use Depending upon individual needs, some may prefer our Val-U-Lease by educational or governmental entities, program. Customers enjoy all of the service, convenience, and benefits of our rental program, with the sole exception of the weekly water-wash service. • Suitability: Best suited for circumstances or situations that involve moderate to high employee turnover rates, coupled with low or light soil environments. • Program Requirements: Same as the Rental Program. 57 Describe any standard transaction documents that you We note that the condition precedent to the delivery of any propose to use in connection with an awarded contract merchandise and services hereunder is the execution of a corporate (order forms, terms and conditions, service level textile rental service agreement, which more fully details the agreements, etc.). Upload a sample of each (as expectations of each party, in terms acceptable to each party. We applicable) in the document upload section of your leave for another day the discussion as to the specific requirements response. of any such agreement, except to note that all such requirements are common to the textile rental services industry in general. Please see the attached redlined MSA on the specific provisions in the RFP and Agreement. All merchandise supplied by UniFirst hereunder will conform to customer's specifications as set forth in the Textile Rental Services Agreement, and in all instances will be processed, mended and finished in accordance with generally accepted standards of the textile rental industry. 58 Do you accept the P-card procurement and payment Yes. Customers can pay weekly invoices using a company credit or process? If so, is there any additional cost to Sourcewell P-cared. Our accounts receivable department will apply the weekly participating entities for using this process? invoice amounts to the credit or P-card for each customer location. Table 11: Pricing and Delivery Provide detailed pricing information in the questions that follow below. Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as described in the RFP, the template Contract, and the Sourcewell Price and Product Change Request Form. Line Question Response Item Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 59 Describe your pricing model (e.g., line-item discounts or UniFirst evaluates the total potential volume for any particular product-category discounts). Provide detailed pricing data National Account customer and prices the entire in accordance with (including standard or list pricing and the Sourcewell our pricing models. Total usage levels are evaluated as part of the discounted price) on all of the items that you want pricing, and UniFirst takes this into consideration and leverages the Sourcewell to consider as part of your RFP response. If total potential of each account in order to come up with the most applicable, provide a SKU for each item in your proposal. competitive rates available. Upload your pricing materials (if applicable) in the document upload section of your response. In general, UniFirst provides service quotes to its Customers that represent its very best prices for the projected volume of business and the associated terms and conditions of service, as determined by our review of the RFP documents. This does not mean, however, that we necessarily expect to receive all of this business immediately, or even necessarily within the first year or two of the term of our Agreement, for that matter, as we realize that we frequently are required to await the natural expiration (by their terms) of any pre-existing agreements that our Customer might then have in place with any third-party vendors. As with all things there is at least one exception to this general rule, which would arise in the event that a given Customer elected to award all of its business to two or more preferred vendors, each of whom was then expected to solicit business from each Customer operating location. In this instance, we would downgrade the value of the projected business volumes (raise the bid prices that we initially quoted) and then offer incentives (reduced prices) to be granted upon the attainment of certain specified earned revenue thresholds. The most Customer friendly option is the former, where our very best prices are offered from day one of the Agreement. Once our agreement is finalized our Account Management System ensures that only those products and prices set out in the agreement can be invoiced locally. Consistent application of products and pricing across all of the local Member's operations is " guaranteed. All requests for exceptions (additions) to the originally negotiated contract requirements must be processed through predefined channels for approval. All pricing will be developed using the same pricing model used in the original bid effort to incorporate the same volume considerations. Rental Services Include: » Water-wash of Rented Uniforms and Rented Items. Including inspection of all garments during the cleaning process and the pressing (US only), of all garments at no additional cost » Delivery of clean Rented Uniforms and Rented Items, on a stated weekly schedule. » Removal of soiled Ranted Uniforms and Rented Items, on a stated schedule. » Existing garments may be exchanged due to an Employee's changing size requirements at no cost to the Customer, though the emblem and garment preparation charges specified by the agreement will apply. » All Garment repairs needed due to normal wear and tear will be done at no cost to the Customer. » UniFirst will automatically replace garments before they become so worn as to impact either appearance or function. This replacement will be done at no charge to the Customer, though the emblem and garment preparation charges specified by agreement will apply. 60 Quantify the pricing discount represented by the pricing Sourcewell's program pricing is constant across the nation and proposal in this response. For example, if the pricing in therefore the discount/savings varies by market, i.e. savings on the your response represents a percentage discount from Sourcewell program might be as high as 60-70% in metropolitan MSRP or list, state the percentage or percentage range. markets such as NYC whereas in central Kentucky the savings might only be 20-30%. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 61 Describe any quantity or volume discounts or rebate A. Rental. UniFirst will pay Sourcewell a new incentives tiered programs that you offer. rebate based on growth volumes of the sales to Sourcewell or Sourcewell Members of Products and Services resulting from Sourcewell net of returns and allowances and, with regard to the Products procured hereunder, less applicable delivery charges. With regard to the Services procured hereunder the specified administrative fee will be paid net of any garment preparation, emblem, loss/damage, minimum stop the truck or applicable DEFE (Delivery, Energy, Fuel and Environmental) surcharges. Said administrative fees are to be paid within thirty (30) days after the end of each calendar quarter and commencing on the effective date of this Agreement on the following: Admin fee/rebate: $ 0-$350,000 2% $350,001-$450,000 2.5% $450,001 + 3% B. Direct Sales Pricing will only have 1 tier for best available. Pricing will be Ceiling price so if necessary we can adjust downward based on local pricing needs for a specific account. 62 Propose a method of facilitating "sourced" products or UniFirst is a full-service provider of textile services, with many of related services, which may be referred to as "open the products being manufactured and much of the services being market" items or "nonstandard options". For example, you provided directly by UniFirst. As a part of our continued growth, we may supply such items "at cost" or "at cost plus a have aligned ourselves with several trusted vendor partners percentage," or you may supply a quote for each such whenever we have customer requirements that don't align with our request. manufacturing core competencies (i.e. Non-Standard Options). All vendor partners must pass through our Vendor Approval process to ensure that they are financially solvent and adhere to all manufacturing best practices and appropriate child/forced labor laws. Our vendor partners have been carefully selected based on product offering breadth, stocking position, and mutual business goals. This is an on-going effort to leverage our influence over these vendor partners in order to better guarantee the quality of services provided by any such vendor to any one of our customers. As an industry leader, UniFirst is able to leverage our size in order to negotiate the most favorable pricing and terms in the industry, a benefit that gets passed on directly to our customers. In situations where our vendor partner's products are used to support our customers, we will issue standard UniFirst (bulk) Purchase Orders for merchandise, on an as necessary basis. These orders will be filled and shipped directly to our distribution center in Owensboro, KY. Our vendor partners will then invoice UniFirst directly for their services. All other services (order administration, pick, pack, ship, customer services and overall program administration and management) will be directly performed by UniFirst personnel, utilizing UniFirst owned equipment and facilities. 63 Identify any element of the total cost of acquisition that is Please see the attached "Sourcewell Proposal," for a complete NOT included in the pricing submitted with your response. listing of all the associated Service Charges. This includes all additional charges associated with a purchase that are not directly identified as freight or shipping charges. For example, list costs for items like pre- delivery inspection, installation, set up, mandatory training, or initial inspection. Identify any parties that impose such costs and their relationship to the Proposer. 64 If freight, delivery, or shipping is an additional cost to the Rental: The delivery cost is included in the weekly rental rate. Sourcewell participating entity, describe in detail the complete freight, shipping, and delivery program. Direct Sales: Pricing is quoted F.O.B. Origin, sans applicable sales taxes, with applicable freight and handling charges being prepaid and added to the shipment invoice. • United States - All Purchased Items are shipped via UPS standard ground service from our ISO registered Central Distribution Center in Owensboro, KY, unless instructions to the contrary are specified on the order. • Canada - All Purchased Items are shipped via Canadian Post standard ground service from our Central Distribution Center in Mississauga, ON, unless instructions to the contrary are specified on the order. Expedited shipping (overnight) is available via FedEx or UPS Express. The cost of expedited shipping will be calculated on a case-by-case basis and we will pass along the true cost of shipping. Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODECD8F 65 Specifically describe freight, shipping, and delivery terms or Due to the cost of doing business in Alaska and Hawaii, programs available for Alaska, Hawaii, Canada, or any subcontractors in these states may charge a minimum of two times offshore delivery. the prices quoted above. We will do our best to find a subcontractor that will honor the program pricing, however actual prices are a function of the product in the program and the Subcontractors local business practices. Any alternative pricing for Alaska and Hawaii will be submitted for your approval prior to subcontracting any of your sites to a third party. 66 Describe any unique distribution and/or delivery methods or UniFirst's combination of the full weight of our ISO Certified options offered in your proposal. Distribution Center Capabilities and our National Service Coverage can be brought to bear on the Sourcewell's requirements. Direct Sale and Rental programs are all supported from a merchandise perspective by our Owensboro, KY "state-of-the-art" Distribution Center. This facility has been built with the specific objective of providing the fastest most accurate order tumaround times in the industry and we are confident that this will enhance the UniFirst value proposition for Sourcewell Members. Our proposal represents "Best-in-Class" pricing based upon the Sourcewell estimated contract value and usage. Furthermore, we offer the following value-added services: • ISO Certified Manufacturing and Distribution: UniFirst manufactures and distributes the majority of its garments through a strict process- controlled ISO certified manufacturing and distribution system. This capability allows us to better manage our supply chain and negotiate favorable rates with fabric mills. The ISO Certification ensures that consistently high-quality manufactured garments will be delivered to your Member in a timely manner, through a proven documented distribution system. • Guaranteed rates and charges: Our proprietary Account Management System (AMS Mozart) guarantees only the charges authorized and specified in our service agreement can be invoiced, Only the items of merchandise and/or services specifically authorized in the agreement can be provided to the Member. Items of merchandise and/service not authorized in the enabling service agreement can only be invoiced with prior client approval. • Virtually Unlimited Catalog: By using our partnerships with our long- term vendor partners, our catalog is essentially limitless, Even if a desired garment is not currently manufactured by UniFirst, or featured in our Workwear Direct catalog, by leveraging our relationships with our trusted vendor partners we can guarantee best- in-class pricing and service for any work apparel item. Service excellence is central to our culture, it begins with highly trained Customer Representatives who are fully dedicated to total Customer satisfaction and extends to all the contact personnel in our National Accounts Group who specialize in dealing quickly and efficiently to ensure that the specific service requirements of our National Account Customers are understood and consistently applied by our entire field Customer service centers. Table 12: Pricing Offered Line The Pricing Offered in this Proposal is:" Comments Item 67 c. better than the Proposer typically offers to GPOs,cooperative procurement organizations,or state purchasing Please see the attached departments. Proposal. "Better than the Proposer typically offers to GPOs, cooperative procurement organizations, or state purchasing departments." Table 13: Audit and Administrative Fee Line Question 1Response" Item Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 68 Specifically describe any self-audit process or program that you During the Term, UniFirst will, upon not less than thirty (30) plan to employ to verify compliance with your proposed Contract business days prior written request, make available to with Sourcewell. This process includes ensuring that Sourcewell Sourcewell no more than once per calendar year, at participating entities obtain the proper pricing, that the Vendor UniFirst's corporate offices, during normal business hours, the reports all sales under the Contract each quarter, and that the invoice reports and/or invoice documents from UniFirst Vendor remits the proper administrative fee to Sourcewell. Provide pertaining to all invoices sent by UniFirst and payments sufficient detail to support your ability to report quarterly sales to made by Sourcewell's Members for all Products and Sourcewell as described in the Contract template. Services procured under this Agreement. Sourcewell may employ an independent auditor or choose to conduct such audit on its own behalf. UniFirst shall have the right to approve the independent auditor, which approval shall not be unreasonably withheld. Upon approval and after the auditor has executed an appropriate confidentiality agreement, UniFirst will permit the auditor to review the relevant UniFirst documents. Sourcewell shall be responsible for paying the auditors fees. The parties will make every reasonable effort to fairly and equitably resolve discrepancies to the satisfaction of both parties. 69 If you are awarded a contract, provide a few examples of intemal Performance will be measured according to the following metrics that will be tracked to measure whether you are having standards: success with the contract. A. Uniform Rental Services Your Account Executive will meet with you to discuss and identify continuous improvement targets. We will then create baselines from which we can measure future improvements. The Account Executive will then incorporate these improvement reports into the quarterly program review. Some of the areas we have included in continuous improvement projects for other customers include: 1. On Time Installation: New locations will be installed into Service within eight (8) weeks following the conclusion of Company's employee measurement sessions. The time frame assumes standard garments within normal size ranges as defined in the contract price schedule. The target on-time installation rate for new locations is 98%. 2. Issue Resolution All service-related issues that are communicated to Company will be addressed within 24 hours and Customer will notify Company when the issue is resolved to Customer's satisfaction. Company will utilize its RFCA (Request for Corrective Action) system to track any and all issues. Company will report all service issues and the time it takes to resolve issues to Customer's satisfaction. The following specific service issues may be submitted locally by Customer to Company. Company will address these issues at the local level following standard corrective actions. a. On Time Delivery and Pick Up: A delivery and pick up will be considered on-time if the Merchandise arrives at the relevant locations on the specified delivery day, excluding Holidays, in which event, Company will give timely notice of the Holiday delivery schedule. Late deliveries resulting from a natural disaster, severe weather emergency, or road closures, will be excluded from this measurement. Late deliveries will be recorded in the Company's RFCA system and the appropriate action plan communicated to the Customer's local manager. Performance will then be monitored until Customer's local manager is satisfied that the issue has been corrected. b. Service For New Employees: New employees will receive their garments within one (1) week of the request for standard garments in normal size ranges as defined in the contract price schedule. Instances of new employees not outfitted in one week will be recorded in the Company's RFCA system and the appropriate action plan communicated to the Customer's Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F local manager. Performance will then be monitored until Customer's local manager is satisfied that the issue has been corrected. c. Merchandise Acceptance: Merchandise will be considered accepted if the Merchandise is properly water-washed, pressed or steam tunneled and has no rips or tears that have not been repaired. If stains cannot be removed the Rented Uniforms or Rented Items, as applicable, the same will be reviewed with Customer's representative to determine responsibility for replacement costs. Instances where merchandise is delivered in unacceptable condition will be recorded in the Company's RFCA system and the appropriate action plan communicated to the Customer's local manager. Performance will then be monitored until Customer's local manager is satisfied that the issue has been corrected. B. Uniform Direct Sale Order Fulfillment A minimum of 98% of in-stock inventory will be shipped to Customer within 5 — 7 business days after the order is placed. 2. Order Accuracy Company will achieve a minimum of 98% order accuracy measured as a function of returned orders. Total Customer Satisfaction is measured in terms of customer retention rates. At UniFirst, our minimum goal is 95%. All Customer Service Centers are required to do all things necessary to retain a minimum of 95% of their Customers (the "Customers for Life Program"). Again, each Customer Service Center is ranked best to worst and financial incentives are associated with the attainment of this goal. UniFirst's Route Sales Representatives (RSR's) are paid on delivered revenue at a 7% commission rate. In addition to the commission program all RSR's have a $6000 annual bonus opportunity based primarily on Customer Satisfaction and Customer Retention. The annual bonus opportunity generally represents between 15 and 20 percent of total compensation. We believe that effective customer service is the most important element in developing and maintaining our market position. Our commitment to service excellence is reflected throughout our organization. Our route sales representatives are the first line of continuing customer contact, who are supported by local customer service representatives, local service management staff and local operations management leaders, all of whom are focused on addressing the ongoing needs of customers, constantly delivering high-value service and pursuing total customer satisfaction. Our proprietary information systems and our support service center enable us to respond to customer inquiries or issues within 24 hours, and our service personnel are specially trained to handle the daily contact work necessary to effectively manage customer relations. We measure the speed and accuracy of our customer service efforts on a weekly basis and, through our "Customers for Life" program, we continuously survey, record and report satisfaction levels as a means of evaluating current performance and highlighting areas for improvement. Every customer is audited a minimum of twice a year to ask specifically about levels of satisfaction, areas where we can improve, and whether or not there are problems which need correcting. This proactive approach lets us uncover issues that might normally remain hidden and surfaces problems we Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECD8F might otherwise not hear about. But it benefits both us and our customers and it's one of the reasons that over 98% of all current customers give us an "completely satisfied" or "satisfied" performance rating. 70 Identify a proposed administrative fee that you will pay to UniFirst will pay Sourcewell a new incentives tiered rebate Sourcewell for facilitating, managing, and promoting the Sourcewell based on growth volumes of the sales to Sourcewell or Contract in the event that you are awarded a Contract. This fee Sourcewell Members of Products and Services resulting from is typically calculated as a percentage of Vendor's sales under the Sourcewell net of returns and allowances and, with regard to Contract or as a per-unit fee; it is not a line-item addition to the the Products procured hereunder, less applicable delivery Member's cost of goods. (See the RFP and template Contract for charges. With regard to the Services procured hereunder the additional details.) specified administrative fee will be paid net of any garment preparation, emblem, loss/damage, minimum stop the truck or applicable DEFE (Delivery, Energy, Fuel and Environmental) surcharges. Said administrative fees are to be paid within thirty (30) days after the end of each calendar quarter and commencing on the effective date of this Agreement on the following: Admin fee/rebate: $ 0-$350,000 2% $350,001-$450,000 2.5% $450,001 + 3% Table 14A: Depth and Breadth of Offered Equipment Products and Services Line Question Response Item 71 Provide a detailed description of the We offer apparel products from our UniFirst Family of Brands as well as 100's of equipment, products, and services that you our manufacturing and distribution partners. are offering in your proposal. a. Work Apparel i. UniFirst Brands ii. Industrial Uniforms iii. Automotive Apparel iv. Work Shirts v. Work Pants vi. Jeans vii. Shorts viii. Outerwear ix. Flame Resistant Clothing x. High Visibility Workwear xi. Healthcare Uniforms & Apparel xii. Food Service Apparel xiii. ESD & Anti-Static Garments b. Corporate Apparel i. T-Shirts ii. Button Downs iii. Polos iv. Fleece and Sweatshirts v. Outerwear vi. Pants vii. Jeans viii. Shorts ix. Promotional Accessories Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID: 9A06440E-93CF-4BA6-92E3-A8FCFODECD8F 72 Within this RFP category there may be Work Apparel subcategories of solutions. List subcategory UniFirst Brands titles that best describe your products and Industrial Uniforms services. Work Shirts Work Pants Outerwear Flame Resistant Clothing High Visibility Workwear Healthcare Uniforms & Apparel Food Service Apparel ESD & Anti-Static Garments Uniform Services Uniform Rental Programs Val-U-Lease Program Direct Purchase Programs National Account Programs Facility Services Floor Mat Services • WALK-OFF MATS • SCRAPER MATS • ANTI-FATIGUE MATS • "WET AREA" MATS • MESSAGE & LOGO MATS Floor Mop Services * • WET & DRY FLOOR MOPS • MICROFIBER FLOOR MOPS Wiper & Towel Services • SHOP TOWELS • MICROFIBER TOWELS Restroom Services • SOAPS & HAND CARE • HEAVY-DUTY HAND CLEANERS • PAPER TOWELS & SANITARY TISSUE • AIR FRESHENERS • SHAMPOO, SHOWER & BATH Hand Hygiene Services • PURELL HAND SANITIZERS • MEDICAL SOAPS & SURGICAL SCRUBS Cleaning Solution Dispensing Services Safety & PPE • Safety Masks • Ear Plugs • Eyewash Stations • Flame Resistant Clothing • Industrial Safety Gloves • Hard Hats • High Visibility Clothing • Safety Glasses Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODEGD8F Table 14B: Depth and Breadth of Offered Equipment Products and Services Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal. Provide additional comments in the text box provided, as necessary. Line Item Category or Type Offered` Comments 73 Uniform apparel, uniform accessories, and r. Yes Yes footwear; r No 74 Rental and leasing services incidental to the r. Yes Yes offering of the uniform apparel, uniform r No accessories, and footwear described in Line 73 above; 75 Customization, personalization, alteration, fitting, r. Yes Yes and sizing services incidental to the offering of r No the uniform apparel, uniform accessories, and footwear described in Line 73 above; 76 Laundry, cleaning, mending, and repair services r. Yes Yes incidental to the offering of the uniform apparel, r No uniform accessories, and footwear described in Line 73 above; and, 77 Incidental offering of facility supplies and related G Yes Yes services such as, floor mats, mops, cleaning r No supplies, first-aid supplies, and related items to the extent they are complementary to the offering of the uniform apparel, uniform accessories, and footwear described in Line 73 above. Table 15: Exceptions to Terms, Conditions, or Specifications Form Line Item 78. NOTICE: To identify any exception, or to request any modification, to Sourcewell standard Contract terms, conditions, or specifications, a Proposer must submit the proposed exception(s)or requested modification(s)via redline in the Contract Template provided in the "Bid Documents"section. Proposer must upload the redline in the"Requested Exceptions" upload field. All exceptions and/or proposed modifications are subject to review and approval by Sourcewell and will not automatically be included in the Contract. Do you have exceptions or modifications to propose? Acknowledgement a Yes r No Documents Ensure your submission document(s) conforms to the following: 1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided. 2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure that the uploaded document(s)are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell. 3. Sourcewell may reject any response where any document(s)cannot be opened and viewed by Sourcewell. 4. If you need to upload more than one (1)document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1)document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as"Marketing Plan." Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-ABFCFODECD8F • Pricing-NATIONAL ACCOUNT PROPOSAL FOR Sourcewell 1.11.24.docx-Thursday January 11,2024 08:29:52 • Financial Strength and Stability- 12. UniFirst Quarterly Report or the quarterly period ended November 25, 2023 .docx- Wednesday January 10,2024 14:11:40 • Marketing Plan/Samples-Sourcewell sample welcome kit.pdf-Wednesday January 10, 2024 14:12:25 • WMBE/MBE/SBE or Related Certificates (optional) • Warranty Information (optional) • Standard Transaction Document Samples (optional) • Requested Exceptions-Sourcewell RFP#011124-Qualifying Comments-January 2024.docx-Wednesday January 10,2024 14:10:27 • Upload Additional Document (optional) Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-4BA6-92E3-A8FCFODECDBF Addenda, Terms and Conditions PROPOSER AFFIDAVIT AND ASSURANCE OF COMPLIANCE I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the Proposer to this Affidavit and Assurance of Compliance: 1. The Proposer is submitting this Proposal under its full and complete legal name, and the Proposer legally exists in good standing in the jurisdiction of its residence. 2. The Proposer warrants that the information provided in this Proposal is true, correct, and reliable for purposes of evaluation for contract award. 3. The Proposer, including any person assisting with the creation of this Proposal, has arrived at this Proposal independently and the Proposal has been created without colluding with any other person, company, or parties that have or will submit a proposal under this solicitation; and the Proposal has in all respects been created fairly without any fraud or dishonesty. The Proposer has not directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of this solicitation or operations of a resulting contract; and the Proposer has not taken any action in restraint of free trade or competitiveness in connection with this solicitation. Additionally, if Proposer has worked with a consultant on the Proposal, the consultant (an individual or a company) has not assisted any other entity that has submitted or will submit a proposal for this solicitation. 4. To the best of its knowledge and belief, and except as otherwise disclosed in the Proposal, there are no relevant facts or circumstances which could give rise to an organizational conflict of interest. An organizational conflict of interest exists when a vendor has an unfair competitive advantage or the vendor's objectivity in performing the contract is, or might be, impaired. 5. The contents of the Proposal have not been communicated by the Proposer or its employees or agents to any person not an employee or legally authorized agent of the Proposer and will not be communicated to any such persons prior to Due Date of this solicitation. 6. If awarded a contract, the Proposer will provide to Sourcewell Participating Entities the equipment, products, and services in accordance with the terms, conditions, and scope of a resulting contract. 7. The Proposer possesses, or will possess before delivering any equipment, products, or services, all applicable licenses or certifications necessary to deliver such equipment, products, or services under any resulting contract. 8. The Proposer agrees to deliver equipment, products, and services through valid contracts, purchase orders, or means that are acceptable to Sourcewell Members. Unless otherwise agreed to, the Proposer must provide only new and first-quality products and related services to Sourcewell Members under an awarded Contract. 9. The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders. 10. The Proposer understands that Sourcewell will reject RFP proposals that are marked "confidential" (or"nonpublic,"etc.), either substantially or in their entirety. Under Minnesota Statutes Section 13.591, subdivision 4, all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded. At that point, proposals become public data. Minnesota Statutes Section 13.37 permits only certain narrowly defined data to be considered a "trade secret,"and thus nonpublic data under Minnesota's Data Practices Act. 11. Proposer its employees, agents, and subcontractors are not: 1. Included on the "Specially Designated Nationals and Blocked Persons"list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury found at: https://www.treasury.gov/ofac/downloads/sdnlist.pdf; 2. Included on the government-wide exclusions lists in the United States System for Award Management found at: httos://sam.gov/SAM/; or 3. Presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated Bid Number: RFP 011124 Vendor Name: UniFirst Corporation DocuSign Envelope ID:9A06440E-93CF-413A6-92E3-A8FCFODECD8F 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. P 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. - David Katz, Executive Vice President, Sales & Marketing, UniFirst Corporation The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission, and/or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid. r Yes a 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_4_Uniforms_with_Related_Products_and_Services_RFP_011124 2 Mon December 18 2023 03:08 PM Addendum_3_Uniforms_with_Related_Products_and_Services_RFP_011124.pdf 3 Thu December 14 2023 02:18 PM Addendum_2_Uniforms_with_Related_Products_and_Services_RFP_011124 1 Tue December 12 2023 01:10 PM Addendum_1_Uniforms_with_Related_Products_and_Services_RFP_011124 r 2 Mon November 20 2023 04:35 PM Bid Number: RFP 011124 Vendor Name: UniFirst Corporation EXHIBIT"B" VENDOR PROPOSAL UNIFORM AND FACILITY PRODUCTS PROPOSAL FOR BOYNTON BEACH JUNE 30, 2025 RESPONSE SUBMITTED BY UniFirst UNIFIRST CORPORATION TABLE OF CONTENTS / PROGRAM MANAGEMENT Proactive,comprehensive program management that includes a single point of contact as your trusted advisor 3 Operational ExcellencengoIng (C — surveys show wU 99% wO au,,, z Exclusive (.1) of all UnIFirst i1 = systems benefit 5 Uniform-Focused Company op-, customers are Ov our processes < satisfied with CC W and customer their service. W H services. OUR FAMILY INDUSTRY-LEADING 7 Unique Advantages CULTURE GLASSDOOR RATINGS extends to the care mean you can expect and service we provide mproved customer our customers. _service levels. 9 National Customer Base Regular garment inspections mean AUTOMATIC garment repairs and replacements (before you have to ask). 10 Local Customer Base FREE PROFESSIONAL ISO Seamless Transition PRESSING 9001 12 We press ail FACILITIES work shirts and lab coats ISO Certified means at no extra consistently high quality charge. service and products. 13 Pricing and Terms TRIPLE-PRO SERVICE TEAM The three people assigned to each account keep it running smoothly. • 00 RSR MSM CSR 2 I OPERATIONAL EXCELLENCE National profile with more than 80 years of expertise. �„` Serving 300,000-plus Business Sites Throughout the U.S. and Canada %UMW At UniFirst, we're proud to partner with some of the world's best-known brands. But we're equally proud of `„' the many thousands of mid- and small-sized companies —from virtually every industry category—that help to make up the UniFirst customer base. And no matter the size, national or local, every account receives our unmatched program management, customer commitment. and service expertise. 0 0 14,000 Employee Team Partners We believe that by empowering our Team Partners at all levels to solve customer issues, we better satisfy customer needs, foster our valued family culture, and create an atmosphere of employee contentment and pride. Empowering our staff leads to enhanced customer service levels and overall success. \A\I UniFirst Named to Barron's "100 Most 10 1 Sustainable U.S. Companies List 111 We continue to focus on all facets of our corporate social responsibility (CSR) strategy: workplace culture, transparent and ethical business behavior, TX safety initiatives, citizenship efforts, and of course, sustainability. As such, our company has been Barron's 100 Most Sustainable Companies '+ recognized for our CSR efforts aimed at benefitting the world around us and its citizens. 3 Ii UNIFORM-FOCUSED COMPANY Maintains strong financial position year in and year out [financial data as of Sept.2023]. 3% 4% Uniform Core Competency 93,%o UniFirst customers benefit from managed uniform Uniform programs delivered by bona fide uniform service Rental experts. We focus everything we do on what we do best...providing consistent excellence in uniform products and services...and not diluting our offer with excessive diversification. $2B 1 (FY 23) Annual Revenue Growth Since 1936 We're proud to report that our company has achieved consistent growth virtually every year since our founding in 1936—even during recessions. That's a true testament to being a well-managed, customer- focused organization. Company Company UniFirst A C T3B $ODobt Industry's Best Balance Sheet with "Zero Debt" With well over$400 million on hand and essentially zero debt," UniFirst is better positioned than the competition to continually invest in our people, our infrastructure, our technologies, and our services in order to consistently deliver the most beneficial uniform service programs available. 4 / I UNIQUE ADVANTAGES Vertically-integrated North American supply chain. l +ti • { q,. ' 1 „ ;�,�;. • • s • •• • • • , • d r • a • •• . . : :• . II. • J • • 1 • • •• • • • • I. , , • s • Q 41. • • Ito) • • • f•o • • . •:•• • 01 0:.) ••... •it • • + ► • •• .I•� • • • • I411•60 • * • '* •' • • •'•,� \\,.. ,,\• _' •• •' • .5:4,1.1 ' *Cmporatc Hoatlryuonurs �,._ • • • ': • • •Service Laxations • • • • - •U{WrfbWlon Cantors • • • • • • • ► Manulacturirgt Plants 4 •• �, • • • Ntictaar Service Location? op, • 0 Qum Room Locations � • • 11.1.11 p 260 North American Company Locations UniFirst service centers are strategically located from coast to coast. This allows for efficient delivery of our managed uniform and facility service programs, no matter how many customer sites are participating or where they may be operating across the United States or Canada. State-of-the-Art Centralized Five Vertically-Integrated Distribution Center Manufacturing Plants Strategic location and ground-up design that includes Self-made, proprietary work clothing and floor mats are Perfect Pick®robotics, allow for"centralized hub" of the highest quality, designed with customer-defined deliveries faster than the competition. preferences in mind, and allow for custom products. 5 I Unique Quality Advantages ISO- and Hygienically Clean-Certified Processing Plants. ...... .. ••-.„.% - \ 411111111 I I \ -V i { 1 • .— - I .ik a� t NI i _,.. it ti 44! ,1, ,., . • _, .„ -- ii, ... . J , , . ■ �, I h 177— ,1 ,a Latest-Generation Processing and Automation UniFirst is committed to continuous investments in our customer-servicing infrastructure and capabilities. We're proud to operate the industry's most technologically advanced processing plants and automation. ‘( AL/k. UniFirst ,,, Fs, m (*MK, f1 IO 10ERTIFIED 8Y TRS*i Systematic Approach for Consistent TRSA Hygienically Clean Food Safety High-Quality Products and Services (HCFS) Plant Certifications We're the only industry provider to ISO 9001 Third-party validation of our effective UniSafe® certify our customer servicing/processing plants, service and Product Protection Process (PPP)for manufacturing facilities, and distribution center. HACCP/GFSI-conscious food-related businesses. 6 II TRANSPORTATION CUSTOMER EXAMPLES ORKIN , '�Rl eer TERMINIX TRUGREENg /7UDEDICATION rAsvNOUR os�wEss ,A ServiceMaster. TriI1Ii/c \\1 11 ( 4r,\I( IUr\ti I\t /Rush ,� xPQ IStICS Trucking �T UNITED STATES POSTAL SERVICE 7 Il AUTOMOTIVE CUSTOMER EXAMPLES AAMCO Cpnm � � ta,..,„ ATI RSIATiE' Ifigrap Qwha/aaysly Await* ANDRETTI' ,Pi BERKSHIRE HATHAWAY �IG/"L�i� AUTOMOTIVE— jiA5 5J/IIi,ESTOIIE GooD YETIR _ _ _ _ _ _ __ _ _ __ __ _ _ _ _ 8 RETAIL SPECIALTY CUSTOMER EXAMPLES 901 CIRCLE Office DEPOT I ■r DICKI4 'Re �/ ilk ELEVEn AUTO PARTS. . SPORTING GOODS.Ble I PROFESSIONAL PARTS PEOPLE HARBOR FREIGHT TOOLS I II ' T I 'Mobile Ouatity Toot at Ridkulousry Low Pr1c�• b �O i_cis._. T 9 II SEAMLESS TRANSITION Communication to keep you informed throughout transition process. Site Visits Our UniFirst staff will provide customer and facility needs assessments at each of your participating - ' • customer sites, then schedule individual garment sizing sessions for every employee scheduled to be in the uniform program. • • #0,`-3~ Contract Signed Once we sign a UniFirst Account Agreement with ,—s. .,,i, 'r terms that best fit your needs, all dispensers 1--.m ,i'�'► required for all your sites will be forecasted to plan # ° '' '`x� •e" for for implementation deliveries. #f 4":"...0 0:rot ii b ot I sr Aint I& OD Products Ordered Our team will upload all customer data into our ti t advanced ordering system, then all required 11111111:41t4• I Products are picked, prepped, packed, and shipped for installation. I ' „ _ UniFirst Customer Site Transitioned ,1 11 Once all products are received at our local UniFirst •- , facilities, each of your customer locations will be (7' li y, •'s, contacted to schedule the transition of service over to your new program. .t _ %.:-. IN '', i Alit, 10 II SEAMLESS TRANSITION Communication to keep you informed throughout transition process. .11 4. ' IR Uniform Garments Ordered • Our team will upload all customer employee sizing data into our advanced ordering • - "4 , system, then all required garments are _ ,. I picked, prepped, packed, and shipped for � " installation. OPCustomer Site Transitioned ��' 1142 ‘1.: , Once all employee garment orders are received at our local UniFirst facilities, each • of your customer locations will be contacted to schedule the transition of service and uniforms over to your new program. • • • -- Customer for Life Program a tOnce all new employee uniforms are 0 ' II i tit�'` delivered, customer sites receive regularly 1 ,t •, ... 'P scheduled pickup/delivery/maintenance visits 'i r by your UniFirst service expert, while your 1 - dedicated Triple-Pro Service Team remains 1 committed to your complete satisfaction: Route Service Representative (RSR), Service Manager, and Customer Service ..-p- - ' Representative. 11 PRICING BREAKDOWN - Per Sourcewell Contract#011124-UFC I 1 RENTAL GARMENT PRICING Contract Item-Description UniFirst Item# Weekly Unit Rate Lost!Damage Class 3 Hi-Vis Short Sleeve Shirt,4.25 oz.65135 Poly/Cotton Fluorescent Lime- Yellow with 2"3M Scotchlite Reflective Striping on Front,Back,and Sleeves. 1 CLASS 3 06DH $0.59 $88.89 Short Sleeve Shirt,Pro AirFlow,Snap Closure,Mesh Back,65135 Poly/Cotton 2 Poplin,Moisture-Wicking Fabric.. 04EM $0.35 $42.35 3 Long Sleeve Shirt,4.5 oz.Armorex Nomex CXP. CAT-1,ATPV-5.1 01NX $0.50 $150.77 4 Cargo Pants 10MY $0.45 $57.95 5 Pant,6 oz.Armorex Nomex. CAT-1,ATPV-5.8 10NX $0.53 $161.10 6 Men's Lab Coat with Outside Chest&2 Lower Pockets 80/20 Poly/Cotton Blend. 2524 $0.17 $25.27 7 Women's Lab Coat with Outside Chest&2 Lower Pockets 80/20 Poly/Cotton Blend. 2626 $0.21 $31.95 EXTENDED PRICING Weekly Unit #of Sets Per Total#of Total Weekly US Contract Item-Description UniFirst Item# Rate Employee Employees Cost Class 3 Hi-Vis Short Sleeve Shirt,4.25 oz.65/35 Poly/Cotton Fluorescent Lime-Yellow with 2"3M Scotchlite Reflective Striping 1 on Front,Back,and Sleeves.CLASS 3 06DH $0.59 15 56 $495.60 Short Sleeve Shirt,Pro AirFlow,Snap Closure,Mesh Back,65/35 2 Poly/Cotton Poplin,Moisture-Wicking Fabric.. 04EM $0.35 15 28 $147.00 Long Sleeve Shirt,4.5 oz.Armorex Nomex CXP. CAT-1,ATPV- 3 5.1 01 NX $0.50 15 7 $52.50 4 Cargo Pants 10MY $0.45 15 101 $681.75 5 Cargo Pants 10MY $0.45 11 5 $24.75 6 Pant,6 oz.Armorex Nomex. CAT-1,ATPV-5.8 10NX $0.53 15 7 $55.65 Men's Lab Coat with Outside Chest&2 Lower Pockets 80/20 7 Poly/Cotton Blend. 2524 $0.17 2 5 $1.70 Women's Lab Coat with Outside Chest&2 Lower Pockets 80/20 8 Poly/Cotton Blend. 2626 $0.21 2 2 $0.84 Total Weekly Cost $1,459.79 12 UniFirst VIP 2.0 Cost Analysis Proposal UniFirst Corporation 563 N Cleary Rd West Palm Beach.FL 33413 VIP Proposal for: Page 1 City Of Boynton Beach Total Cost Overview Date: 07/10/25 * Total Weekly Invoice* r $87.26! Uniform Rental Item Descriptions Quantity Total Cost 1 013C-05 LS Enhanced Visibility-Yellow Reflective-Work Shirts 46 @.34 $15.84 2 023C-05 SS Enhanced Visibility-Yellow Reflective-Work Shirts _ 82 @.29 $23.78 3 1002-05 Flat-Front Uniform Pants 1286.22 $27.72 4 5 8 7 8 9 10 # i acility Services Item Descriptions Quantity Total Cost 1 5389-12 4x6 Scraper Mat 1 @ 2.16 $2.16 r 2 5390-12 2x3 Scraper Mat 3 @.54 $1.62 3 8231-12 Touchess Hard Wound Paper Towel Dispenser 1 @.75 $0.75 4 78AT-12 3x5 Wet Area Mat 1 @ 1.35 $1.35 5 76GA-12 3x5 GI Mat 1®1.35 $1.35 8 8023-10 Wipers Bagged _ 150 0.06 $9.00 7 88UD-07 Dispenser 1 0 0.00 $0.00 8 8919-03 Locker 8 Comport Wide 3 0 0.00 $0.00 9 8950-03 Laundry Lock Up 1 @ 0.00 $0.00 10 9949-10 Six Gallon Safety Can 2 0 0.00 — $0.00 11 DEFT 1 0 3.89 $3.89 12 13 14 15 16Additional Information * Price includes weekly delivery of dean and pick up of soiled uniforms,mats and shop rags * * "Pricing valid for 30 days from date listed.Our calculated Sales Representative: cost is a good faith estimate and may vary it any products have been overlooked or quantities miscounted.Please Jim Regan allow a 5%+/-variance in your review. (954)675-5149 PRICING BREAKDOWN SERVICE CHARGES (RENTAL ONLY): 1. Garment Preparation Charge.A one-time charge applicable to each Garment, no matter its size, at the time each such item is placed into service. US - $0.83 To be waived on initial install for each location. . 2. Emblems, embroidered, provided and affixed by Company, in standard Company sizes and colors. To be waived on initial install for each location. Employee Name Emblems 3-3/8"x 1-3/8" US - $0.50 ***Non-Standard Customer Identity (graphic) 4" x 2" US - $1.67 ***Non-Standard Custom (color, size, etc.) Customer Identity US - $4.75 Direct Embroidery Personalization Charges To be waived on initial install for each location. Employee First Name US - $2.78 Customer Logo (up to 4,999 stitches) US - $3.94 Customer Logo (5,000-9,999 stitches) US - $5.94 3. Outsize Garment Charge. A one-time charge applicable to each Garment, which applies only when a given Garment is placed into service and only in the event and only to the extent that the below sized Garments (by category) are utilized. The outsize garment charges are system defined and may change periodically. UniFirst will give Customer notice of any such changes. Outsize Garment Charges Category Size CAN Charge Shirts Size 2XL—6XL $4.56 each Size 7XL and up $6.56 each Men's Pants Size 44—48 $5.25 each Size 50- 56 $5.88 each Size 58 and up $6.56 each Women's Pants Size 22 — 28 $5.25 each Size 30 and up $5.88 each Jackets Size 2XL— 5XL $6.13 each Size 6XL $9.25 each Size 7XL and up $12.00 each Coveralls Size 52 — 58 $6.13 each Size 60 —64 $9.25 each Size 66 and up $12.00 each Misc. Size 50 — 56 $4.88 each Size 58 and up $5.56 each 13 PRICING BREAKDOWN SERVICE CHARGES (RENTAL ONLY) CONTINUED: 4. Minimum Service Charge- per Location (or applicable Service Invoice) US - $27.75 Note: The Minimum Service Charge applies ONLY in the event, and even then ONLY to the extent, that the rental service charges listed on each weekly service invoice, exclusive of the DEFE Charge, fails to equal this minimum sum. 5. DEFE Surcharge Per Weekly Service Invoice US - $3.89 DEFE CHARGE. Customer's invoices may include a DEFE CHARGE that may vary for different customers, to cover all or only portions of certain expenses including: D = DELIVERY, or expenses associated with the actual delivery of services and products to customers'places of business, primarily Route Sales Representative commissions, managements salaries, vehicle depreciation, equipment maintenance, insurance, road use charges and local access fees. E= ENVIRONMENTAL, or expenses(past, present and future) Company absorbs related to wastewater resting, purification, effluent control, solids disposal, supplies and equipment for pollution controls an energy conservation and overall regulatory compliance. F = FUEL, or the gas, diesel fuel, oil and lubricant expenses associated with keeping Company's fleet vehicles on the road and servicing its customers. E= ENERGY, primarily the natural gas Company uses to run boilers and gas dryers, plus other local utility charges. 14 PRICING BREAKDOWN NOTES: 1. The prices offered herein are contingent upon the subsequent execution of a (ex: 60 month) Service Agreement containing terms and conditions that are acceptable to both parties. We also consider much of this information to be confidential, so please do not share this Proposal with individuals or groups outside of your corporation. 2. Please note that size exchanges and automatic garment replacement due to normal wear and tear are included in your weekly rental rates. 3, *** Indicates an Item of"Non-Standard Merchandise" hereby expressly made subject to the buy- back provisions in the Agreement. The application of direct embroidery, silkscreen, custom size emblems or non-standard placement of emblems to any Contract Item, or the application of emblems to the sleeve of any Contract Item, automatically classifies that item as a "Non-Standard Merchandise" item subject to the buy-back provisions specified in the Agreement. 4. All employees shall have the option of selecting either long or short sleeve shirts, or any combination thereof, if offered by item manufacturer, at the time of installation of Services at each Location. This is a one-time option. 5. In certain instances, Auto Replacement Charges ("ARC") may apply but any such charge is intended to cover ongoing replacements of lost items to maintain agreed upon inventory levels. Replacement items will be added to returned inventory to compensate for the possible misplacement of such items. It being understood, however, the ARC is only an estimate and that accordingly additional charges or credits (as the case may be) will be affected (as necessary), upon agreement of the parties acting in good faith, following a review of actual losses. 6. All Merchandise items and their associated service charges are based, unless otherwise noted, on standard Company sizes and colors. 7. The weekly rental rates listed above are quoted in individual units. The weekly rental charges associated with the utilization of each such item will be flat rated and invoiced based upon the "Billed Quantity" indicated on the service invoice, whether or not such quantity is actually delivered in a given week. 15 THANK YOU UNIFIRST, WITH OUR 260 SERVICE FACILITIES AND 14,000 EMPLOYEE TEAM PARTNERS LOCATED THROUGHOUT NORTH AMERICA, LOOKS FORWARD TO PARTNERING WITH YOU FOR MANY YEARS TO COME. UNIFIRST.COM I 800.225.3364 LJn:First UNIFORMS SERVICES SOLUTIONS • • • UNIFIRST, WITH OUR 260 SERVICE FACILITIES AND 14,000 EMPLOYEE TEAM PARTNERS LOCATED THROUGHOUT NORTH AMERICA, LOOKS FORWARD TO PARTNERING WITH YOU FOR MANY YEARS TO COME. UNIFIRST.COM I 800.225.3364 THANK YOU Pions: DsRAILf ahs: To: Qualuau sua}tt Fwd:Product Add Request Deter Thursday,August 7,2025 3:18:43 PM AthdMw:b: lmtaem2a0g komerAlmo kossadure 8011111=12051 811100X1 12051 Imt211001.om This Message Is From an External sender This menage cans from outside your organization. Theresa, • Please see below. Thank you, David Graham Regional Sales Manager UniFirst Corporation West Palm Beach,FL Phone:1754)235-1412 Email:david graham( unifirst.corn Begin forwarded message: From:Nathan Pickard<Nathan Pickard@unifirst.com> Date:August 7,2025 at 3:02:36 PM EDT To:"David M.Graham"<David_Graham@tmifirst.com> Subject:FW:Product Add Request Please see below Thank you, Nathan Pickard National Account Executive President's Club Achiever UniFirst Corporation 325 Lenior Drive Winchester,VA.22603 C-864.606.2664 Nathar_Plckard@UniFirstmm UniFirst nomo®a From:Greg Coffman<Greg.Coffman@sourcewell-mn.gov> Sent:Thursday,August 7,2025 3:00 PM To:Nathan Pickard<Nathan_Pickard@unifirst.com> Subject:Product Add Request Nathan, Sourcewell will review,verify,and update your pricing file to reflect the added Scraper Mat 2x3 item when we receive the following information from Unifirst: Every Every Loss I UniFirst Bill Bill Minimum ARC Other Fourth Damage US Contract item-Description item Color Group Program BM% % Wieldy Wag Week Rale MATS Scraper Mat 2x3 5390 12 MAT RE 50% NA 50.66 $0.99 51.16 $64.27 Let me know if you need any additional clarification.Thanks. Greg Coffman I Senior Supplier Development Executive Facilities Cell.740-294-7997 Website:anurrewell-mn.gov Sourcewell i Disclaimer The information contained in this communication from the sender is confidential.It is intended solely for use by the recipient and others authorized to receive it.If you are not the Intended recipient,you are hereby notified that any disclosure,copying,use,or distribution of the information included in this email is prohibited and may be unlawful. From: Jim..Reaan To: fidozakezatisolsa falitsizaszolanti Subject RE:Garment Add Request-Pro Airflow Data: Wednesday,July 30,2025 8:30:42 PM Attachments: imaae4O1.ono lmaai02.ano lmaW3.nna klinealaDDSI lmaaeOO6.ona lmaotiNILana lm .00a This Message is From an External Sender This message came from outside your organization. Good evening Theresa, I just wanted to ensure this email reached your desk..We need to confirm the shirt and pricing David provided in the email below meets with your satisfaction.This will allow us to make the Pro AirFlow garment part of the Sourcewell program. Regarding cost,.34 falls in line with Sourcewell pricing of other garments of this caliber. Please advise of any questions you may have. Best regards, pem R Sales Consultant UniFirst Corporation 500 SW 13th Terrace Pompano Beach,FL 33069 Direct Line 954-675-5149 jim_regan©unifirst.com UniFirst norgam From:David M.Graham<David_Graham@unifirst.com> Sent:Tuesday,July 29,2025 7:40 PM To:Theresa Gonzalez<gonzalezt@bbfl.us> Cc:Anthony Pezzolanti<Anthony_Pezzolanti@unifirst.com>;Jim Regan<Jim_Regan@unifirst.com> Subject:Fwd:Garment Add Request-Pro Airflow Theresa, Please let us know if this works for you. Thank you, David Graham Regional Sales Manager UniFirst Corporation West Palm Beach,FL Phone:j754)235-1412 Email:dlavid grahamCaunifirst.com Begin forwarded message: From:Nathan Pickard<Nathan PickardCaunifirst.corn> Date:July 29,2025 at 5:53:05 PM EDT To:"David M.Graham"<David Graham( unifirst.com> Subject:FW:Garment Add Request-Pro Airflow Nathan Pickard National Account Executive President's Club Achiever UniFirst Corporation 325 Lenior Drive Winchester,VA.22603 C-864.606.2664 Nathan_Pickard@UniFirst.com UniFirst n©© arm! From:Greg Coffman<Greg.Coffman(5lsourcewell-mn.gov> Sent:Tuesday,July 29,2025 5:52 PM To:Nathan Pickard<JVathan_Pickard anunifirst.com> Subject:RE:Garment Add Request-Pro Airflow Nathan, Sourcewell will review,verify,and update your pricing file to reflect the added Short Sleeve Snap Closure item when we receive the following information from Unifirst: Lost/ Weekly Rental Damage GMP US Contract Item-Description UniFirst Item Rate Per Unit Rate Rate Short Sleeve Snap Closure Air Flow,Mesh Back,65/35 Poly/Cotton Blend. (MEM $0.34 $39.26 $0.03 Let me know if you need any additional clarification.Thanks. Greg Coffman I Senior Supplier Development Executive Facilities Cell.740-294-7997 Website courcPwPII-mn,gov Sourcewell tat Disclaimer The information contained in this communication from the sender is confidential.It is intended solely for use by the recipient and others authorized to receive it.If you are not the intended recipient,you are hereby notified that any disclosure,copying,use,or distribution of the information included in this email is prohibited and may be unlawful. EXHIBIT "C" For all Services procured under this Agreement the additional terms and conditions shall apply: CUSTOMER SERVICE AGREEMENT TERMS REQUIREMENTS SUPPLIED.All rental Merchandise supplied to Customer remains the property of UniFirst. Customer warrants that it is not subject to, and that this Agreement does not interfere or conflict with,any existing agreement for the supply of the Merchandise or Services covered. PERFORMANCE GUARANTEE. UNIFIRST GUARANTEES TO DELIVER HIGH-QUALITY SERVICE AT ALL TIMES. All items of Merchandise cleaned, finished, inspected, repaired, and delivered by UniFirst will meet or exceed industry standards,or non-conforming items will be replaced by the next scheduled delivery day at no cost to Customer. Items of rental Merchandise requiring replacement due to normal wear and tear will be replaced at no cost to Customer,save for any applicable personalization and setup charges. Any delay or interruption of the Services provided for in this Agreement by reason of acts of God,fires, explosions, strikes or other industrial disturbances, or any other cause not within the control of UniFirst,shall not be deemed a breach or violation of this Agreement. PRICES AND PAYMENTS. Customer also agrees to pay the other charges and minimum weekly charge herein specified.Charges relating to a wearer leaving Customer's employ can be terminated by (1)giving notice thereof to UniFirst and(2)returning or paying for any missing Merchandise issued to that individual. Any Merchandise payments required pursuant to this Agreement will be at the replacement price(s)then in effect hereunder.If an authorized Customer representative is not available to receive and acknowledge delivery of Merchandise, Customer authorizes UniFirst to make delivery and assumes responsibility for related charges/invoices. If Customer fails to make timely payment,UniFirst may,at any time and in its sole discretion,terminate this Agreement by giving written notice to Customer, whether or not UniFirst has previously strictly enforced Customer's obligation to make timely payments. Customer agrees to pay, and will pay, all applicable sales,use,personal property,and other taxes and assessments arising out of this Agreement. DEFE CHARGE.Customer's invoices may also include a DEFE charge to cover all or portions of certain expenses including: D = DELIVERY, or expenses associated with the actual delivery of Services and Merchandise to Customer's place of business, primarily Route Sales Representative commissions, management salaries, vehicle depreciation, equipment maintenance, insurance, road use charges and local access fees. E=ENVIRONMENTAL,or expenses(past,present,and future)UniFirst absorbs related to wastewater testing,purification,effluent control,solids disposal,supplies and equipment for pollution controls and energy conservation,and overall regulatory compliance. F=FUEL,or the gas,diesel fuel,oil,and lubricant expenses associated with keeping UniFirst's fleet vehicles on the road and servicing its customers.E= ENERGY,primarily the natural gas UniFirst uses to run boilers and gas dryers, plus other local utility charges. MERCHANDISE.Customer acknowledges and agrees to notifyall employees that Merchandise supplied is for general occupational use and,except as expressly specified below, affords no special user protections. Customer further acknowledges that: (1) Customer has unilaterally and independently determined and selected the nature,style,performance characteristics, number of changes and scope of all Merchandise to be used and the appropriateness of such Merchandise for Customer's specific needs or intended uses;(2)UniFirst does not have any obligation to advise, and has not advised, Customer concerning the fitness or suitability of the Merchandise for Customer's intended use; (3) UniFirst makes no representation, warranty, or covenant regarding the performance of the Merchandise (including without limitation Flame Resistant and Visibility Merchandise); and(4)UniFirst shall in no way be responsible or liable for any injury or harm suffered by any Customer employees while wearing or using any Merchandise. Customer agrees to indemnify and hold harmless UniFirst and its employees and agents from and against all claims, injuries, or damages to any person or property resulting from Customer's or Customer's employee use of the Merchandise, whether or not such claims, injuries or damages arise from any alleged defects in the Merchandise. Flame Resistant("FR")Merchandise supplied hereunder is intended only to prevent the ignition and burning of fabric away from the point of high heat impingement and to be self-extinguishing upon removal of the ignition source. FR items will not provide significant protection from burns in the immediate area of high heat contact due to thermal transfer through the fabric and/or destruction of the fabric in the area of such exposure.FR items are designed for continuous wear as only a secondary level of protection. Primary protection is still required for work activities where direct or significant exposure to heat or open flame is likely to occur. Visibility Merchandise is intended to provide improved conspicuity of the wearer under daylight conditions and when illuminated by a light source of sufficient candlepower at night. It is Customer's responsibility to determine the level of conspicuity needed by wearers under specific work conditions. Further,Customer agrees that Visibility Merchandise alone does not ensure conspicuity of the wearer and that additional safety precautions may be necessary.The Visibility Merchandise supplied satisfied particular ANSI/ISEA standards only when they were new and unused and only if so labeled.Customer acknowledges that usage and laundering of Visibility Merchandise may adversely affect its conspicuity. Healthcare/Food-Related Customer acknowledges that:(1)UniFirst does not guarantee or warrant that the Merchandise selected byCustomer or that processed garments delivered byUniFirst will be appropriate or sufficient to povide a hygienic level adequate Tor individual Customr's needs; and(2) optional poly-bagging** is recommended to reduce the risk of cross-contamination of Merchandise, and the failure to utilize such service mayadversely affect the efficacy of UniFirst's hygienic cleaning process. (*Poly-bag services incur aditional charges.) If any Merchandise supplied hereunder is Merchandise that: (1)UniFirst does not stock for whatever reason (including due to style, color, size or brand); (2) consists of non-UniFirst manufactured or customized FR Merchandise; or (3) consists of Merchandise that has been permanently personalized (in all cases known as "Non-Standard Merchandise"), then, upon the discontinuance of any Service hereunder at any time for any reason, including expiration, termination, or cancellation of this Agreement, with or without cause, deletion of any Non-Standard Merchandise from Customer's Service Program,or due to employee reductions(in each case a"Discontinuance of Service"),Customer will purchase at the time of such Discontinuance of Service all affected Non-Standard Merchandise items then in UniFirst's inventory (in-service, shelf, as well as any manufacturer's supplies ordered for Customer's use),paying for same the replacement charges then in effect. Customer agrees not to contaminate any Merchandise with asbestos, heavy metals, solvents, inks, or other hazardous or toxic substances ("contaminants"). Customer agrees to pay UniFirst for all Merchandise that is lost, stolen, damaged or abused beyond repair. As a condition to the termination of this Agreement,for whatever reason,Customer will return to UniFirst all standard Merchandise in good and usable condition or pay for same at the replacement charges then in effect. OBLIGATIONS AND REMEDIES. If Customer breaches this Agreement before the expiration date for any reason (other than for UniFirst's failure under the performance guarantee described above), Customer will pay UniFirst, as liquidated damages and not as a penalty (the parties acknowledging that actual damages would be difficult to calculate with reasonable certainty) an amount equal to 50 percent of the average weekly amounts invoiced in the preceding 26 weeks, multiplied by the number of weeks remaining in the current term. These damages will be in addition to all other obligations or amounts owed by Customer to UniFirst,including the return of Standard Merchandise or payment of replacement charges,and the purchase of any Non-Standard Merchandise items as set forth herein. MISCELLANEOUS. In the event Customer issues a purchase order to UniFirst at any time, none of the standard pre-printed terms and conditions therein shall have any application to this Agreement or any transactions occurring pursuant hereto or thereto..All written notices provided to UniFirst must be sent by certified mail to the attention of the Location Manager.In Texas and certain other locations, UniFirst's business is conducted by,and the term "UniFirst" as used herein means,UniFirst Holdings, Inc.d.b.a.UniFirst. ATTACHMENT "A" The City of Boynton Beach GST Y 0,> DIVISION OF RISK MANAGEMENT 100 E.Ocean Avenue Boynton Beach,Florida 33435 Le.")j (P): 561-742-6271 I (F): 561-742-6274 www.boynton-beach.orq ATO N 6 VENDOR INSURANCE REQUIREMENTS — PROCUREMENT 1. INSURANCE REQUIREMENTS: The successful bidder/contractor/firm or individual entering a resulting contract with the City shall provide, pay for and maintain in full force and affect at all times during the services to be performed the applicable insurance as set forth below. (Proof that insurance meets the City's requirements must be provided prior to providing services to the City of Boynton Beach.) Commercial General Liability Coverage must be afforded under a Commercial General Liability policy with limits not less than: • $1,000,000 each occurrence • $3,000,000 annual aggregate for Bodily Injury,Personal Injury,and Advertising Injury • $1,000,000 per occurrence for Property Damage • $1,000,000 each occurrence and $2,000,000 project aggregate for Products and Completed Operations Policy must include coverage for Contractual Liability, Independent Contractors. Business Automobile Liability Coverage must be afforded for all Owned, Hired, Scheduled, and Non-Owned vehicles for Bodily Injury and Property Damage in an amount not less than $1,000,000 combined single limit each accident. If the Contractor does not own vehicles, the Contractor shall maintain coverage for Hired and Non-Owned Auto Liability, which may be satisfied by way of endorsement to the Commercial General Liability policy or separate Business Auto Liability policy. Professional Liability/Malpractice Coverage must be afforded under a Professional/Allied Health/Malpractice Liability policy with limits not less than: • $2,000,000 each occurrence • $3,000,000 annual aggregate Workers' Compensation and Employer's Liability Coverage must be afforded per Chapter 440, Florida Statutes.Any contractor performing work on behalf of the City must provide Workers' Compensation insurance of at least the statutory requirements in addition to Employer's Liability in the amount not less than $1,000,000 per accident. Exceptions and exemptions will be allowed by the City's Risk Management Department, if they are in accordance with Florida Statute. The Contractor and its insurance carrier waive all subrogation rights against the City, a political subdivision of the State of Florida, its officials, employees, and volunteers for all losses or damages. The City requires the policy to be endorsed with WC00 03 13 Waiver of our Right to Recover from others or equivalent. Contractor must be in compliance with all applicable State and federal workers' compensation laws, including the U.S. Longshore and Harbor Workers' Compensation Act or Jones Act, if applicable. AMERICA'S GATEWAY TO THE GI7LFSTREAM For any Contractor who has exempt status as an individual, the City requires proof of Workers' Compensation insurance coverage for that Contractor's employees, leased employees, volunteers, and any workers performing work in execution of this Contract. If the Contractor has applied for a workers' compensation exemption, the City does not recognize this exemption to extend to the employees of the Contractor. The Contractor is required to provide proof of coverage for their employees, leased employees, volunteers and any workers performing work in execution of this Contract. This applies to all contractors including but not limited to the construction industry. Contractors Pollution Liability Coverage For sudden and gradual occurrences and in an amount not less than $1,000,000 per claim arising out of this Contract, including but not limited to, all hazardous materials identified under the Contract. Contractor must keep insurance in force until the third anniversary of expiration of this Contract or the third anniversary of acceptance of work by the CITY. Property Coverage (Builder's Risk) Coverage must be afforded in an amount not less than 100% of the total project cost,including soft costs,with a deductible of no more than $25,000 each claim. Coverage form shall include, but not be limited to: • All Risk Coverage including Flood and Windstorm with no coinsurance clause • Guaranteed policy extension provision • Waiver of Occupancy Clause Endorsement,which will enable the City to occupy the facility under construction/renovation during the activity • Storage and transport of materials, equipment, supplies of any kind whatsoever to be used on or incidental to the project • Equipment Breakdown for cold testing of all mechanized,pressurized,or electrical equipment For installation of property and/or equipment, Contractor must provide Builder's Risk Installation insurance to include coverage for materials or equipment stored at the project site, while in transit, or while stored at a temporary location. Coverage limit must be no less than replacement cost. This policy shall insure the interests of the owner, contractor, and subcontractors in the property against all risk of physical loss and damage, and name the City as a loss payee. This insurance shall remain in effect until the work is completed and the property has been accepted by the City. Insurance Certificate Requirements a. The Contractor shall provide the City with valid Certificates of Insurance (binders are unacceptable) no later than thirty (30) days prior to the start of work contemplated in this Contract. b. The Contractor shall provide a Certificate of Insurance to the City with a thirty (30) day notice of cancellation; ten (10) days' notice if cancellation is for nonpayment of premium. c. In the event that the insurer is unable to accommodate the cancellation notice requirement, it shall be the responsibility of the Contractor to provide the proper notice. Such notification will be in writing by registered mail, return receipt requested, and addressed to the certificate holder. d. In the event the Contract term goes beyond the expiration date of the insurance policy, the Contractor shall provide the City with an updated Certificate of Insurance no later than ten (10) days prior to the expiration of the insurance currently in effect. The City reserves the right to suspend the Contract until this requirement is met. e. The certificate shall indicate if coverage is provided under a claims-made or occurrence form. If any coverage is provided on a claims-made form, the certificate will show a retroactive date,which should be the same date of the initial contract or prior. AMERICA'S GATEWAY TO THE GT'LFSTREAM f. The City shall be named as an Additional Insured on all liability policies,with the exception of Workers' Compensation. g. The City shall be granted a Waiver of Subrogation on the Contractor's Workers' Compensation insurance policy. h. The Contract, Bid/Contract number, event dates, or other identifying reference must be listed on the certificate. The Certificate Holder should read as follows: City of Boynton Beach Attn: Risk Management 100 E. Ocean Ave. Boynton Beach,FL 33435 The Contractor has the sole responsibility for all insurance premiums and shall be fully and solely responsible for any costs or expenses as a result of a coverage deductible, co-insurance penalty, or self-insured retention; including any loss not covered because of the operation of such deductible, co-insurance penalty, self-insured retention, or coverage exclusion or limitation. Any costs for adding the City as an Additional Insured shall be at the Contractor's expense. If the Contractor's primary insurance policy/policies do not meet the minimum requirements, as set forth in this Contract, the Contractor may provide an Umbrella/Excess insurance policy to comply with this requirement. The Contractor's insurance coverage shall be primary insurance as respects to the City, a political subdivision of the State of Florida, its officials, employees, and volunteers. Any insurance or self-insurance maintained by the City,its officials,employees,or volunteers shall be excess of Contractor's insurance and shall be non-contributory. Any exclusions or provisions in the insurance maintained by the Contractor that excludes coverage for work contemplated in this Contract shall be deemed unacceptable and shall be considered breach of contract. All required insurance policies must be maintained until the contract work has been accepted by the City, and/or this Contract is terminated. Any lapse in coverage shall be considered breach of contract.In addition,Contractor must provide confirmation of coverage renewal via an updated certificate should any policies expire prior to the expiration of this Contract. The City reserves the right to review, at any time, coverage forms and limits of Contractor's insurance policies. All notices of any claim/accident(occurrences) associated with this Contract,shall be provided to the Contractor's insurance company and the City's Risk Management office as soon as practical. It is the Contractor's responsibility to ensure that all independent and subcontractors comply with these insurance requirements. All coverages for independent and subcontractors shall be subject to all of the requirements stated herein. Any and all deficiencies are the responsibility of the Contractor. NOTE: These are minimal insurance requirements. Additional insurance, (e.g., Cyber Liability) may be required based upon the type of event, event location, and/or number of participants. Revised 06/17/2025 AMERICA'S GATEWAY TO THE GTTLFSTREAM