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HomeMy WebLinkAboutC2020-013 Empire Southwest, LLC DBA Empire Power Systems Contract No. C2020-013 COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND EMPIRE SOUTHWEST, LLC D/B/A EMPIRE POWER SYSTEMS THIS COOPERATIVE PURCHASING AGREEMENT(this"Agreement")is entered into as of March 3, 2020, between the Town of Fountain Hills, an Arizona municipal corporation (the "Town"), and Empire Southwest, LLC, a Delaware limited liability company d/b/a Empire Power Systems (the"Contractor"). RECITALS A. After a competitive procurement process, Sourcewell entered into Contract No. 032119-CAT, dated May 13, 2019, with Caterpillar Inc., a Delaware corporation ("Caterpillar"), for the procurement of heavy construction equipment with related accessories, attachments, and supplies (the "Sourcewell Contract"). A copy of the Sourcewell Contract is attached hereto as Exhibit A and incorporated herein by reference,to the extent not inconsistent with this Agreement. Contractor is an authorized dealer for Caterpillar. B. The Town is permitted, pursuant to Section 3-3-27 of the Town Code, to make purchases under the Sourcewell Contract, at its discretion and with the agreement of the awarded Contractor, and the Sourcewell Contract permits its cooperative use by other public entities, including the Town. C. The Town and the Contractor desire to enter into this Agreement for the purpose of (i) acknowledging the cooperative contractual relationship under the Sourcewell Contract and this Agreement, (ii) establishing the terms and conditions by which the Town will purchase a CAT 415F2 Industrial Loader and a Broce CRT350 Power Broom and related equipment (the "Materials"), and (iii) setting the maximum aggregate amount to be expended pursuant to this Agreement related to the Materials. AGREEMENT NOW, THEREFORE, in consideration of the foregoing introduction and recitals, which are incorporated herein by reference, the following mutual covenants and conditions, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Town and the Contractor hereby agree as follows: 1. Term of Agreement. This Agreement shall be effective as of the date first set forth above and shall remain in full force and effect until August 12, 2020 (the "Initial Term"), unless terminated as otherwise provided in this Agreement or the Sourcewell Contract. After the expiration of the Initial Term, this Agreement may be renewed for up to four successive one-year terms (each, a "Renewal Term") if: (i) it is deemed in the best interests of the Town, subject to 1 availability and appropriation of funds for renewal in each subsequent year, (ii) the term of the Sourcewell Contract has not expired or has been extended, (iii) at least 30 days prior to the end of the then-current term of this Agreement, the Contractor requests, in writing, to extend this Agreement for an additional one-year term and (iv) the Town approves the additional one-year term in writing (including any price adjustments approved as part of the Sourcewell Contract), as evidenced by the Town Manager's signature thereon, which approval may be withheld by the Town for any reason. The Contractor's failure to seek a renewal of this Agreement shall cause this Agreement to terminate at the end of the then-current term of this Agreement; provided,however, that the Town may, at its discretion and with the agreement of the Contractor, elect to waive this requirement and renew this Agreement.The Initial Term and any Renewal Term(s)are collectively referred to herein as the "Term."Upon renewal, the terms and conditions of this Agreement shall remain in full force and effect. 2. Scope of Work. Contractor shall provide the Town with the Materials under the terms and conditions of the Sourcewell Contract and as more particularly set forth in the Contractor Proposals attached hereto as Exhibit B and incorporated herein by reference. 2.1 Inspection; Acceptance. The Materials are subject to final inspection and acceptance by the Town. If the Materials fail to conform to the requirements of this Agreement and/or the Sourcewell Contract, they will be held at Contractor's risk and may be returned to the Contractor. If so returned, all costs are the responsibility of the Contractor. Upon discovery of a non-conforming product, the Town may elect to do any or all of the following by written notice to the Contractor: (i) waive the non-conformance; (ii) stop the work immediately; or (iii) bring the Materials into compliance and withhold the cost of same from any payments due to the Contractor. 3. Compensation. The Town shall pay Contractor an aggregate amount not to exceed $169,676.97 for the Materials at the rates set forth in the Sourcewell Contract and as more particularly set forth in the Contractor Proposals. 4. Payments. The Town shall pay the Contractor upon delivery and acceptance of the Materials, and upon submission and approval of invoices. Each invoice shall(i)contain a reference to this Agreement and the Sourcewell Contract and(ii)document and itemize all products delivered to date. The invoice statement shall include sufficient detail to justify payment. Additionally, invoices submitted without referencing this Agreement and the Sourcewell Contract will be subject to rejection and may be returned. 5. Records and Audit Rights.To ensure that the Contractor and its subcontractors are complying with the warranty under Section 6 below, Contractor's and its subcontractors' books, records, correspondence, accounting procedures and practices, and any other supporting evidence relating to this Agreement, including the papers of any Contractor and its subcontractors' employees who perform any work or services pursuant to this Agreement (all of the foregoing hereinafter referred to as "Records"), shall be open to inspection and subject to audit and/or reproduction during normal working hours by the Town, to the extent necessary to adequately permit evaluation of the Contractor's and its subcontractors' compliance with the Arizona employer sanctions laws referenced in Section 6 below. To the extent necessary for the Town to audit Records as set forth in this Section,Contractor and its subcontractors hereby waive any rights to keep such Records confidential. For the purpose of evaluating or verifying such actual or 2 claimed costs or units expended,the Town shall have access to said Records, even if located at its subcontractors' facilities, from the effective date of this Agreement for the duration of the work and until three years after the date of final payment by the Town to Contractor pursuant to this Agreement. Contractor and its subcontractors shall provide the Town with adequate and appropriate workspace so that the Town can conduct audits in compliance with the provisions of this Section. The Town shall give Contractor or its subcontractors reasonable advance notice of intended audits. Contractor shall require its subcontractors to comply with the provisions of this Section by insertion of the requirements hereof in any subcontract pursuant to this Agreement. 6. E-verify Requirements. To the extent applicable under ARIz. REV. STAT. § 41- 4401,the Contractor and its subcontractors warrant compliance with all federal immigration laws and regulations that relate to their employees and their compliance with the E-verify requirements under ARIz. REV. STAT. § 23-214(A). Contractor's or its subcontractors' failure to comply with such warranty shall be deemed a material breach of this Agreement and may result in the termination of this Agreement by the Town. 7. Israel. Contractor certifies that it is not currently engaged in and agrees for the duration of this Agreement that it will not engage in a "boycott," as that term is defined in ARIz. REV. STAT. § 35-393, of Israel. 8. Conflict of Interest. This Agreement may be canceled by the Town pursuant to ARIZ.REV.STAT. § 38-511. 9. Applicable Law;Venue. This Agreement shall be governed by the laws of the State of Arizona, and a suit pertaining to this Agreement may be brought only in courts in Maricopa County,Arizona. 10. Agreement Subject to Appropriation. The Town is obligated only to pay its obligations set forth in this Agreement as may lawfully be made from funds appropriated and budgeted for that purpose during the Town's then current fiscal year. The Town's obligations under this Agreement are current expenses subject to the "budget law" and the unfettered legislative discretion of the Town concerning budgeted purposes and appropriation of funds. Should the Town elect not to appropriate and budget funds to pay its Agreement obligations, this Agreement shall be deemed terminated at the end of the then-current fiscal year term for which such funds were appropriated and budgeted for such purpose and the Town shall be relieved of any subsequent obligation under this Agreement.The parties agree that the Town has no obligation or duty of good faith to budget or appropriate the payment of the Town's obligations set forth in this Agreement in any budget in any fiscal year other than the fiscal year in which this Agreement is executed and delivered. The Town shall be the sole judge and authority in determining the availability of funds for its obligations under this Agreement. The Town shall keep Contractor informed as to the availability of funds for this Agreement. The obligation of the Town to make any payment pursuant to this Agreement is not a general obligation or indebtedness of the Town. Contractor hereby waives any and all rights to bring any claim against the Town from or relating in any way to the Town's termination of this Agreement pursuant to this section. 11. Conflicting Terms. In the event of any inconsistency, conflict, or ambiguity among the terms of this Agreement, the Contractor Proposals, the Sourcewell Contract, and invoices, the documents shall govern in the order listed herein. Notwithstanding the foregoing, and in 3 conformity with Section 2 above, unauthorized exceptions, conditions, limitations, or provisions in conflict with the terms of this Agreement or the Sourcewell Contract (collectively, the "Unauthorized Conditions"), other than the Town's project-specific requirements, are expressly declared void and shall be of no force and effect. Acceptance by the Town of any invoice containing any such Unauthorized Conditions or failure to demand full compliance with the terms and conditions set forth in this Agreement or under the Sourcewell Contract shall not alter such terms and conditions or relieve Contractor from, nor be construed as or deemed a waiver of, its requirements and obligations in the performance of this Agreement. 12. Rights and Privileges. To the extent provided under the Sourcewell Contract, the Town shall be afforded all of the rights and privileges afforded to Sourcewell and shall be "Sourcewell" (as defined in the Sourcewell Contract) for the purposes of the portions of the Sourcewell Contract that are incorporated herein by reference. 13. Indemnification; Insurance. In addition to and in no way limiting the provisions set forth in Section 12 above, the Town shall be afforded all of the insurance coverage and indemnifications afforded to Sourcewell to the extent provided under the Sourcewell Contract,and such insurance coverage and indemnifications shall inure and apply with equal effect to the Town under this Agreement including, but not limited to, the Contractor's obligation to provide the indemnification and insurance. In any event, the Contractor shall indemnify, defend, and hold harmless the Town and each council member, officer, employee, and agent thereof(the Town and any such person being herein called an "Indemnified Party"), for, from, and against any and all losses, claims, damages, liabilities, costs, and expenses (including, but not limited to, reasonable attorneys' fees,court costs, and the costs of appellate proceedings)to which any such Indemnified Party may become subject, under any theory of liability whatsoever ("Claims"), insofar as such Claims (or actions in respect thereof) relate to, arise out of, or are caused by or based upon the negligent acts, intentional misconduct, errors, mistakes, or omissions, in connection with the products or services of the Contractor, its officers, employees, agents, or any tier of subcontractor in the performance of this Agreement. 14. Notices and Requests. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if (i) delivered to the party at the address set forth below, (ii) deposited in the U.S. Mail,registered or certified, return receipt requested, to the address set forth below, or (iii) given to a recognized and reputable overnight delivery service, to the address set forth below: If to the Town: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Attn: Grady E. Miller, Town Manager With copy to: Pierce Coleman PLLC 4711 E. Falcon Drive, Suite 111 Mesa, Arizona 85215 Attn: Aaron D. Arnson, Town Attorney If to Contractor: Empire Southwest, LLC d/b/a Empire Power Systems 4 1725 S. Country Club Drive Mesa, AZ 85210 Attn: Doug Calvet or at such other address, and to the attention of such other person or officer, as any party may designate in writing by notice duly given pursuant to this subsection. Notices shall be deemed received: (i) when delivered to the party, (ii) three business days after being placed in the U.S. Mail, properly addressed, with sufficient postage, or (iii) the following business day after being given to a recognized overnight delivery service, with the person giving the notice paying all required charges and instructing the delivery service to deliver on the following business day. If a copy of a notice is also given to a party's counsel or other recipient, the provisions above governing the date on which a notice is deemed to have been received by a party shall mean and refer to the date on which the party, and not its counsel or other recipient to which a copy of the notice may be sent, is deemed to have received the notice. [SIGNATURES APPEAR ON FOLLOWING PAGES] 5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first set forth above. "Town" TOWN OF FOUNTAIN HILLS, an Arizona Municipal Corporation C . Grady E. Mille , To , Manager ATTEST: izabeth :t urke, Town erk APPROVED AS TO FORM: L-Aarolf D.Arnson, Town Attorney (ACKNOWLEDGEMENT) • STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) OnZ , L( , 2019, before me personally appeared Grady E. Miller, the Town Manager of the TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation, whose identity was proven to me on the basis of satisfactory evidence to be the person who he claims to be, and acknowledged that he signed the above document, on behalf of the Town of Fountain Hills. Q a Q Qntv&Q. JAMPIElic SA-State of AriLENTINE N ary Public y„r- ! Iio4ny ubzort• NIARICOPA COUNTY Commission 0 550103 it- Expires July 11.2022 (Affix notary seal here) [SIGNATURES CONTINUE ON FOLLOWING PAGE] 6 "Contractor" EMPIRE SOUTH ` , LC, a(n)Delaware li ' ed liabi .'ty company By: _Mt.di Name: John s Its: Vice President/CFO (ACKNOWLEDGEMENT) STATE OF ARIZONA ) ) ss. COUNTY OF Maricopa ) On August 6 ,2019,before me personally appeared John Helms ,the VP/CFO of EMPIRE SOUTHWEST,LLC,a Delaware limited liability company,whose identity was proven to me on the basis of satisfactory evidence to be the person who he claims to be, and acknowledged that he signed the above document,on behalf of the limited liability company. 1 JOYCE POLUOID •ko COUNTY Ndgrogi My commiNon EVWS No lic (Affix notary seal here) 4846-3588-6491,v.2 7 EXHIBIT A TO COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND EMPIRE SOUTHWEST, LLC DB/A EMPIRE POWER SYSTEMS [Sourcewell Contract] See following pages. Form C EXCEPTIONS TO PROPOSAL,TERMS,CONDITIONS, Sourcewell, AND SOLUTIONS REQUEST Company Name: Caterpillar Inc. Any exceptions to the terms, conditions, specifications,or proposal forms contained in this RFP must be noted in writing and included with the Proposer's response. The Proposer acknowledges that the exceptions listed may or may not be accepted by Sourcewell or included in the final contract. Sourcewell will make reasonable efforts to accommodate the listed exceptions and may clarify the exceptions in the appropriate section below. — ~ Sourcewell Section/page Perm,Condition,or Specification Exception ACCEPTS Notwithstanding the Terms of Section 8.11/ 8.11, Caterpillar shall be permitted to Sourcewell accepts Assignment of Contract page 29 subcontract certain of its duties to Cat dealers for performance. * Section Q shall be deleted in its entirety. Provisions for non-federal entity However, Caterpillar Dealers will review Section Q/ procurements under federal p Sourcewell accepts individual transactions that may implicate page 32 awards or other awards; airport certain provisions within section Q on a improvement program provisions case by case basis as required. *Please see page 2 of this form for comments regarding this exception request. Proposer's Signature: I / +Lart/) Date: 4431/41 Sourcewell's clarification on exceptions listed above: GA( HCP Initials May 3,2019 Dare Sourcewell Form C—Caterpillar Response Page 1 of 2 Form C EXCEPTIONS TO PROPOSAL,TERMS,CONDITIONS, I AND SOLUTIONS REQUEST Caterpillar Comments on Exception Requests: Exception toQ.1l Because we rely on our dealer network to work closely with customers to execute the terms of this agreernent, we want to clarify that we may subcontract these obligations to them.This is how we are operating today to the satisfaction ofall involved and vve intend for this strong,close, and effective relationship to continue. Exception to Section Qi In many situations we will be willing to comply to these terms. However, it is impossible to provide a blanket acceptance as each transaction is unique. For example, the Buy American provision referenced in 8.43 will be acceptable for some products and not for others depending on the source of production. By looking at each transaction individually we can ensure careful consideration. It is our desire to earn this business and when we are able to comply we will honor the terms specific to the transaction. � � page 2cx2 Sovoewe|FoxmC-[aterpUarReyponsr Contract Award �..•.•.., RFP#032019 C g FORM D Sourcewell► \ Formal Offering of Proposal (To be completed only by the Proposer) HEAVY CONSTRUCTION EQUIPMENT WITH RELATED ACCESSORIES, ATTACHMENTS,AND SUPPLIES In compliance with the Request for Proposal (RFP) for 'HEAVY CONSTRUCTION EQUIPMENT WITH RELATED ACCESSORIES, ATTACHMENTS, AND SUPPLIES, Ithe undersigned warrants that the Proposer has examined this RFP and, being familiar with all of the instructions, terms and conditions, general and technical specifications, sales and service expectations, and any special terms, agrees to furnish the defined products and related services in full compliance with all terms and conditions of this RFP,any applicable amendments of this RFP, and all Proposer's response documentation.The Proposer further understands that it accepts the full responsibility as the sole source of solutions proposed in this RFP response and that the Proposer accepts responsibility for any subcontractors used to fulfill this proposal. Company Name: _Caterpillar Inc. Date: // / /7 Company Address: 100 NE Adams Street City: Peoria State: It Zip: 61629 CAGE Code/DUNS: 11083/944204924 Contact Person: _Patty Redpath Title: Governmental Account Manager Authorized Signature: C rirAl (Name printed or typed) Caterpillar:Confidential Green DocuSign Envelope ID:A050DB3F-661 F-4EB5-AF77-6D47E6730B71 FORM E CONTRACT ACCEPTANCE AND AWARD Krr 00,1 �,� I Sourcewell ' (Top portion of this form will be completed by Sourcewell if the vendor is awarded a contract. The vendor should complete the vendor authorized signatures as part of the RFP response.) Sourcewell Contract #:0321 19-CAT Proposer's full legal name: Caterpillar Inc. Based on Sourcewell's evaluation of your proposal,you have been awarded a contract. As an awarded vendor,you agree to provide the products and services contained in your proposal and to meet all the terms and conditions set forth in this RFP, in any amendments to this RFP, and In any exceptions that are accepted by Sourcewell. The effective date of the Contract will be May 13, 2019 and will expire on May 13, 2023 (no later than the later of four years from the expiration date of the currently awarded contract or four years from the date that the Sourcewell Chief Procurement Officer awards the Contract). This Contract may be extended for a fifth year at Sourcewell's discretion. Sourcewell Authorized Signatures: .DocuSlgned by: iA� tAA I S ^) Jeremy Schwartz TteetPRECTOR OF OPERATIONS AND (NAME PRINTED OR TYPED) PRau itr da5JJT/CPO SIGNATURE (400A Et- { Chad Coquette ----/t4Ze8m817A64Cd. . SOURCEWEII EXECUTIVE DIRECTOR/CEO SIGNATURE (NAME PRINTED OR TYPED) Awarded on May 10, 2019 Sourcewell Contract #032119-CAT Vendor Authorized Signatures: The Vendor hereby accepts this Contract award, including all accepted exceptions and amendments. Vendor Name >i i'cf1. Authorized Signatory's Title �' `- 1 ° �r r1 a ha-4 , C r u , /t VENDOR AUTHORIZED SIGNATURE (NAME PRINTED OR TYPED) Executed on ,°?," / IC , 20 Sourcewell Contract # 032119-CAT Sourcewell► Form F PROPOSER ASSURANCE OF COMPLIANCE Proposal Affidavit Signature Page PROPOSER'S AFFIDAVIT The undersigned,authorized representative of the entity submitting the foregoing proposal(the"Proposer"), swears that the following statements are true to the best of his or her knowledge. 1. The Proposer is submitting its proposal under its true and correct name, the Proposer has been properly originated and legally exists in good standing in its state of residence,the Proposer possesses,or will possess before delivering any products and related services, all applicable licenses necessary for such delivery to Sourcewell members agencies. The undersigned affirms that he or she is authorized to act on behalf of, and to legally bind the Proposer to the terms in this Contract. 2. The Proposer, or any person representing the Proposer, has not directly or indirectly entered into any agreement or arrangement with any other vendor or supplier, any official or employee of Sourcewell, or any person, firm, or corporation under contract with Sourcewell, in an effort to influence the pricing,terms,or conditions relating to this RFP in any way that adversely affects the free and open competition for a Contract award under this RFP. 3. The Proposer has examined and understands the terms, conditions, scope, contract opportunity, specifications request,and other documents in this solicitation and affirms that any and all exceptions have been noted in writing and have been included with the Proposer's RFP response. 4. The Proposer will, if awarded a Contract, provide to Sourcewell Members the/products and services in accordance with the terms, conditions, and scope of this RFP, with the Proposer-offered specifications, and with the other documents in this solicitation. 5. The Proposer agrees to deliver 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. b. The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders. 7. The Proposer understands that Sourcewell will reject RFP proposals that are marked"confidential"(or"nonpublic," etc.),either substantially or in their entirety. Under Minnesota Statute§13.591,Subd.4,all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded. At that point,proposals generally become public data. Minnesota Statute §13.37 permits only certain narrowly defined data to be considered a"trade secret," and thus nonpublic data under Minnesota's Data Practices Act. 8. The Proposer understands that it is the Proposer's duty to protect information that it considers nonpublic, and it agrees to defend and indemnify Sourcewell for reasonable measures that Sourcewell takes to uphold such a data designation. (The rest of this page has been left intentionally blank. Signature page below" By signing below,Proposer is acknowledging that he or she has read,understands,and agrees to comply with the terms and conditions specified above. Company Name: Caterpillar Inc. Address: 100 NE Adams Street City/State/Zip: Peoria, IL 61629 Telephone Number:_309-675 1000 E-mail Address: Cat_Governmental@cat.com �.1 Authorized Signature: ---'S Authorized Name(printed): ,,A A,i Title: w�l►t,rz ,ice nc�'���� «.��.)ty�. Date: --FAfit? Notarized OFFICIAL SEAL JODY R. MCKENZIE NOTARY PUBLIC,STATE OF ILLINOIS My Commission Expires Feb 2, 2020 Subscribed and sworn to before me this (4- E ` day of t t r o•t , 20 Notary Public in and for the County of { L'1�t ' State of t I" My commission expires: t t' " £ 7 e> Signature: ' A <. r : - Caterpillar:Confidential Green Form P Sourcewell PROPOSER QUESTIONNAIRE Payment Terms,Warranty,Products and Services,Pricing and Delivery,and Industry-Specific Questions Proposer Name: Caterpillar Inc. Questionnaire completed by: Patty Redpath Payment Terms and Financing Options 1) What are your payment terms(e.g.,net 10,net 30)? Our dealers accept payment from members and their terms may vary.The most common term is net 30. 2) Do you provide leasing or financing options, especially those options that schools and governmental entities may need to use in order to make certain acquisitions? Yes.We offer both leasing and financing options to governmental members of Sourcewell at rates lower than available to the general public. 3) Briefly describe your proposed order process. Please include enough detail to support your ability to report quarterly sales to Sourcewell. For example, indicate whether your dealer network is included in your response and whether each dealer(or some other entity)will process the Sourcewell Members' purchase orders. Our simple order process has been and will continue to be well appreciated by Sourcewell and Sourcewell members: 1) When a member decides to purchase a new Cat machine, they simply include their Sourcewell member number on the Purchase Order they issue to the Cat dealer. 2) The Cat dealer then accepts the PO, issues the invoice,accepts payment, and delivers the machine. 3) After the machine has been delivered,the dealer, as part of their normal process, includes the member number when filing their sales claim with Caterpillar. 4) At month end,Caterpillar aggregates these reports and sends the sales information quarterly to Sourcewell along with the administration fee. Important Note:Should a member wish to include additional terms and conditions to this contract,or to otherwise request a Participating Addendum, that agreement/PA should be executed between the member and the Cat dealer directly. 4) Do you accept the P-card procurement and payment process? If so, is there any additional cost to Sourcewell Members for using this process? Because Cat dealers will be receiving payments directly from members,accepting P-card procurement will be at their discretion. Many dealers do accept this method without additional fees.Some have limitations on the amount that can be processed. Sourcewell Form P—Caterpillar Response Page 1 of 9 Warranty 5) Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure. You may include in your response a copy of your warranties,but at a minimum please also answer the following questions. • Do your warranties cover all products,parts,and labor? Yes. Caterpillar has the most extensive warranty coverage in the industry.We cover all products, parts, and labor with fewer exclusions than our competitors. Please see Attachment D for details. • Do your warranties impose usage restrictions or other limitations that adversely affect coverage? We do not impose usage restrictions.We are pleased to say that our warranties cover defects in material and workmanship for the time specified in the policy when the equipment is used as per design intent. • Do your warranties cover the expense of technicians' travel time and mileage to perform warranty repairs? The Caterpillar warranties cover the cost of replacement parts and the labor to install them,they do not cover travel time and mileage. Dealer territories vary considerably from state to state as do their policies about travel time and mileage during the warranty period. • Are there any geographic regions of the United States for which you cannot provide a certified technician to perform warranty repairs? How will Sourcewell Members in these regions be provided service for warranty repair? We have no restrictions on warranty repairs.One of our key differentiating strengths is our ability to service equipment regardless of where is it located. • Will you cover warranty service for items made by other manufacturers that are part of your proposal, or are these warranties issues typically passed on to the original equipment manufacturer? Warranty service for on machines ordered from a Caterpillar facility is generally provided by Caterpillar and performed by Cat dealers.Some items, such as tires,are covered under their manufacturers' warranties. • What are your proposed exchange and return programs and policies? We warrant that upon delivery our products will be free from defects in material and workmanship and will operate as intended. If they are not,we will make any necessary corrections. 6) Describe any service contract options for the items included in your proposal. We have a large variety of service contract options which can all be customized according to customer needs. Below are just two examples. More solutions are available, and we encourage members and dealers to explore all options. 1) Equipment Protection Plans(Extended Service Coverage/Cat Insurance) After the initial warranty period ends, members may choose to purchase additional protection plans to reduce their exposure to unplanned costs.These policies are written based on months and hours of operation.There are four standard levels of coverage: a) Powertrain b) Powertrain+ Hydraulics Sourcewell Form P—Caterpillar Response Page 2 of 9 c) Powertrain+ Hydraulics+Technology d) Premier A description of all these options is included in Attachment E. Important note:The purchase price for these Extended Service Coverage plans is lower for governmental agencies than it is for private buyers. 2) Customer Service Agreements(CSAs) A member may choose to enter into an agreement with their Cat dealer to perform routine maintenance and/or repairs.These contracts are customizable based on member needs. The selling Cat dealer can take responsibility for some or all the required service and maintenance needs to allow the agency to gain efficiency by focusing on the performance demands more than maintenance. CSAs are a useful tool to manage expenses. Most CSAs are bundled at the time of purchase; however, they may be added at any time. Pricing,Delivery, Audits,and Administrative Fee 7) Provide a general narrative description of the equipment/products and related services you are offering in your proposal. We are offering the new machine and work tool product lines as set forth in this proposal.This includes nearly 200 machine choices and more than 200 types of work tools. In addition to new machines and work tools,we are happy to offer members access to rental machines, used machines, parts, service,extended service coverage plans, CSAs, products from Cat Safety Services, sourced goods, and open market items. We understand that each member's needs will vary,and we are proud to supply a complete solution from the industry's largest product line. 8) Describe your pricing model(e.g.,line-item discounts or product-category discounts).Provide detailed pricing data(including standard or list pricing and the Sourcewell discounted price) on all of the items that you want Sourcewell to consider as part of your RFP response. If applicable, provide a SKU for each item in your proposal. (Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract. See the body of the RFP and the Price and Product Change Request Form for more detail.) Our pricing model is simple.We offer a deep discount off the current machine and work tool list prices to all Sourcewell members. We have provided base machine pricing in Attachment F. However,for execution of the agreement we will ask our dealers and Sourcewell members to use the Caterpillar price list that is current at the time of the quote. Dealers, in consultation with the member,will configure the machine to the desired specifications and apply the agreed upon stated minimum discount to that configured List Price amount. Dealers and members should remember to factor in any expected price increases if a machine will be built to order. Attachment G shows the discount offered for each new machine. Additionally,we are pleased to offer a discount of 15%off all products and consulting services under the Cat Safety Services Umbrella; and 5%off our Technology Enabled Safety Solutions. Sourcewell Form P—Caterpillar Response Page 3 of 9 9) Please quantify the discount range presented in this response. For example, indicate that the pricing in your response represents is a 50%percent discount from the MSRP or your published list. Our discount range varies between 3%and 30%. It's important to note that discount comparisons between different machines cannot be considered an apple-to-apples comparison. Caterpillar product managers have broad leeway in product pricing, and there are some significant variations on pricing strategy. For example,a discount of 10%on Product A, may be equivalent to a 20%discount on Product B.The discounts offered to Sourcewell members are better than what is widely available to non-member/private purchasers. 10) The pricing offered in this proposal is a.the same as the Proposer typically offers to an individual municipality,university,or school district. b.the same as the Proposer typically offers to GPOs,cooperative procurement organizations, or state purchasing departments. X c.better than the Proposer typically offers to GPOs, cooperative procurement organizations, or state purchasing departments. d. other than what the Proposer typically offers(please describe). 11) Describe any quantity or volume discounts or rebate programs that you offer. Our dealers are empowered to consider purchase order volume, repeat purchases, member responsiveness, etc.They may offer members additional discounts and/or services at their discretion. 12) Propose a method of facilitating "sourced" products or related services, which may be referred to as "open market" items or"nonstandard options". For example, you may supply such items "at cost"or"at cost plus a percentage,"or you may supply a quote for each such request. Sourced goods/Open Market Items are available to members from our Cat dealers.The prices for these goods or services will represent fair market value and will be determined between the member and the selling dealer.We encourage our dealers and members to use this option as it facilitates complimentary products and streamlines the procurement process. Customers and dealers are responsible for including their Sourcewell member numbers on all documentation related to these purchases. Caterpillar Inc. is not a party to these sales and is exempted from including them in the quarterly reports. For audits, inclusion of a customer's Sourcewell member number on the PO and/or invoice shall be deemed sufficient. 13) Identify any total cost of acquisition costs that are NOT included in the pricing submitted with your response. This cost includes all additional charges that are not directly identified as freight or shipping charges. For example, list costs for items like installation, set up, mandatory training, or initial/pre-delivery inspection. Identify any parties that impose such costs and their relationship to the Proposer. Machines are unique in their requirements for preparation prior to use.Some may require local final assembly due to their large size, others may have locally installed options(fire suppression, beacons,auto lube systems for example).When a dealer issues a quote for a machine, any additional costs will be itemized separately and are not subject to the Sourcewell discount. 14) If travel expense, delivery or shipping is an additional cost to the Sourcewell Member, describe in detail the complete travel expense, shipping and delivery program. There is no additional cost to members who choose to pick up their machine from the Cat dealer. Dealers may charge fees for delivery to the member's location. Sourcewell Form P—Caterpillar Response Page 4 of 9 15) Specifically describe those travel expense,shipping and delivery programs for Alaska,Hawaii,Canada,or any offshore delivery. Just as for members in the 48 contiguous states,there is no additional cost to members who choose to pick up their machine from their Cat dealer. Dealers may charge fees for delivery to the member's location. 16) Describe any unique distribution and/or delivery methods or options offered in your proposal. Machines are large purchases and if there are unique member requirements our dealers will be happy to discuss on a case by case basis. 17) Please specifically describe any self-audit process or program that you plan to employ to verify compliance with your proposed Contract with Sourcewell.This process includes ensuring that Sourcewell Members obtain the proper pricing,that the Vendor reports all sales under the Contract each quarter,and that the Vendor remits the proper administrative fee to Sourcewell. We plan to continue our very robust process to ensure reporting speed,accuracy,and contract compliance. Caterpillar and our Cat dealers have very close and trusting relationships. Our dealers are long-established, and the current process is working well. • To ensure pricing accuracy,we maintain our current Sourcewell customer discount sheet on our dealer- facing pricing pages. Dealers integrate these numbers automatically in their quoting software. • To ensure new machine and work tool sales are recorded properly,we use our post-sale credit system. In a nutshell,this means that we corporately support the pricing offered in this contract at a level below what's available to other customers.To receive this additional monetary support after the machine is delivered,dealers must supply the member's name,address,and member number.There is no additional burden or cost to our dealers to use the Sourcewell contract and this is part of the reason for their high engagement and our high reporting accuracy. • After month end,we gather the new machine and work tool sales data attributed to Sourcewell and aggregate it for our reporting. • After quarter end,we will send the quarterly sales report and administration fee payment to Sourcewell for all items that are subject to the administrative fee. 18) Identify a proposed administrative fee that you will pay to Sourcewell for facilitating,managing,and promoting the Sourcewell Contract in the event that you are awarded a Contract. This fee is typically calculated as a percentage of Vendor's sales under the Contract or as a per-unit fee; it is not a line-item addition to the Member's cost of goods. (See RFP Section 6.29 and following for details.) We would be pleased to offer an administration fee of 0.50%of net dealer revenue on the sales of new machines and work tools.Caterpillar will pay this fee and will not ask members or dealers to bear any additional burden. Industry-Specific Questions 19) Describe any industry-specific quality management system certifications obtained by your organization. Throughout the history of Caterpillar,we've produced reliable,durable products our customers have been able to count on for many years...if not decades.This reliability and durability is foundational to our brand. We measure ourselves on both defects and durability. Defects are issues that prevent a machine or any part of it from performing as intended within the first year of service. Durability is defined as the actual achieved life of a machine or component. We pride ourselves on leading the industry. Sourcewell Form P—Caterpillar Response Page 5 of 9 Specifically,as it relates to this question, the below list shows our current quality certificates: 03-Thin Film Coating Center,Mossville(IL),USA-CQMS/ISO9001:2015 Certificate(Exp date:09-Mar-2019) O5-Caterpillar Global Machine Development-Peoria Proving Ground,Peoria(IL),USA-ISO17025:2005(Expiry date 31-Jan-2021) 06-Caterpillar Inc.,Cast Metals Organisation,Mapleton(IL),USA-1509001:2015(Expiry date 24-Apr-2021) 08-Caterpillar Inc.,-SOS Services Laboratory(Main Multi-site),Peoria,IL,USA-ISO9001:2015(Expiry date 29-Nov-2020) 12-Caterpillar Inc.-Matl Handling&Underground Div.(Aurora),Montgomery IL,USA ISO9001:2015 Certificate.(Exp:23-Feb-2020) 13-Caterpillar Inc.-Construction and Mining Equipment(HQ),Decatur(IL),USA-1509001:2015 Certificate.(Exp date:26-Oct-2021) 16-Caterpillar Inc.-East Peoria(Multi-Site-TTT),Tractor Drive,East Peoria(IL),USA-ISO9001:2015 Certificate(Exp:30-Nov-2019) 28-Caterpillar Brasil Limited,Campo Largo,Brasil-ISO9001:2015(Exp date:23-Jul-2020) 28-Caterpillar Brasil Ltda.,Piracicaba,Brasil-1509001:2015 Certificate(Exp date: 19-Mar-2021) 29-Caterpillar Engine Systems Inc.(HQ),Pontiac(IL),USA-1509001:2015 Certificate(Exp date:06-Aug-2019) 40-Caterpillar Engine Systems Inc.,Mossville(IL),USA-ISO9001:2015 Certificate(Exp date:06-Aug-2019) 40-Caterpillar Inc.,Industrial Power Systems Division,Mossville(IL),USA-1509001:2015 Certificate(Exp Date:17-Feb-2019) 40-Caterpillar Inc.,Industrial Power Systems Division,San Antonio(TX), USA-ISO9001:2015 Certificate(Exp Date:17-Feb-2019) 40-Caterpillar Inc.,Industrial Power Systems Division,Schertz(TX),USA-1509001:2015 Certificate(Exp Date:17-Feb-2019) 41-Caterpillar Powertrain&Hydraulics-Systems Development,Mossville(IL),USA-ISO17025:2005(Expiry date 31-Dec-2019) 41-Global Engine Development-North America,Mossville,IL 61552,USA-ISO17025:2005(Exp Date:31-Aug-2019) 68-Caterpillar Inc.(Remanufacturing Site-Specific Certificate),Corinth(MS),USA ISO9001:2015 Certificate(Expiry date 19-Jun-2020) 68-Caterpillar Inc.Remanufacturing Services(HQ),Corinth,MS 38834,USA,ISO 9001:2015(Exp Date:19-Jun-2020) 7P-Perkins Motores Do Brasil LTDA,Curitiba,BRASIL-CQMS:2015/ISO9001:2015 Certificate(Expiry date 05-Oct-2020) 88 Caterpillar Inc.Lafayette Engine Center,Lafayette(IN),USA-ISO9001:2015 Certificate(Expiry date 04-Feb-2021) 89-Caterpillar Mexico S.A.de C.V.(Monterrey),Nuevo Leon,Mexico 66350-CQM5:2015/ISO 9001:2015 Certificate(Exp:12-Jul-2019) 92-Caterpillar Midwest Logistics Center(Champaign), Illinois-ISO 9001:2008(Exp Date:29-Jan-2018) CF-Caterpillar Inc.(Remanufacturing Site-Specific Certificate),Nuevo Laredo(FINSA 1),Mexico-ISO 9001:2015(Exp:19-Jun-2020) CF-Caterpillar Inc.(Remanufacturing Site-Specific Certificate),Nuevo Laredo(FINSA 3),Mexico ISO9001:2015 Certificate(Exp:19-Jun-2020) CF-Caterpillar Inc.(Remanufacturing Site-Specific Certificate),Nuevo Laredo(ORADEL),Mexico ISO9001:2015 Certificate(Exp.19-Jun-2020) CP-Caterpillar Global Machine Development-Tucson Proving Ground,Tucson(AZ),USA 15017025:2005(Expiry date 31-Jan-2020) DQ-Caterpillar Inc.Building Construction Products Division,Clayton(NC),USA-ISO9001:2015(Expiry date 06-Jul-2021) FJ-Anchor Coupling(Menominee),Menominee(MI),USA ISO9001:2015(Expiry date 22-Jan-2021) HL-Caterpillar Inc.(Remanufacturing Site-Specific Certificate),Prentiss(Boonville-MS),USA ISO9001:2015 Certificate(Exp.19-Jun-2020) HP-Caterpillar Dyersburg,Tennessee-1509001:2008 Certificate.(Expiry date 14-Sep-2018) HZ-Caterpillar Inc.,Industrial Power Systems Division,Sequin(TX),USA-1509001:2015 Certificate(Exp Date: 17-Feb-2019) JA-Caterpillar Inc.Building Construction Products Division,Sanford(NC), USA-ISO9001:2015(Expiry date 06-Jul-2021) JL-Caterpillar Inc.-Precision Pin Products Group,Sumter(SC),USA-ISO9001:2015(Expiry date 22-Oct-2018) JQ-Caterpillar Inc.Building Construction Products Division,Athens(GA),USA-1509001:2015(Expiry date 06-Jul-2021) LE-Caterpillar Inc.,Griffin Generators,Griffin(GA),USA-1509001:2015 Certificate.(Expiry date 03-Mar-2021) LS-All Caterpillar Newberry LLC Facilities-DNV ISO 9001:2008(Exp Date: 15-Sep-2018) M5-Caterpillar Inc.Building Construction Products Division(HQ),Cary(NC),USA-ISO9001:2015(Expiry date 06-Jul-2021) MC-Caterpillar Inc. Building Construction Products Division,Torreon,MEXICO-1509001:2015(Expiry date 06-1u1-2021) N4-Advanced Components and Technologies,Mossville(II),USA-ISO 9001:2015 Certificate(Exp Date:24-May-2019) PE-Caterpillar Inc. (Remanufacturing Site Specific Certificate),West Fargo(ND),USA ISO9001:2015 Certificate(Exp: 19-Jun-2020) PV-Perkins Shibaura Engines LLC,Griffin(GA),US ISO9001:2015(Expiry date 31-Jan-2020) QR-Caterpillar Global Mining-Houston PA-ISO 9001:2008(Exp Date 1S-Sep-2018) R8-Caterpillar Inc./Paving Products/Minneapolis,(MN),USA-ISO 9001:2015 Certificate(Exp Date:27-Nov-2020) T3-Solar Turbines Europe S.A.—Oil and Gas,Avenue de Finlande,Braine L'Alleud,Belgium-ISO 9001:2015 Certificate(Exp.22-Sep-2020) T3-Solar Turbines Inc.(Packaging Systems Operations),San Diego(CA),USA-1509001:2015(Expiry date 22-Sep-2020) T3-Solar Turbines Inc.(Power Generation),San Diego(CA),USA-ISO9001:2015(Expiry date 22-Sep-2020) T3-Solar Turbines Inc.-Oil and Gas, 10203 Sam Houston Park Drive,Houston TX,USA-ISO 9001:2015 Certificate(Exp:22-Sep-2020) T3-Solar Turbines Inc.-Oil and Gas,9250 Sky Park Court,San Diego(CA),USA-ISO 9001:2015 Certificate(Exp Date:22-Sep-2020) T3-Solar Turbines Inc.-Oil and Gas,9280 Sky Park Court,San Diego(CA),USA-ISO 9001:2015 Certificate(Exp Date:22-Sep-2020) T3-Solar Turbines Inc.-Oil and Gas,9330 Sky Park Court,San Diego(CA),USA-ISO 9001:2015 Certificate(Exp Date:22-Sep-2020) T3-Solar Turbines Inc.-Pkg Systems Operations(HQ),4200 Ruffin Road,San Diego CA,USA-ISO 9001:2015 Certificate(Exp:22-Sep-2020) T3-Solar Turbines Inc.-Pkg Systems Operations,Teran-Teran 20120 Int.,Tijuana(BC),Mexico-ISO 9001:2015 Certificate(Exp:22-Sep-2020) T3-Solar Turbines Inc.-Power Generation,4180 Ruffin Road,San Diego(CA),USA-ISO 9001:2015 Certificate(Exp:22-Sep-2020) T3-Solar Turbines Inc.-Turbofab,DeZavala Road,Channelview(TX),USA-ISO9001:2015 Certificate(Expiry date 23-July-2021) T3-Solar Turbines Inc.,-Construction Services,Houston(TX), USA-ISO9001:2015 Certificate(Exp Date:07-Jul-2021) T3-Solar Turbines Inc.,-Desoto Overhaul Operations,Desoto(TX),USA-ISO9001:2015 Certificate(Expiry date 24-Aug-2021) T3-Solar Turbines Inc.,Turbomachinery Prod,W Seattle Street,Broken Arrow OK,USA-ISO9001:2015 Certificate(Exp 03-May-2021) T3-Solar Turbines Inc.,Turbomachinery Prod-Gas Compressors,Ruffin Road,San Diego(CA),USA-1509001:2015 Cert.(Exp 03-May-2021) T3-Solar Turbines Inc.,Turbomachinery Prod-Gas Compressors,Sky Park Ct,San Diego(CA),USA-1509001:2015 Cert(Exp 03-May-2021) T3-Solar Turbines Inc.,Turbomachinery Prod-Gear Systems/Superior Gear,Gardena(CA),USA-ISO9001:2015 Cert(Exp 03-May-2021) T3-Solar Turbines Inc.,Turbomachinery Prod-Turbotec Bldg 1,Chilpancingo,Tijuana,B.C.Mexico-1509001:2015 Cert(Exp 03-May-2021) Sourcewell Form P—Caterpillar Response Page 6 of 9 T3-Solar Turbines Inc.,Turbomachinery Prod-Turbotec Bldg 2,Ciudad Ind Otay,Tijuana,B.C.Mexico-1509001:2015 Cert(Exp 03-May-2021) T3-Solar Turbines Incorporated, Mabank(TX),USA-IS09001:2015 Certificate(Expiry date 04-Aug-2021) T3 -Solar Turbines Switzerland Sagl,6595 Riazzino,Switzerland-1509001:2015 Certificate(Expiry date 08-May-2018) UD-Denison,TX-Caterpillar Global Mining LLC-ISO 9001:2008(Exp Date:03-Aug-2020) UH •Caterpillar Acuna-Construction and Mining Equipment,Ciudad Acuna,Coahuila,Mexico-IS09001:2015 Certificate.(Exp:26-Oct-2021) UH-Caterpillar Inc.-Acuna,Coahuila,MEXICO-IS09001:2015 Certificate(Expiry date 26-Oct-2018) 11.1 -Caterpillar-North Little Rock,North Little Rock(AR),USA-CQMS:2015/ISO 9001:2015 Certificate(Exp Date:05-Jun-2019) XO-Anchor Coupling(Goldsboro),Goldsboro(NC),USA-ISO 9001:2015(Exp date:20-Dec-2018) XY-Caterpillar Reynosa S.A.de C.V.,Reynosa,Tamaulipas,Mexico-1509001:2015 Certificate(Exp date:03-Oct-2020) YP-Caterpillar Inc.(Remanufacturing Site-Specific Certificate),Franklin(IN),USA IS09001:2015 Certificate(Expiry date 19-Jun-2020) YV-Caterpillar Surface Mining and Technology,South Milwaukee(WI),USA-1509001:2015(Expiry date 04-Jun-2021) ZZ-Caterpillar Inc.-Advanced Components Manufacturing(Hydraulic Cylinders),Sumter(SC),USA-IS09001:2015 Cert(Exp:28-Mar-2020) 20) Describe any environmental management system certifications obtained by your organization. We described our"green initiatives" more completely in Form A, Question 29. To be specific regarding ISO standards, we are listing here the plants that are certified to ISO 14001:2004 Environmental Management System: Plants certified with ISO 14001:2004 Environmental Management System Anchor Coupling- Goldsboro, NC - ISO 14001:2004 - Sept 2018 Anchor Coupling - Menominee - ISO 14001:2015 -Jan. 2021 Gen Sets- Newberry- ISO 14001:2004 - Nov. 2017 Mapleton - 14001:2004 self-certification - issued January 2013 Reman Services-Corinth, MS - ISO 14001:2015 -Sept. 2021 Reman Services- Franklin - ISO 14001:2004 - May 2017 21) Describe any preventive maintenance programs that your organization offers for the solutions you are proposing in your response. Caterpillar understands the value to the customer of a well-defined preventive maintenance plan. Each machine we sell has very clear and detailed instructions for routine maintenance.We find that some customers prefer to do the maintenance themselves, others want our dealers to track and perform the service. For customers who retain maintenance responsibilities, we have several tools available to facilitate that.As an example, My.Cat.Com makes it easy for customers to access critical information about their fleet. STARTER CONNECTIVITY: If the customer purchases a machine with a factory-installed Product Link device, the customer will receive Cat Daily connectivity at no cost (for seven years on Building Construction Products machines; 12 years on Global Construction & Infrastructure machines). Cat Daily provides basic information once per day via My.Cat.Com or via a mobile app as described below. My.Cat.Com users have access to: • Equipment location • Hours • Diagnostic and operational events • Fuel burn • Dealer work orders • Parts lists and Preventive Maintenance Checklists • Parts ordering • Safety service letters • Rental documentation • Warranty information Sourcewell Form P—Caterpillar Response Page 7 of 9 • Operation and maintenance manuals • Preventive maintenance alerts and scheduling • Cat Inspect outcomes • 5-0-S fluid analysis results A subset of this information is also available in the Cat App: Fleet Management (10S and Android). In some situations, information available through My.Cat.Com provides an agency with sufficient data. But sometimes the equipment manager/public works director wants a more comprehensive view of their assets and/or the ability to manage an entire fleet.To meet that need, Caterpillar offers VisionLink—a powerful, flexible platform with enhanced capabilities, like customizable reports and notifications, that makes it easier to optimize productivity, manage assets and reduce costs. ADVANCED CONNECTIVITY TRIAL: For any construction machine with a Product Link device, the customer will receive a six-month complimentary VisionLink Essentials trial. After the trial period ends, customers may elect to continue access at several different levels: • VisionLink Daily—offers convenient, affordable, once-a-day telematics information. Ideal for customers who only need once-per-day reporting • VisionLink Basic—provides basic asset management features including hour and location monitoring as well as geographic fencing and maintenance management. Recommended for machines that only report hours, where data updates and related features are needed more frequently than once per day. • Visonlink Essentials—includes all the features of Basic plus health, utilization, and productivity features with frequent data updates. Ideal for customers needing up-to-date information about site operations, productivity, asset location, and operator performance, as well as timely notification of issues as they occur. Another free app we offer is designed to help customers focus on safety and preventive maintenance.The "Cat Inspect" app offers multiple features geared to make regular machine inspections simple and useful. • Daily Walkaround inspections are designed primarily for operators who are guided where to look on their particular machine and allows them to document and report any abnormalities. • Preventive Maintenance inspections are more in-depth and are designed for customer or dealer technicians to inspect components for signs of wear and to ensure that all recommended preventive maintenance procedures are completed and recorded. • Technical Analysis inspections are the most in-depth and are normally used once per year or when a machine is at the end of a customer's ownership period. 4 This app includes the ability to take pictures, make notes and complete and share inspections electronically. Inspection reports are also integrated into both My.Cat.Com and VisionLink, providing visibility to overall fleet health. For customers who intend to rely on dealers for maintenance, they can schedule the work themselves as needed, or we propose a variety of CSAs (Customer Support Agreements).These are completely customizable, but we offer starting points for several levels with corresponding price points which vary by product. • Customer performed preventative maintenance—the Cat dealer will provide the necessary parts per the maintenance schedule; the customer will do the work. Page 8 of 9 Sourcewell Form P—Caterpillar Response * Dealer per-formed preventative maintenance—the Cat dealer will handle basic preventative maintenance for any machine or group ofmachines to help keep scheduled downtime to a minimum. • Component maintenance and repair agreement —the Cat dealer will take care of maintaining and servicing systems such as engines, transmissions, etc. to extend service resources and equipment life. w Total maintenance and repair agreement—the [at dealer covers service and maintenance for any one piece of equipment or the entire fleet. This agreement can include guaranteed availability and updrne. ~�Signature: �a�� /' x������� _— �v__' ___ Page 9of 9 EXHIBIT B TO COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND EMPIRE SOUTHWEST, LLC D/B/A EMPIRE POWER SYSTEMS [Contractor Proposals] See following pages. BPIRE Since 1950 CATA 01/30/19 Town of Fountain Hills Attention:Jeff Pierce Office:480-816-5129 Jpierce@fh.az.gov Re:NIPA Quotation Contract#161534 2019 Broce CRT350 Broom BROCE RCT 4 CYL 3.3L Cummins Turbo Diesel Tier 4 Final WITH Blade 4 CYL 3.3L Cummins T4Final $51,965.00 Tilt steering $ 675.00 Turbo II precleaner $ 275.00 150 gal. water system $ 1,250.00 Cab with wiper $ 5,095.00 heater/defroster system $ 665.00 Pressurized air conditioner $ 3,400.00 Light group $ 670.00 Amber beacon $ 400.00 West Coast mirrors $ 135.00 Rear wiper $ 365.00 Windshield washers- F/R $ 380.00 71/2 ft Front Scraper Blade Attachment $ 3,965.00 Safety engine shutdown $ - Audible engine alarm $ 305.00 Air stack extension $ - Suspension seat $ 355.00 Heavy duty rear axle $ 1,375.00 Hydraulic temp gauge $ 210.00 Work light- side $ 195.00 Work light- rear $ 195.00 Block heater $ 190.00 AM/FM/CD radio $ 565.00 Broce List Price: $72,630.00 NIPA Contract#161534 Discount 9% $ 6,536.70 Broce Quoted Freight $ 1,800.00 Net Total $67,893.30 Sales Tax 8.05% $ 5,465.41 Total $73,358.71 Warranty Standard Manufacturer's Warranty 12 months *Includes delivery to Fountain Hills yard and extensive operator and safety training from one of our CAT certified instructors. If you have any questions regarding this information please let me know.Thank you for allowing Empire Machinery to assist with your Caterpillar equipment needs. Sincerely, Doug Calvet Account Manager 602-622-4917 Doug.Calvet@empire-cat.com EMPIRE CAT A Since 1950 12/6/2018 Town of Fountain Hills Attention:Jeff Pierce Office:480-816-5129 Jpierce@fh.az.gov Re:NIPA Quotation Contract#161534 2018 New Caterpillar 415F2IL 415F2 Industrial Loader—Cab with AC/Heater Standard Equipment POWERTRAIN Stop and tail lights Cat C3.4B,55KW(Net 68HP/51kW) Audible system fault alarm -Direct Injection Turbo Charged Engine, Key start/stop system -US EPA Tier4 Final Emissions Compliant 880 CCA maintenance free battery Water separator Battery disconnect switch Thermal starting aid system External Power Receptacle(12v) A dry type axial seal air cleaner with Remote jump start connector -integral precleaner -automatic dust ejection system OPERATOR ENVIRONMENT -filter condition indicator Lighted gauge group Hydraulically boosted multi-plate wet Interior rearview mirror disk brake with Rear fenders -dual pedals&interlock ROPS canopy Differential lock Foot throttle Drive-line parking brake Mechanical suspension seat Torque converter Coat Strap Four Wheel Drive Transmission-four speed manual shift APPLICATION SPECIFIC COMPONENTS -neutral safety switch Bucket level indicator Spin-on filters for Lift cylinder brace -fuel Return-to-dig -engine oil (automatic bucket positioner) -transmission oil Self-leveling loader with single lever Outboard Planetary Rear Axles control Diesel Particulate Filter Transmission neutralizer switch Single Tilt Loader HYDRAULICS Load sensing,variable flow system with FLUIDS -35 gpm axial piston pump Antifreeze-Extended Life Coolant 6 micron hydraulic filter -30C(-20F) 0-ring face seal hydraulic fittings Caterpillar XT-3 hose OTHER STANDARD EQUIPMENT Hydraulic oil cooler Hydrostatic power steering Flow-Sharing Hydraulic Valves Standard Storage Box Hydraulic suction strainer Transport tie-down points Ground line fill fuel tank with ELECTRICAL -44 gallon capacity 12 volt electrical start Rubber impact strips on radiator guards 150 ampere alternator Bumper Horn CD-ROM Parts Manual Backup alarm Safety Manual Hazard flashers/turn signals Operations and Maintenance Manual Halogen head lights(2) Lockable hood Halogen rear flood lights(2) Tire Valve Stem Protection Configured as Follows Ref# Description Price 4625265 415F21L $83,940 0P9002 LANE 2 ORDER $0 4625273 HYDRAULICS,GP,3FCN/5BNK $5,580 4470049 PRODUCT LINK,CELLULAR, PL641I $0 4625276 CAB,STANDARD,A/C $10,080 4916734 WORKLIGHTS(8)HALOGEN LAMPS $0 2061748 SEAT BELT,3"SUSPENSION $107 4649639 TIRES,12.580/16.9-24,GY/TI $1,510 3379695 COUNTERWEIGHT,530 LBS $875 4625281 HITCH 3 POINT $0 3377382 BUCKET-GP, 1.0 CYD $2,699 9R5321 CUTTING EDGE,TWO PIECE $331 4627172 INSTRUCTIONS ANSI $0 4218926 SERIALIZED TECHNICAL MEDIA KIT $0 4572797 BATTERY,HEAVY DUTY $223 4636939 COUNTERWEIGHT, 198 LBS $565 4619717 BOX,BLADE/SCARIFIER $6,042 4705247 KIT,DUAL TILT CYLINDER $2,028 0P0210 PACK,DOMESTIC TRUCK $0 4616839 SHIPPING/STORAGE PROTECTION $199 4621033 RUST PREVENTATIVE APPLICATOR $106 Warranty Standard Manufacturer's Warranty 12 months/unlimited hours. Includes travel time and mileage for warrantable repairs. Pricing Summary Caterpillar List Price: $114,285.00 City of Tucson NIPA Contract#161534 Discount 22%: (25,142.70) Sub Total: $89,142.30 Sales Tax 8.05%: 7.175.96 Total: $96,318.26 *Includes delivery to Fountain Hills yard and extensive operator and safety training from one of our CAT certified instructors. If you have any questions regarding this information please let me know.Thank you for allowing Empire Machinery to assist with your Caterpillar equipment needs. Sincerely, Doug Calvet Account Manager 602-622-4917 Doug.Calvet@empire-cat.com I