32600079 - CCPA - OMJC Signal Inc., - Highway Safety and Traffic Control Products (3) Signed.pdf

COOPERATIVE CONTRACT PURCHASE ADDENDUM (CCPA)
BETWEEN THE CITY OF BUCKEYE
AND
OMJC SIGNAL INC.,

HIGHWAY SAFETY AND TRAFFIC CONTROL PRODUCTS
CONTRACT NO. 32600096

THIS COOPERATIVE CONTRACT PURCHASE ADDENDUM (this “Addendum”) is
entered into as of , between the City of Buckeye, an Arizona municipal corporation
(the “City”), and OMJC Signal Inc., an Iowa corporation (the “Contractor”).

WHEREAS, after a competitive procurement process, which is documented in the Award
attached hereto as Exhibit A, Buyboard and Contractor entered into Contract No. 703-23, dated
June 1, 2023 (such contract and subsequent amendments thereto here referred to as the “Buyboard
Contract”), which is attached hereto as Exhibit A, and incorporated herein by reference; and

WHEREAS, the City is permitted by Section 24-3-16 of the City Procurement Code to
make purchases via cooperative purchasing pursuant to a cooperative purchasing contract; and

WHEREAS, the Buyboard Contract contains a schedule of prices and service terms, which
is attached hereto as Exhibit B, and incorporated herein by reference (“Fee Schedule”); and

WHEREAS, the City desires to enter into a contract with the Contractor under the terms
and conditions of the Buyboard Contract, by issuing this Addendum to said contract.

THEREFORE, the City now enters into this Addendum with the Contractor for the goods
and services set forth in Exhibit B. This Addendum incorporates the terms and conditions of the
Buyboard Contract, except to the extent superseded herein. All references in the Buyboard
Contract to the Buyboard shall be read to refer to the City of Buckeye. This Addendum shall be
effective as of the date set forth above for approval and remain in effect for the remainder of the
Buyboard Contract’s term unless such term is modified or extended pursuant to the terms of the
Buyboard Contract. Payments to the Contractor shall be calculated in accordance with Exhibit B,
in a total amount not to exceed $430,000.00.

FURTHER, this Addendum is subject to cancellation pursuant to ARS §38-511.

FURTHER, to the extent applicable, 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 A.R.S. § 23-214(A). The Contractor’s or
its subcontractors’ failure to comply with such warranty shall be deemed a material breach of this
Addendum and may result in the termination of this Addendum by the City. The City retains the
right to inspect the papers of the Contractor’s or its subcontractors’ employees who perform any
work or services pursuant to this Addendum to ensure compliance with these warranties.

FURTHER, to the extent applicable, the Contractor warrants that it is not participating and
will not participate in prohibited activity in contravention of A.R.S. § 35-393.01.

HIGHWAY SAFETY AND TRAFFIC CONTROL PRODUCTS
Contract No. 32600096
(REV. 6.10.2025)

FURTHER, to the extent applicable under ARIZ. REV. STAT. § 35-394, Contractor
certifies that it does not currently, and agrees for the duration of this Agreement that it will not use
(i) the forced labor of ethnic Uyghurs in the Peoples Republic of China (“ethnic Uyghurs”), (ii)
any goods or services produced by the forced labor of ethnic Uyghurs, or (iii) any Contractors,
subcontractors, or suppliers that use the forced labor or any goods or services produced by the
forced labor of ethnic Uyghurs. If Contractor becomes aware that it is not in compliance with this
paragraph, Contractor shall notify the City of the noncompliance within five (5) business days of
becoming aware of it. If Contractor fails to provide a written certification that Contractor has
remedied the noncompliance within one hundred eighty (180) days after that, this Agreement shall
terminate unless the termination date of this Agreement occurs before the end of the remedy period,
in which case this Agreement terminates on the Agreement termination date.

FURTHER, the Parties agree that the Addendum and Exhibits thereto shall be governed by
State of Arizona law and suits pertaining to the Addendum and Exhibits thereto may only be
brought in courts located in Maricopa County, Arizona.

FURTHER, all modifications, including but not limited to service additions and deletions,
will be made in writing and with the written agreement of both parties.

FURTHER, in the event of any inconsistency between this Addendum, the Buyboard
Contract and Exhibit B, the documents shall govern in that order.

FURTHER, in the event the Contractor’s terms of sale or service were provided to the City
only upon “acceptance” of a “clickwrap” or “clickthrough” agreement, such terms of sale or
service shall not be binding upon the City. No oral agreement, “clickwrap” or “clickthrough”
agreement or other understanding shall in any way modify a City issued or approved contract or
the terms of this Cooperative Contract Purchase Addendum (CCPA).

THEREFORE, the Parties have executed this Addendum as of the date first set forth above.

CITY: CONTRACTOR:
THE CITY OF BUCKEYE, OMIJC SIGNAL INC.,
an Arizona Municipal corporation an Iowa corporation

Jennifer Shimp
By:

Doug Sandstrom, City Manager President
Title:

ATTEST:

Lucinda Aja, City Clerk

HIGHWAY SAFETY AND TRAFFIC CONTROL PRODUCTS
Contract No. 32600096
(REV. 6.10.2025)

RECOMMENDED:

Keb each

Rob Roach, Interim Procurement Manager

APPROVED AS TO FORM:

K. Scott McCoy, City Attorney

HIGHWAY SAFETY AND TRAFFIC CONTROL PRODUCTS
Contract No. 32600096
(REV. 6.10.2025)

EXHIBIT A
TO
COOPERATIVE CONTRACT PURCHASE ADDENDUM
CONTRACT NO. 32600096

[Buyboard Contract]

See following page(s).

HIGHWAY SAFETY AND TRAFFIC CONTROL PRODUCTS

Contract No. 32600096
(REV. 6.10.2025)

ing P.O. Box 400, Austin, Texas 78767
oar 800.695.2919 * info@buyboard.com * buyboard.com

April 20, 2025
Sent via email to: SALES@OMJCSIGNAL.COM
DAVID KNAPP
OM\JC Signal, Inc.
403 CHESTNUT ST

Waterloo, IA 50703

Re: Highway Safety and Traffic Control Products
BuyBoard Contract 703-23

The Local Government Purchasing Cooperative (BuyBoard) awarded your company a contract under Highway
Safety and Traffic Control Products, Contract 703-23, for which the current term is set to expire May 31, 2025. At
this time, the BuyBoard is renewing your contract through May 31, 2026. This will be the final renewal of this
contract.

All discounts, terms, and conditions of your contract will remain the same. If you agree to this renewal, there is
nothing you need to do. However, if you do not agree to this renewal, you must notify me via email at
jim.tulberg@tasb.org prior to the start of the renewal term.

Reminder: Once a BuyBoard contract is awarded, vendors must generate a minimum of $15,000 annually or they
may not be offered a contract renewal. Updated contract pricing information can be sent to:
contractadmin@buyboard.com.

If you have questions or comments concerning this renewal, please contact me as soon as possible at
jim.tulberg@tasb.org. We appreciate your interest in The Local Government Purchasing Cooperative.

Sincerely,

Jim Tulberg

Jim Tulberg
Contract Administrator

comer & TE BH Tasav

fa P.O. Box 400, Austin, Texas 78767
oar 800.695.2919 * info@buyboard.com * buyboard.com

Final renewal v.02.17.2025

Endorses by. ©: TL TASAV wv

iP P.O. Box 400, Austin, Texas 78767
oar 800.695.2919 « info@buyboard.com ¢ buyboard.com

April 17, 2023
Sent Via Email: DAVE@OMJCSIGNAL.COM

David Knapp

OMIC Signal, Inc.
403 CHESTNUT ST
Waterloo, IA 50703

Welcome to BuyBoard!

Re: Notice of The Local Government Purchasing Cooperative Contract Award; Proposal Invitation No. 703-
23, Highway Safety and Traffic Control Products

Congratulations, The Local Government Purchasing Cooperative (Cooperative) has awarded your company
a BuyBoard® contract based on the above-referenced Proposal Invitation. The contract is effective for an
initial one-year term of June 1, 2023 through May 31, 2024, and may be subject to two possible one-year
renewals. Please refer to the Proposal Invitation for the contract documents, including the General Terms
and Conditions of the Contract.

To review the items your company has been awarded, please review Proposal Tabulation No. 703-23 at:
www.buyboard.com/vendor. Only items marked as awarded to your company are included in this contract
award, and only those awarded items may be sold through the BuyBoard contract. All sales must comply
with the contract terms and must be at or below the awarded pricing as set forth in the General Terms and
Conditions.

The contract will be posted on the BuyBoard website as an online electronic catalog(s). You are reminded
that, in accordance with the General Terms and Conditions, all purchase orders must be
processed through the BuyBoard. Except as expressly authorized in writing by the Cooperative’s
administrator, you are not authorized to process a purchase order received directly from a Cooperative
member that has not been processed through the BuyBoard or provided to the Cooperative. If you receive
a purchase order directly from a Cooperative member that you have reason to believe has not been received
by the Cooperative or processed through the BuyBoard, you must promptly forward a copy of the purchase
order by email to info@buyboard.com.

A list of Cooperative members is available on the buyboard.com website. Once the contract is active, the
BuyBoard vendor relations staff will be contacting you to assist with the resources available and to provide
any support you may need as an awarded BuyBoard vendor.

On behalf of the Cooperative, we appreciate your interest in the Cooperative and we are looking forward
to your participation in the program. If you have any questions, feel free contact me at 800-695-2919.

Sincerely,
Leigh Clover, Bid Analyst

Texas Association of School Boards, Inc.,
Administrator for The Local Government Purchasing Cooperative

v.02.01.2021

Endorsed by = TASAY TT,

|

Board’

‘National Purchasing Cooperative

April 17, 2023
Sent Via Email: DAVE@OMJCSIGNAL.COM

David Knapp

OMIC Signal, Inc.
403 CHESTNUT ST
Waterloo, IA 50703

Welcome to BuyBoard!

Re: Notice of National Purchasing Cooperative Award; Proposal Invitation No. 703-23, Highway Safety and Traffic Control
Products

Congratulations, The National Purchasing Cooperative (National Cooperative) has awarded your company a BuyBoard®
contract based on the above-referenced Proposal Invitation. The contract is effective for an initial one-year term of June 1,
2023 through May 31, 2024, and may be subject to two possible one-year renewals. Please refer to the Proposal Invitation
for the contract documents, including the National Purchasing Cooperative Vendor Award Agreement and General Terms and
Conditions of the Contract.

To review the items your company has been awarded, please review Proposal Tabulation No. 703-23 at
www.buyboard.com/vendor. Only items marked as awarded to your company are included in this contract award, and only
those awarded items may be sold through the BuyBoard contract. All sales must comply with the contract terms and must
be at or below the awarded pricing as set forth in the General Terms and Conditions.

The contract will be posted on the BuyBoard website as an online electronic catalog(s). You are reminded that, in
accordance with the General Terms and Conditions, all purchase orders from National Cooperative members
must be processed through the BuyBoard. Except as expressly authorized in writing by the Cooperative’s administrator,
you are not authorized to process a purchase order received directly from a National Cooperative member that has not been
processed through the BuyBoard or provided to the Cooperative. If you receive a purchase order directly from a National
Cooperative member that you have reason to believe has not been received by the National Cooperative or processed through
the BuyBoard, you must promptly forward a copy of the purchase order by e-mail to info@buyboard.com

A list of National Cooperative members is available on the buyboard.com website. Once the contract is active, the BuyBoard
vendor relations staff will be contacting you to assist with resources available and provide any support you may need as an
awarded BuyBoard vendor.

On behalf of the National Cooperative, we are looking forward to your participation in the program. If you have any questions,
feel free to contact me at 800-695-2919.

Sincerely,

Leigh Clover, Bid Analyst
Texas Association of School Boards, Inc.,
Procurement Administrator for the National Purchasing Cooperative

v.02.01.2021

P.O. Box 400, Austin, Texas 78767-0400

800.695.2919 * buyboard.com O 5

/7Board

o AJ PURCHASING COOPERATIVE
12007 Research Boulevard * Austin, Texas 78759-2439 * PH: 800-695-2919 * buyboard.com

PROPOSER’S ACCEPTANCE AND AGREEMENT

Proposal Invitation Name: Highway Safety and Proposal Due Date/Opening Date and Time:
Traffic Control Products January 19, 2023, at 4:00 PM

Location of Proposal Opening:
Texas Association of School Boards, Inc.

BuyBoard Department

Proposal Invitation Number: 703-23 12007 Research Blvd.
Austin, TX 78759

Anticipated Cooperative Board Meeting Date:
Contract Term: June 1, 2023, through May 31, April 2023
2024, with two possible one-year renewals.

By signature below, the undersigned acknowledges and agrees that you are authorized to submit this
Proposal, including making all acknowledgements, consents, and certifications herein, on behalf of Proposer
and, to the best of your knowledge, the information provided is true, accurate, and complete.

OMICS. Siancel line [10 [2023

Name of Proposing Company" Date

UO Chesnut St prior Bee

Street Address Signature of Authorized Company Official

Waterloo, \A 507403 Alcon  Beaod

City, State, Zip Printed Name of Authorized Company Official

|= Boo - Ft ~ 5A CEO

Telephone Number of Authorized Company Official Position or Title of Authorized Company Official

314-236-1554 UZ -|36(694
Fax Number of Authorized Company Official Federal ID Number
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PROPOSAL FORMS PART 1: COMPLIANCE FORMS

INSTRUCTIONS:
Proposer must review and complete all forms in this Proposal Forms Part 1:

Proposal Acknowledgements

Felony Conviction Disclosure

Resident/Nonresident Certification

Debarment Certification

Vendor Employment Certification

No Boycott Verification

No Excluded Nation or Foreign Terrorist Organization Certification
Historically Underutilized Business Certification
Acknowledgement of BuyBoard Technical Requirements
Construction-Related Goods and Services Affirmation
Deviation and Compliance

Vendor Consent for Name Brand Use
Confidential/Proprietary Information

EDGAR Vendor Certification

Compliance Forms Signature Page

An authorized representative of Proposer must initial in the bottom right corner of each page where indicated
and complete and sign the Compliance Forms Signature Page. Proposer’s failure to fully complete, initial, and
sign forms as required may result in your Proposal being rejected as non-responsive.

PROPOSAL ACKNOWLEDGEMENTS

The proposing company (“you” or “your”) hereby acknowledges and agrees as follows:

1. You have carefully examined and understand all information and documentation associated with this Proposal Invitation,
including the Instructions to Proposers, General Information, General Terms and Conditions, attachments/forms,
appendices, item specifications, and line items (collectively “Requirements”);

2. By your response (“Proposal”) to this Proposal Invitation, you propose to supply the products or services submitted at
the pricing quoted in your Proposal and in strict compliance with the Requirements, unless specific deviations or
exceptions are noted in the Proposal;

3. By your Proposal, you acknowledge and certify all items set forth in the General Terms and Conditions, Section B.12

- (Certifications), including all non-collusion certifications and certifications regarding legal, ethical, and other matters set
forth therein.

4. Any and all deviations and exceptions to the Requirements have been noted in your Proposal on the required form and
no others will be claimed;

Initial: ip

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5. If the Cooperative accepts any part of your Proposal and awards you a Contract, you will furnish all awarded products or
services at the pricing quoted and in strict compliance with the Requirements (unless specific deviations or exceptions
are noted on the required form and accepted by the Cooperative), including without limitation the Requirements related
to:

a. conducting business with Cooperative members, including offering pricing to members that is the best you offer
compared to similarly situated customers in similar circumstances;

b. payment of a service fee in the amount specified and as provided for in this Proposal Invitation;

c. the possible award of a piggy-back contract by the National Purchasing Cooperative or nonprofit entity, in which
event you will offer the awarded products and services in accordance with the Requirements; and

d. submitting price sheets or catalogs in the proper format as required by the Cooperative as a prerequisite to activation
of your Contract;

6. You have clearly identified on the included form any information in your Proposal that you believe to be confidential or
proprietary or that you do not consider to be public information subject to public disclosure under the Texas Public
Information Act or similar public information law;

7. The individual submitting this Proposal is duly authorized to enter into the contractual relationship represented by this
Proposal Invitation on your behalf and bind you to the Requirements, and such individual (and any individual signing a
form or Proposal document) is authorized and has the requisite knowledge to provide the information and make the
representations and certifications required in the Requirements;

8. You have carefully reviewed your Proposal, and certify that all information provided is true, complete, and accurate to
the best of your knowledge, and you authorize the Cooperative to take such action as it deems appropriate to verify such
information; and

9, Any misstatement, falsification, or omission in your Proposal, whenever or however discovered, will be grounds for

disqualifying you from consideration for a contract award under this Proposal Invitation, termination of a contract award,
or any other remedy or action provided for in the General Terms and Conditions or by law.

FELONY CONVICTION DISCLOSURE

Subsection (a) of Section 44.034 of the Texas Education Code (Notification of Criminal History of Contractor)
states: “A person or business entity that enters into a contract with a school district must give advance notice to the district
if the person or an owner or operator has been convicted of a felony. The notice must include a general description of the
conduct resulting in the conviction of a felony.”

Section 44.034 further states in Subsection (b): "A school district may terminate a contract with a person or business
entity if the district determines that the person or business entity failed to give notice as required by Subsection (a) or
misrepresented the conduct resulting in the conviction. The district must compensate the person or business entity for
services performed before the termination of the contract.”

Please check (y) one of the following:

[.] My company is a publicly-held corporation, (Advance notice requirement does not apply to publicly-held corporation.)
&X1 My company is not owned or operated by anyone who has been convicted of a felony.

C] My company is owned/operated by the following individual(s) who has/have been convicted of a felony:

Name of Felon(s):

Details of Conviction(s);

Initial: Arfo.

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RESIDENT/ NONRESIDENT CERTIFICATION

Chapter 2252, Subchapter A, of the Texas Government Code establishes certain requirements applicable to proposers who
are not Texas residents. Under the statute, a “resident” proposer is a person whose principal place of business is in Texas,
including a contractor whose ultimate parent company or majority owner has its principal place of business in Texas. A
“nonresident” proposer is a person who Is not a Texas resident. Please indicate the status of your company as a “resident”
proposer or a “nonresident” proposer under these definitions,

Please check (+/) one of the following:

[_] I certify that my company is a Resident Proposer,
KX} I certify that my company is a Nonresident Proposer.

If your company is a Nonresident Proposer, you must provide the following information for your resident state (the state in
which your company’s principal place of business Is located):

OM.3.C. Daqal , lnc, 403 Chestaut St

Company Name J Address

\Narerlow 1A 50403

City State Zip Code

A. Does your resident state require a proposer whose principal place of business is in Texas to under-price proposers
whose resident state is the same as yours by a prescribed amount or percentage to receive a comparable contract?
[1 Yes Xl No

B. What is the prescribed amount or percentage? $ or %

DEBARMENT CERTIFICATION

By signature on the Compliance Forms Signature Page, I certify that neither my company nor an owner or principal of my
company has been debarred, suspended or otherwise made ineligible for participation in Federal Assistance programs under
Executive Order 12549, “Debarment and Suspension,” as described in the Federal Register and Rules and Regulations.
Neither my company nor an owner or principal of my company is currently listed on the government-wide exclusions in SAM,
debarred, suspended, or otherwise excluded by agencies or declared ineligible under any statutory or regulatory authority.
My company agrees to immediately notify the Cooperative and all Cooperative members with pending purchases or seeking
to purchase from my company if my company or an owner or principal is later listed on the government-wide exclusions in
SAM, or is debarred, suspended, or otherwise excluded by agencies or declared ineligible under any statutory or regulatory
authority.

VENDOR EMPLOYMENT CERTIFICATION

Section 44.031(b) of the Texas Education Code establishes certain criteria that a school district must consider when
determining to whom to award a contract. Among the criteria for certain contracts is whether the vendor or the vendor's
ultimate parent or majority owner (i) has its principal place of business in Texas; or (ii) employs at least 500 people in Texas.

If neither your company nor the ultimate parent company or majority owner has its principal place of business in Texas, does
your company, ultimate parent company, or majority owner employ at least 500 people in Texas?

Please check (-Y) one of the following:

Ll sYes XX] No Initial: _ Et?

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No BOYCOTT VERIFICATION

A Texas governmental entity may not enter into a contract with a value of $100,000 or more that is to be paid wholly or
partly from public funds with a company (excluding a sole proprietorship) that has 10 or more full-time employees for goods
or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel and will
not boycott Israel during the term of the contract (Tex. Gov't Cope Ch. 2271), (2) does not boycott energy companies and
will not boycott energy companies during the term of the contract (TEX. Gov't Cope Ch. 2274 effective September 1, 2021),
and (3) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association and will not discriminate during the term of the contract against a firearm entity or firearm trade association (TEX.
Gov't Cove Ch, 2274 effective September 1, 2021). Accordingly, this certification form is included to the extent required by
law.

“Boycott Israel” means refusing to deal with, terminating business activities with, or otherwise taking any action that is
intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity
doing business in Israel or in an Israeli-controlled territory, but does not include an action made for ordinary business
purposes. Tex. Gov't CODE §808,001(1).

“Boycott energy company” means, without an ordinary business purpose, refusing to deal with, terminating business activities
with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations with
a company because the company: (A) engages in the exploration, production, utilization, transportation, sale, or
manufacturing of fossil fuel-based energy and does not commit or pledge to meet environmental standards beyond applicable
federal and state law; or (B) does business with a company described by Paragraph (A). TEx. Gov't CoDE §809.001(1)
(effective September 1, 2021).

“Discriminate against a firearm entity or firearm trade association” means, (A) with respect to the entity or association, to:
(i) refuse to engage in the trade of any goods or services with the entity or association based solely on its status as a firearm
entity or firearm trade association; (ti) refrain from continuing an existing business relationship with the entity or association
based solely on its status as a firearm entity or firearm trade association; or (ili) terminate an existing business relationship
with the entity or association based solely on its status as a firearm entity or firearm trade association; and (B) does not
include: (i) the established policies of a merchant, retail seller, or platform that restrict or prohibit the listing or selling of
ammunition, firearms, or firearm accessories; and (ii) a company’s refusal to engage in the trade of any goods or services,
decision to refrain from continuing an existing business relationship, or decision to terminate an existing business relationship:
(aa) to comply with federal, state, or local law, policy, or regulations or a directive by a regulatory agency; or (bb) for any
traditional business reason that is specific to the customer or potential customer and not based solely on an entity's or
association’s status as a firearm entity or firearm trade association. Tex. Gov’r Cobe §2274.001(3) (effective September 1,
2021).

By signature on the Compliance Forms Signature Page, to the extent applicable, I certify and verify that Vendor does not
boycott Israel, boycott energy companies, or discriminate against a firearm entity or firearm trade association and will not

do so during the term of any contract awarded under this Proposal Invitation, that this certification is true, complete and
accurate, and that I am authorized by my company to make this certification.

initial: 2

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No EXCLUDED NATION OR FOREIGN TERRORIST ORGANIZATION CERTIFICATION

Chapter 2252 of the Texas Government Code provides that a Texas governmental entity may not enter into a contract with
a company engaged in active business operations with Sudan, Iran, or a foreign terrorist organization — specifically, any
company identified on a list prepared and maintained by the Texas Comptroller under Texas Government Code §§806.051,
807.051, or 2252.153. (A company that the U.S. Government affirmatively declares to be excluded from its federal sanctions
regime relating to Sudan, Iran, or any federal sanctions regime relating to a foreign terrorist organization is not subject to
the contract prohibition.)

By signature on the Compliance Forms Signature Page, I certify and verify that Vendor is not on the Texas Comptroller's list
identified above; that this certification is true, complete and accurate; and that I am authorized by my company to make this
certification.

HISTORICALLY UNDERUTILIZED BUSINESS CERTIFICATION

A Proposer that has been certified as a Historically Underutilized Business (also known as a Minority/Women Business
Enterprise or “MWBE” and all referred to in this form as a “HUB”) is encouraged to indicate its HUB certification status when
responding to this Proposal Invitation. The BuyBoard website will indicate HUB certifications for awarded Vendors that
properly indicate and document their HUB certification on this form. Please check ( ‘Y)_all that apply:

nd I certify that my company has been certified as a HUB in the following categories:

C] Minority Owned Business Women Owned Business

Oo Service-Disabled Veteran Owned Business (veteran defined by 38 U.S.C, §101(2), who has a
service-connected disability as defined by 38 U.S.C. § 101(16), and who has a disability rating
of 20% or more as determined by the U. S, Department of Veterans Affairs or Department of
Defense)

Certification Number: \N B E 2\ 0% + 2.
Name of Certifying Agency: Women’s Busi Ness Eftevpr S€ Natonal Counc \

Oo My company has NOT been certified as a HUB,

ACKNOWLEDGEMENT OF BUYBOARD TECHNICAL REQUIREMENTS

Vendor shall review the BuyBoard Technical Requirements included in this Proposal Invitation. By signature on the Compliance
Forms Signature Page, the undersigned affirms that Proposer has obtained a copy of the BuyBoard Technical Requirements,
has read and understands the requirements, and certifies that Vendor is able to meet and will comply with those requirements
except as follows: [List and explain BuyBoard Technical Requirements, if any, to which your company cannot or will not
comply. ]

Note: In accordance with the General Terms and Conditions of the Contract, to the extent Vendor is awarded a Contract
under this Proposal Invitation but is unable or unwilling to meet the applicable BuyBoard Technical Requirements, the
information available on the BuyBoard for Vendor's awarded products or services may be limited, potentially placing Vendor
at a disadvantage and impacting the ability of Cooperative members to search, find, review, and purchase Vendor's awarded
products and services on the BuyBoard website. Further, to the extent Vendor has acknowledged ability to meet and comply
with the BuyBoard Technical Requirements, any subsequent failure or refusal by Vendor to promptly provide information
upon request to the Cooperative administrator in accordance with those technical requirements may be deemed an event of
default under the Contract. Initial:

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CONSTRUCTION-RELATED GOODS AND SERVICES AFFIRMATION

The Cooperative issued the BuyBoard Procurement and Construction-Related Goods and Services Advisory for Texas Members
(‘Advisory”), which provides information specifically relevant to the procurement of construction-related goods and services
by Texas Cooperative members. The Advisory, available at buyboard.com/Vendor/Resources.aspx, provides an overview of
certain legal requirements that are potentially relevant to a Cooperative member's procurement of construction or
construction-related goods and services, including those for projects that may involve or require architecture, engineering or
independent testing services. A copy of the Advisory can also be provided upon request. Because many BuyBoard contracts
include goods or installation services that might be considered construction-related, Proposer must make this Construction
Related-Goods and Services Affirmation regardless of type of goods or services associated with this Proposal Invitation.

A contract awarded under this Proposal Invitation covers only the specific goods and/or services awarded by the Cooperative.
As explained in the Advisory (“Advisory”), Texas law prohibits the procurement of architecture or engineering
services through a purchasing cooperative. This Proposal Invitation and any Contract awarded thereunder
does not include such services. Architecture or engineering services must be procured by a Cooperative
member separately, in accordance with the Professional Services Procurement Act (Chapter 2254 of the Texas
Government Code) and other applicable law and local policy.

By signature on the Compliance Forms Signature Page, Proposer affirms that Proposer has obtained a copy of the Advisory,
has read and understands the Advisory, and is authorized by Proposer to make this affirmation. If Proposer sells construction-
related goods or services to a Cooperative member under a Contract awarded under this Proposal Invitation, Proposer will
comply with the Advisory and applicable legal requirements, make a good faith effort to make its Cooperative member
customers or potential Cooperative member customers aware of such requirements, and provide a Cooperative member with
a copy of the Advisory before accepting the member's Purchase Order or other agreement for construction-related goods or
services,

Initial: YX?

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U KY PURCHASING COOPERATIVE
12007 Research Boulevard * Austin, Texas 78759-2439 * PH: 800-695-2919 * buyboard.com

DEVIATION AND COMPLIANCE

If your company intends to deviate from the General Terms and Conditions, Proposal Specifications or other requirements
associated with this Proposal Invitation, you MUST list all such deviations on this form, and provide complete and detalled
information regarding the deviations on this form or an attachment to this form. Prior to completing this form, Vendor
shall review the General Terms and Conditions section B.4 (Deviations from Item Specifications and General
Terms and Conditions). Please note that, as provided in section B.4, certain provisions of the General Terms
and Conditions are NOT subject to deviation, and certain deviations will be deemed rejected without further
action by the Cooperative. Any attempted deviation, whether directly or indirectly, to provisions identified in
this Proposal Invitation as not subject to deviation shall be deemed rejected by the Cooperative and, unless
otherwise withdrawn by Vendor, may result in Vendor’s Proposal being rejected in its entirety.

The Cooperative will consider any deviations in its contract award decision and reserves the right to accept or reject a proposal
based upon any submitted deviation.

In the absence of any deviation identified and described in accordance with the above, your company must fully comply with
the General Terms and Conditions, Proposal Specifications and all other requirements associated with this Proposal Invitation
if awarded a Contract under this Proposal Invitation. A deviation will not be effective unless accepted by the Cooperative.
The Cooperative, by and through the Cooperative administrator, may, in its sole discretion, seek clarification from and/or
communicate with Proposer(s) regarding any submitted deviation, consistent with general procurement principles of fair
competition. The Cooperative reserves the right to accept or reject a Proposal based upon any submitted deviation.

Please check one of the following:

] No; Deviations
C1] Yes; Deviations

List and fully explain any deviations you are submitting:

Initial: IG,

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o LJ PURCHASING COOPERATIVE
12007 Research Boulevard * Austin, Texas 78759-2439 ' PH: 800-695-2919 * buyboard.com

VENDOR CONSENT FOR NAME BRAND USE

BuyBoard members seeking to make purchases using a Contract awarded under this Proposal Invitation may view information
regarding awarded Vendors, including but not limited to product catalogs, pricelists, pricing, and Proposals, through the
BuyBoard website. To improve and enhance the experience of BuyBoard members seeking to procure goods and services
under the Contract utilizing the BuyBoard website, any Vendor logo, product images, and similar brand and trademark
information provided by Vendor for purposes of the Contract (“Vendor Information”) may be posted on the BuyBoard website.

You acknowledge that, by submitting your Proposal, unless you specifically opt out below, you consent to use
of your company’s Vendor Information on the BuyBoard website if awarded a Contract. You further acknowledge
that whether, where, and when to Include the Vendor Information on the BuyBoard website shall be at the sole discretion of
the BuyBoard Administrator. Vendor retains, however, the right of general quality control over the BuyBoard Administrator's
authorized display of proprietary Vendor Information. Neither the BuyBoard nor its administrator will be responsible for the
use or distribution of Vendor Information by BuyBoard members or any other third party using the BuyBoard website. This
Vendor Consent shall be effective for the full term of the Contract, including renewals, unless Vendor provides a signed,
written notice revoking consent to contractadmin@buyboard.com. BuyBoard shall have up to thirty days from the date of
receipt of a termination or revocation of a Vendor Consent to remove Vendor information from the BuyBoard website.

This Vendor Consent is subject to the Terms and Conditions of the Contract, including, but not limited to, those terms
pertaining to Disclaimer of Warranty and Limitation of Liability, Indemnification, and Intellectual Property Infringement,

Vendor logo files must be submitted in one of the formats set forth in the BuyBoard Technical Requirements. Proposers are
requested to submit this information with Vendor's Proposal. (This consent shall not authorize use of your company’s Vendor
Information by BuyBoard if your company is not awarded a Contract.)

OPT OUT:

If your company wishes to opt out of the Vendor Consent for Name Brand Use, you must check the opt out box below. DO
NOT select this box unless your company is opting out of this Vendor Consent for Name Brand Use.

(J By checking this box, Vendor hereby declines to provide consent for use of Vendor Information (as defined herein) on
the BuyBoard website, By opting out, Vendor acknowledges and agrees that, if Vendor is awarded a Contract
under this Proposal Invitation, information available on the BuyBoard for Vendor's awarded products or
services may be limited, potentially placing Vendor at a disadvantage and impacting the ability of
Cooperative members to search, find, review, and purchase Vendor's awarded products and services on the
BuyBoard website.

Initial: PS

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J XJ PURCHASING COOPERATIVE
12007 Research Boulevard " Austin, Texas 78759-2439 * PH: 800-695-2919 * buyboard.com

CONFIDENTIAL / PROPRIETARY INFORMATION

A, Public Disclosure Laws
All Proposals, forms, documentation, catalogs, pricelists, or other materials submitted by Vendor to the Cooperative in

response to this Proposal Invitation, may be subject to the disclosure requirements of the Texas Public Information Act (Texas
Government Code chapter 552.001, ef. seq.) or similar disclosure law, Proposer must clearly identify on this form any
information in its Proposal (including forms, documentation, or other materials submitted with the Proposal) that Proposer
considers proprietary or confidential. If Proposer fails to properly identify the information, the Cooperative shall have no
obligation to notify Vendor or seek protection of such information from public disclosure should a member of the public or
ather third party request access to the information under the Texas Public Information Act or similar disclosure law. When
required by the Texas Public Information Act or other disclosure law, Proposer may be notified of any third-party request for
information in a Proposal that Proposer has identified in this form as proprietary or confidential.

Does your Proposal (including forms, documentation, catalogs, pricelists, or other materials submitted with the Proposal)
contain information which Vendor considers proprietary or confidential?

Please check (y) one of the following:

x NO, I certify that none of the information included with this Proposal is considered confidential or proprietary.

YES, I certify that this Proposal contains information considered confidential or proprietary and ail such information is
specifically identified on this form.

If you responded “YES”, you must clearly identify below the specific information you consider confidential or proprietary. List
each page number, form number, or other information sufficient to make the information readily identifiable. The Cooperative
and Cooperative administrator shall not be responsible for a Proposer's failure to clearly identify information considered
confidential or proprietary. Further, by submitting a Proposal, Proposer acknowledges that the Cooperative and Cooperative
administrator will disclose information when required by law, even if such information has been identified herein as
information Vendor considers confidential or proprietary.

Confidential / Proprietary Information:

(Attach additional sheets if needed.)

Initiak: AY

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@ U2 PURCHASING COOPERATIVE
12007 Research Boulevard * Austin, Texas 78759-2439 * PH: 800-695-2919 * buyboard.com

B. Copyright Information
Does your Proposal (including forms, documentation, pricelists, catalogs, or other materials submitted with the Proposal)
contain copyright information?

Please check (v) one of the following:

NO, Proposal (including forms, documentation, pricelists, catalogs, or other materials submitted with the Proposal) does not
contain copyright information.

| YES, Proposal (including forms, documentation, pricelists, catalogs, or other materials submitted with the Proposal) does
contain copyright information.

If you responded “YES”, clearly identify below the specific documents or pages containing copyright information.

Copyright Information:

(Aitach additional sheets if needed.)

C. Consent to Release Confidential /Proprietary/Copyright Information to BuyBoard Members
BuyBoard members (Cooperative and nonprofit members) seeking to make purchases through the BuyBoard may wish to

view information included in the Proposals of awarded Vendors. If you identified information on this form as confidential,
proprietary, or subject to copyright, and you are awarded a BuyBoard contract, your acceptance of the BuyBoard contract
award constitutes your consent to the disclosure of such information to BuyBoard members, including posting of such
information on the secure BuyBoard website for members. Note: Neither the Cooperative nor Cooperative administrator will
be responsible for the use or distribution of information by BuyBoard members or any other party.

D. Consent to Release Proposal Tabulation
Notwithstanding anything in this Confidential/Proprietary Information form to the contrary, by submitting a Proposal, Vendor

consents and agrees that, upon Contract award, the Cooperative may publicly release, including posting on the public
BuyBoard website, a copy of the proposal tabulation and award information for the Contract including Vendor name; proposed
catalog/pricelist name(s); proposed percentage discount(s), hourly labor rate(s), or other specified pricing; and Vendor award
. or non-award information.

Initial: xP

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@ KJ PURCHASING COOPERATIVE
12007 Research Boulevard * Austin, Texas 78759-2439 * PH: 800-695-2919 * buyboard.com

EDGAR VENDOR CERTIFICATION
(2 CFR Part 200 and Appendix IT)

When a Cooperative member seeks to procure goods and services using funds under a federal grant or contract, specific
federal laws, regulations, and requirements may apply in addition to those under state law. This includes, but is not limited
to, the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for
Federal Awards, 2 CFR 200 (sometimes referred to as the “Uniform Guidance” or new “EDGAR"). All Vendors submitting a
Proposal must complete this EDGAR Certification Form regarding Vendor's willingness and ability to comply with certain
requirements which may be applicable to specific Cooperative member purchases using federal grant funds. Completed
forms will be made available to Cooperative members for their use while considering their purchasing options when using
federal grant funds. Cooperative members may also require Vendors to enter into ancillary agreements, in addition to the
terms and conditions of the BuyBoard contract, to address the member's specific contractual needs, including contract
requirements for a procurement using federal grants or contracts.

For each of the items below, Vendor should certify Vendor's agreement and ability to comply, where
applicable, by having Vendor's authorized representative check the applicable boxes, initial each page, and
sign the Compliance Forms Signature Page. If you fail to complete any item in this form, the Cooperative will
consider and may list the Vendor's response on the BuyBoard as “NO,” the Vendor is unable or unwilling to
comply. A“NO” response to any of the items may, if applicable, impact the ability of a Cooperative member to purchase
from the Vendor using federal funds,

1. Vendor Violation or Breach of Contract Terms:

Contracts for more than the simplified acquisition threshold, which is the inflation adjusted amount determined by the Civilian
Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 USC 1908, must
address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and
provide for such sanctions and penalties as appropriate.

Provisions regarding Vendor default are included in the BuyBoard General Terms and Conditions, including Section E.18,
Remedies for Default and Termination of Contract. Any Contract award will be subject to such BuyBoard General Terms and
Conditions, as well as any additional terms and conditions in any Purchase Order or Cooperative member ancillary contract
agreed upon by Vendor and the Cooperative member which must be consistent with and protect the Cooperative member at
least to the same extent as the BuyBoard Terms and Conditions. The remedies under the Contract are in addition to any
other remedies that may be available under law or in equity. By submitting a Proposal, you agree to these Vendor violation
and breach of contract terms.

YES, I agree. © NO, I do not agree.
2. Termination for Cause or Convenience:

For any Cooperative member purchase or contract in excess of $10,000 made using federal funds, you agree that the following
term and condition shall apply:

The Cooperative member may terminate or cancel any Purchase Order under this Contract at any time, with or without cause,
by providing seven (7) business days advance written notice to the Vendor. If this Agreement is terminated in accordance
with this Paragraph, the Cooperative member shall only be required to pay Vendor for goods or services delivered to the
Cooperative member prior to the termination and not otherwise returned in accordance with Vendor's return policy. If the
Cooperative member has paid Vendor for goods or services not yet provided as of the date of termination, Vendor shall
immediately refund such payment(s),

If an alternate provision for termination of a Cooperative member purchase for cause and convenience, including the manner
by which it will be effected and the basis for settlement, is included in the Cooperative member's Purchase Order or ancillary
agreement agreed to by the Vendor, the Cooperative member's provision shall control.

I YES, I agree. C1 NO, I do not agree. Initial: OY

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