Agreement

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
SONSRAY MACHINERY, LLC

This Linking Agreement (“Agreement”) is entered into as of this day of , 2023, between the
City of Glendale, an Arizona municipal corporation (“City”), and Sonsray Machinery, LLC, a California
limited liability company, authorized to do business in Arizona (“Contractor”), collectively, the “Patties.”

RECITALS

On May 13, 2019, under Sourcewell’s Cooperative Purchasing Program, Sourcewell entered into a
contract with Contractor to purchase the goods and services described in the Heavy Construction
Equipment with Related Accessories, Attachments, and Supplies, No. 032119-CNH (“Cooperative
Purchasing Agreement”), which is attached hereto as Exhibit A. The Cooperative Purchasing
Agreement permits its cooperative use by other governmental agencies including the City.

Section 2-149 of the City’s Procurement Code permits the Materials Manager to procure goods and
setvices by participating with other governmental units in cooperative purchasing agreements when
the best interests of the City would be served.

Section 2-149 also provides that the Materials Manager may enter into such cooperative agreements
without meeting the formal or informal solicitation and bid requirements of Glendale City Code
Sections 2-145 and 2-146.

‘The City desires to contract with Contractor for supplies or services identical, or nearly identical, to
the supplies or services Contractor is providing other units of government under the Cooperative
Purchasing Agreement. Contractor consents to the City’s utilization of the Cooperative Purchasing
Agteement as the basis of this Agreement, and Contractor desires to enter into this Agreement to
provide the supplies and services set forth in this Agreement.

AGREEMENT

NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated by reference, and
the covenants and promises contained in this Linking Agreement, the parties agree as follows:

1.

Term of Agreement. The City is purchasing supplies and/or services from Contractor pursuant to
the Cooperative Purchasing Agreement. According to the Cooperative Purchasing Agreement,
purchases can be made by governmental entities from the date of award, which was May 13, 2019,
until the date the contract expires on May 13, 2024. The City is entering into this Linking Agreement
for the sole purpose of purchasing the goods listed in the Scope of Work attached as Exhibit B.
Accordingly, there is no renewal or extension available hereunder.

Scope of Work: Terms, Conditions, and Specifications.

A. Contractor shall provide City the supplies and/or services identified in the Scope of Work
attached as Exhibit B.

05/10/2023

10.

B. Contractor agrees to comply with all the terms, conditions and specifications of the
Cooperative Purchasing Agreement. Such terms, conditions and specifications are
specifically incorporated into and are an enforceable part of this Agreement.

Compensation.

A. City shall pay Contractor compensation at the same rate and on the same schedule as
ptovided in the Cooperative Purchasing Agreement, which is attached hereto as Exhibit C.

B. The total purchase price for the supplies and/or services purchased under this Agreement
shall not exceed one hundred sixty-five thousand eight hundred eighty-eight dollars
($165,888) for the entire term of the Agreement.

Cancellation. This Agreement may be cancelled pursuant to A.R.S. § 38-511.

Non-discrimination. Contractor must not discriminate against any employee or applicant for
employment on the basis of race, color, religion, sex, national origin, age, marital status, sexual
orientation, gender identity or expression, genetic characteristics, familial status, U.S. military veteran
status or any disability. Contractor will require any Sub-contractor to be bound to the same
requirements as stated within this section. Contractor, and on behalf of any subcontractors, warrants
compliance with this section.

Insurance Certificate. A certificate of insurance applying to this Agreement must be provided to the
City prior to the Effective Date.

E-verify. Contractor complies with A.R.S. § 23-214 and agrees to comply with the requirements of
A.RS. § 41-4401.

No Boycott of Israel. To the extent A-R.S § 35-393 through § 35-393.03 are applicable, the parties
hereby certify that they are not currently engaged in, and agree for the duration of the Agreement to
not engage in, a boycott of goods or services from Israel, as that term is defined in A.RS § 35-393.

Uyghur Forced Labor Prevention Act (UFLPA). Contractor certifies that it does not currently, and
during the term of this Agreement, will not use:

the forced labor of ethnic Uyghurs in the People’s Republic of China;

b. any goods or services produced by the forced labor of ethnic Uyghurs in the People’s
Republic of China; and

c. any contractors, subcontractors or suppliers that use the forced labor or any goods
ot services produced by the forced labor of ethnic Uyghurs in the People’s Republic
of China.

Attestation of PCI Compliance. When applicable, the Contractor will provide the City annually with
a Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate
signed by an officer of Contractor with oversight responsibility.

05/10/2023

11. Notices. Any notices that must be provided under this Agreement shall be sent to the Parties’
respective authorized representatives at the address listed below:

City of Glendale

c/o Sandy Ressler — Fleet Management
6210 W. Myrtle Avenue, #111
Glendale, AZ 85301

and

Sonsray Machinery, LLC
c/o Greg Nordsiek
1411 N. 27" Avenue
Phoenix, AZ 85009

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year set
forth above.

“City” “Contractor”
City of Glendale, an Arizona Sonsray Machinery, LLC,
municipal corporation a California limited liability company
)
By: — —————— By: é Zed
Kevin R. Phelps Name: Chris Ritter
City Manager Tite: General Manager /
ATTEST:
JulieK Bower (SEAL)
City Clerk

APPROVED AS TO FORM:

Michael D. Bailey
City Attorney

05/10/2023

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
SONSRAY MACHINERY, LLC

EXHIBIT A
SOURCEWELL
CONTRACT NO. 032119-CNH
HEAVY CONSTRUCTION EQUIPMENT WITH RELATED ACCESSORIES,
ATTACHMENTS, AND SUPPLIES

INDUSTRIAL

Aaric A. Lewis — Government Channel Sales Manager (SLED)
CASE Construction, North America

September 19, 2023

RE: 2023 Sonsray Machinery - City of Glendale, AZ

City of Glendale, AZ

ATTN: Craig Croner, Deputy Dir. of Field Ops
6210 W Myrtle Ave Ste 111

Glendale, AZ 85301-1700

Dear Mr. Croner,

CNH Industrial America LLC., home of the Brand Case Construction, holds the heavy equipment
contract number 032119-CNH with Sourcewell. This letter is to confirm that Sonsray Machinery
is our authorized dealer for the City of Glendale region of Arizona.

Since 1842, CASE Construction has been helping municipal, state, and provincial governments
equip their fleets with reliable machines that feature low cost of ownership and maximum uptime.
We work closely through our dealer network to facilitate government agencies with developing
bid specifications that ensure your needs are met in a cost-efficient manner.

We hope you will find this information to be helpful and thank you for representing CASE in
your area, as we are one of the best in the industry.

Should you require any further clarification, please do not hesitate to contact me at
734.646.2467. Thank you and we look forward to your continued trust and partnership in 2023.

Best Regards,

Aaue A. Lume

Aaric A. Lewis
aal

Case Construction North America
621 State Street, Racine, WI 53402

Emall: aaric.lewis@cnhind.com
Mobile: 734.646.2467

DocuSign Envelope ID: BB0EE 13B-2508-4108-AA83-8F426AF522D2

FORM E
CONTRACT ACCEPTANCE AND AWARD

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Sourcewell Fa

Formerly HJPA

(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 #: 032119-CNH

Proposer’s full legal name: CNH Industrial America LLC

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 Jater than the later of four

years from the expiration date of the currently awarded coniract 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.

Soyrcewell Authorized Signatures:

(J i 5 = arity Jeremy Schwariz
SOURCE BIRECTOR OF OPERATIONS AND (NAME PRINTED OR TYPED)
BA/CPO SIGNATURE
Chad Coauette
SOURCEWELL EXECUTIVE DIRECTOR/CEO SIGNATURE (NAME PRINTED OR TYPED)
Awarded on May 10, 2019 Sourcewell Contract #032119-CNH

Vendor Authorized Signatures:

The Vendor hereby accepts this Contract award, including all accepted exceptions and amendments.

Vendor Name __ CNH Industrial America LLC.

Authorized Signatory’s Title _Government Sales Manager

"aa Aas Tony Simpson

VENDOR AUTHORIZED SIGNATURE (NAME PRINTED OR TYPED)

Executed on__May 10th _, 20_19 Sourcewell Contract # 032119-CNH

LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
SONSRAY MACHINERY, LLC

EXHIBIT B
Scope of Work

PROJECT

For the purchase of one (1) 2023 570N EP Case Tractor w/Grapple Bucket for the Solid Waste
Division.

DocuSign Envelope ID: F630BA14-4121-495C-BB7E-ABE2EE7A1B1F

Sourcewell ar

CONTRACT EXTENSION

Contract Number: #032119-CNH

Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and CNH
Industrial America, LLC, 700 State St., Racine, WI 53404 have entered into Contract #032119-
CNH for the procurement of Heavy Construction Equipment with Related Accessories,
Attachments and Supplies. The Contract has an expiration date of May 13, 2023, but the parties
may extend the Contract by mutual consent.

Sourcewell and Vendor acknowledge that extending the Contract benefits the Vendor,
Sourcewell and Sourcewell’s Members. Vendor and Sourcewell agree to extend the Contract
listed above for an additional period, with a new Contract expiration date of May 13, 2024. All
other terms and conditions of the Contract remain in full force and effect.

Sourcewell CNH Industrial America, LLC
DocuSigned by: ‘DocuSigned by:
Juruny Sduwarte, (1 Sinmpsou.
By: COFD2A 139006489... By: £3073385CES5346D...
Jeremy Schwartz Tony Simpson

Title: Chief Procurement Officer Title: Government Sales

12/1/2022 | 1:50 PM CST 12/2/2022 | 8:59 AM CST
Date: Date:

Rev. 7/2022 1

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Sourcewell™

Formerly the National Joint Powers Alliance (NJPA)

REQUEST FOR PROPOSAL
for the procurement of
HEAVY CONSTRUCTION EQUIPMENT WITH RELATED ACCESSORIES,

ATTACHMENTS, AND SUPPLIES

RFP Opening

March 22, 2019 |

8:30 a.m. Central Time
At the offices of Sourcewell

202 12 Street Northeast, Staples, MN 56479

RFP #032119

Sourcewell, formerly the National Joint Powers Alliance® (NJPA), on behalf of Sourcewell and its current and potential
member agencies, which includes all governmental, higher education, K-12 education, not-for-profit, tribal government,
and all other public agencies located in all fifty states, Canada, and internationally, issues this Request For Proposal (RFP)
to result in a national contract solution for the procurement of #0321 19 HEAVY CONSTRUCTION EQUIPMENT WITH
RELATED ACCESSORIES, ATTACHMENTS, AND SUPPLIES. Details of this RFP are available beginning January
31, 2019. Details may be obtained by letter of request to James Voelker, Sourcewell, 202 12th Street Northeast, P.O. Box
219, Staples, MN 56479, or by e-mail at RFP@sourcewell-mn.gov. Proposals will be received until March 21, 2019 at
4:30 p.m. Central Time at the above address and opened March 22, 2019 at 8:30 a.m. Central Time.

RFP Timeline

January 31, 2019 Publication of RFP in the print and online version of USA Today, in the print and online version of
the Salt Lake News within the State of Utah, in the print and online version of the Daily Journal of
Commerce within the State of Oregon (note: OR entities this pertains to: www.sourcewell-
mn.gov/compliance-legal/oregon-advertising and also RFP Appendix B), in the print and online
version of The State within the State of South Carolina, the Sourcewell website, MERX,
PublicPurchase.com, Biddingo, and Onvia.

March 5, 2019 Pre-Proposal Conference (the webcast/conference call). The connection information will be sent to
10:00 a.m. CT all inquirers two business days before the conference.

March 14, 2019 Deadline for RFP questions.

March 21, 2019 Deadline for Submission of Proposals. Late responses will be returned unopened.

4:30 p.m. CT

March 22, 2019 Public Opening of Proposals.

8:30 a.m. CT

Direct questions regarding this RFP to: James Voelker at james.voelker(@sourcewell-mn.gov or 218-895-4191.

TABLE OF CONTENTS

1. DEFINITIONS
A. Contract
B. Proposer
C. Sourced Good of Open Market Item
D. Vendor

2. ADVERTISEMENT OF RFP

3. INTRODUCTION

About Sourcewell

Joint Exercise of Powers Laws

Why Respond to a National Cooperative
Procurement Contract

The Intent of This RFP

Scope of This RFP

Expectations for Equipment/Products
and Services Being Proposed

G. Solutions Based Solicitation

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4. INSTRUCTIONS FOR PREPARING YOUR
PROPOSAL

Inquiry Period

Pre-Proposal Conference

Identification of Key Personnel

Proposer’s Exceptions to Terms and

Conditions

Proposal Format

Questions & Answers About This RFP

Modification or Withdrawal of a

Submitted Proposal

Proposal Opening Procedure

Sourcewell’s Rights Reserved

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5. PRICING
Line-Item Pricing
Percentage Discount From Catalog or
Category
Cost Plus a Percentage of Cost
Hot List Pricing
Ceiling Price
Volume Price Discounts/
Additional Quantities
Total Cost of Acquisition
Sourced Equipment/Products/
Open Market Items
Price and Product Changes
Payment Terms
Sales Tax
Shipping
6. EVALUATION OF PROPOSALS
A. Proposal Evaluation Process
B. Proposer Responsiveness
C. Proposal Evaluation Criteria
D. Other Consideration

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7.

8.

9.
10.
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12.
13.

Cost Comparison

Marketing Plan

Certificate Of Insurance

Order Process and/or Funds Flow
Administrative Fees

Value Added

Waiver of Formalities

POST AWARD OPERATING ISSUES
Subsequent Agreements

Sourcewell Member Sign-up Procedure
Reporting of Sales Activity

Audits

Hub Partner

Trade-Ins

Out of Stock Notification

Termination of a Contract resulting from
this RFP

GENERAL TERMS AND CONDIITONS
Advertising a Contract Resulting From
This RFP

Applicable Law

Assignment of Contract

List of Proposers

Captions, Headings, and Illustrations
Data Practices

Entire Agreement

Force Majeure

Licenses

Material Suppliers and Sub-Contractors
Non-Wavier of Rights

Protests of Awards Made

Suspension or Disbarment Status
Affirmative Action and Immigration
Status Certification

Severability

Relationship of Parties

Provisions for Non-Federal Entity
Procurements under Federal Awards or
Other Awards

FORMS
PRE-SUBMISSION CHECKLIST

PRICE & PRODUCT CHANGE REQUEST
FORM

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APPENDIX A

APPENDIX B — HI, ID, OR, SC, UT, WA
Political Subdivisions (SEPARATE
ATTACHMENT)

. APPENDIX C — VA Political Subdivisions

(SEPARATE ATTACHMENT)

. APPENDIX D — FEMA Terms & Conditions

(SEPARATE ATTACHMENT)

1 DEFINITIONS

A. CONTRACT
Contract means this RFP, current pricing information, fully executed Forms C, D, F, & P from the
Proposer’s response pursuant to this RFP, and a fully executed Form E (“Acceptance and Award”) with
final terms and conditions. Form E will be executed after a formal award and will provide final clarification
of terms and conditions of the award.

B. PROPOSER
A Proposer is a company, person, or entity delivering a timely response to this RFP. This RFP may also
use the terms “respondent” or “proposed Vendor,” which is interchangeable with Proposer as the context
allows.

C. SOURCED GOOD or OPEN MARKET ITEM
A Sourced Good or Open Market Item is a product within the RFP’s scope 1) that is not currently available
under the Vendor’s Sourcewell contract, 2) that a member wants to buy under contract from an awarded
Vendor, and 3) that is generally deemed incidental to the total transaction or purchase of contract items.

D. VENDOR
A Proposer whose response has been awarded a contract pursuant to this RFP.

2 ADVERTISEMENT OF REP

2.1 Sourcewell advertises this solicitation: 1) in the hard copy print and online editions of the USA Today;
2) once each in Oregon’s Daily Journal of Commerce, South Carolina’s The State and Utah’s Salt Lake
Tribune; 3) on Sourcewell’s website; and 4) on other third-party websites deemed appropriate by
Sourcewell. Other third-party advertisers may include Onvia, PublicPurchase.com, MERX, and Biddingo.

2.2 Sourcewell also notifies and provides solicitation documentation to each state-level procurement
departments for possible re-posting of the solicitation within their systems and at their option for future use
and to meet specific state requirements.

3. INTRODUCTION
A. ABOUT SOURCEWELL

3.1 Sourcewell, formerly the National Joint Powers Alliance® (NJPA) is a public agency serving as a
national municipal contracting agency established under the Service Cooperative statute by Minnesota
Legislative Statute §123A.21 with the authority to develop and offer, among other services, cooperative
procurement services to its membership. Eligible membership and participation includes states, cities,
counties, all government agencies, both public and non-public educational agencies, colleges, universities
and non-profit organizations.

3.2 Under the authority of Minnesota state laws and enabling legislation, Sourcewell facilitates a
competitive solicitation and contracting process on behalf of the needs of itself and the needs of current and
potential member agencies nationally. This process results in national procurement contracts with various
Vendors of products/equipment and services which Sourcewell Member agencies desire to procure. These
procurement contracts are created in compliance with applicable Minnesota Municipal Contracting Laws.
A complete listing of Sourcewell cooperative procurement contracts can be found at www.sourcewell-

3.3 Sourcewell is a public agency governed by publicly elected officials that serve as the Sourcewell Board
of Directors. Sourcewell’s Board of Directors oversees and authorizes the calls for all new proposals and
holds those resulting Contracts for the benefit of its own and its Members use.

3.4 Sourcewell currently serves over 50,000 member agencies nationally. Both membership and utilization
of Sourcewell contracts continue to expand, due in part to the increasing acceptance of Cooperative
Purchasing throughout the government and education communities nationally.

B. JOINT EXERCISE OF POWERS LAWS

3.5 Sourcewell cooperatively shares those contracts with its Members nationwide through various Joint
Exercise of Powers Laws or Cooperative Purchasing Statutes established in Minnesota, other states and
Canadian provinces. The Minnesota Joint Exercise of Powers Law is Minnesota Statute §471.59 which
states “Two or more governmental units...may jointly or cooperatively exercise any power common to the
contracting parties...” This Minnesota Statute allows Sourcewell to serve Member agencies located in all
other states. Municipal agencies nationally can participate in cooperative purchasing activities under their
own state law. These laws can be found on our website at www.sourcewell-mn.gov/compliance-legal.

3.5.1 For Members within the Commonwealth of Virginia, this RFP is intended to be a “joint
procurement agreement” as described in Vir. Code § 2.2-4304(A), and those Virginia Members
identified in Appendix C may agree to be a Joint Purchaser under this RFP.

3.5.2 For Members within Canada, this RFP is intended to include municipalities and publicly-
funded academic institutions, schools boards, health authorities, and social services (MASH

4

sectors). In addition this RFP is intended to include current and potential Members of the Rural
Municipalities of Alberta (RMA), and their represented Associations (SARM, SUMA and AMM).

C. WHY RESPOND TO A NATIONAL COOPERATIVE PROCUREMENT CONTRACT

3.6 National Cooperative Procurement Contracts create value for Municipal and Public Agencies, as well
as for Vendors of products/equipment and services in a variety of ways:

3.6.1 National cooperative contracts potentially save time and effort for municipal and public
agencies, who otherwise would have to solicit vendor responses to individual RFPs, resulting in
individual contracts, to meet the procurement needs of their respective agencies. Considerable time
and effort is also potentially saved by the Vendors who would have had to otherwise respond to
each of those individual RFPs. A single, nationally advertised RFP, resulting in a single, national
cooperative contract can potentially replace thousands of individual RFPs for the same
equipment/products/services that might have been otherwise advertised by individual Sourcewell
member agencies.

3.6.2 Sourcewell contracts offer our Members nationally leveraged volume purchasing discounts.
Our contract terms and conditions offer the opportunity for Vendors to recognize individual
member procurement volume commitment through additional volume based contract discounts.

3.7 State laws that permit or encourage cooperative purchasing contracts do so with the belief that
cooperative efficiencies will result in lower prices, better overall value, and considerable time savings.

3.8 The collective purchasing power of thousands of Sourcewell Member agencies nationwide offers the
opportunity for volume pricing discounts. Although no sales or sales volume is guaranteed by a Sourcewell
Contract resulting from this RFP, substantial volume is anticipated and volume pricing is requested and
justified.

3.9 Sourcewell and its Members desire the best value for their procurement dollar as well as a competitive
price. Vendors have the opportunity to display and highlight value-added attributes of their company,
equipment/products and services without constraints of a typical individual proposal process.

D. THE INTENT OF THIS RFP

3.10. National contract awarded by Sourcewell: Sourcewell seeks the most responsive and responsible
Vendor relationship(s) to reflect the best interests of Sourcewell and its Member agencies. Through a
competitive proposal and evaluation process, the Sourcewell Proposal Evaluation Committee
recommends vendors for a national contract awarded by the action of the Sourcewell Chief Procurement
Officer. Sourcewell’s primary intent is to establish and provide a national cooperative procurement
contract that offer opportunities for Sourcewell and our current and potential Member agencies
throughout the United States and Canada to procure quality product/equipment and services as desired
and needed. The contracts will be marketed nationally through a cooperative effort between the awarded
vendor(s) and Sourcewell. Contracts are expected to offer price levels reflective of the potential and
collective volume of Sourcewell and the nationally established Sourcewell membership base.

3.11 Beyond our primary intent, Sourcewell further desires to:

3.11.1 Award a four-year contract with a fifth-year contract option resulting from this RFP. Any
fifth-year extension is exercised at Sourcewell’s discretion and results from Sourcewell’s
contracting needs or from Member requests; this extension is not intended merely to
accommodate an awarded Vendor’s request. If Sourcewell grants a fifth-year extension, it
may also terminate the contract (or cause it to expire) within the fifth year if the extended

5

contract is replaced by a resolicited or newly solicited contract. In exigent circumstances,
Sourcewell may petition Sourcewell’s Board of Directors to extend the contract term
beyond five years. This rarely used procedure should be employed only to avoid a gap in
contract coverage while a replacement contract is being solicited;

3.11.2 Offer and apply any applicable technological advances throughout the term of a contract
resulting from this RFP;

3.11.3 Deliver “Value Added” aspects of the company, equipment/products and services as
defined in the “Proposer’s Response”;

3.11.4 Deliver a wide spectrum of solutions to meet the needs and requirements of Sourcewell
and Sourcewell Member agencies; and

3.11.5 Award an exclusive contract to the most responsive and responsible vendor when it is
deemed to be in the best interest of Sourcewell and the Sourcewell Member agencies.

3.12 Exclusive or Multiple Awards: Based on the scope of this RFP and on the responses received,
Sourcewell may award either an exclusive contract or multiple contracts. In some circumstances, a single
national supplier may best meet the needs of Sourcewell Members; in other situations, multiple vendors
may be in the best interests of Sourcewell and the Sourcewell Members and preferred by Sourcewell to
provide the widest array of solutions to meet the member agency’s needs. Sourcewell retains sole discretion
to determine which approach is in the best interests of Sourcewell Member agencies.

3.13 Non-Manufacturer Awards: Sourcewell reserves the right to make an award under this RFP to a
non-manufacturer or dealer/distributor if such action is in the best interests of Sourcewell and its Members.

3.14 Manufacturer as a Proposer: If the Proposer is a manufacturer or wholesale distributor, the response
received will be evaluated on the basis of a response made in conjunction with that manufacturer’s
authorized dealer network. Unless stated otherwise, a manufacturer or wholesale distributor Proposer is
assumed to have a documented relationship with their dealer network where that dealer network is informed
of, and authorized to accept, purchase orders pursuant to any Contract resulting from this RFP on behalf of
the manufacturer or wholesale distributor Proposer. Any such dealer will be considered a sub-contractor of
the Proposer/Vendor. The relationship between the manufacturer and wholesale distributor Proposer and
its dealer network may be proposed at the time of the submission if that fact is properly identified.

3.15 Dealer/Reseller as a Proposer: If the Proposer is a dealer or reseller of the products and/or services
being proposed, the response will be evaluated based on the Proposer’s authorization to provide those
products and services from their manufacturer. When requested by Sourcewell, Proposers must document
their authority to offer those products and/or services.

E. SCOPE OF THIS RFP

3.16 Scope: The scope of this RFP is to award a contract to a qualifying vendor defined as a manufacturer,
provider, or dealer/distributor, established as a Proposer, and deemed responsive and responsible through
our open and competitive proposal process. Vendors will be awarded contracts based on the proposal and
responders demonstrated ability to meet the expectations of the RFP and demonstrate the overall highest
valued solutions which meet and/or exceed the current and future needs and requirements of Sourcewell
and its Member agencies nationally within the scope of HEAVY CONSTRUCTION EQUIPMENT WITH
RELATED ACCESSORIES, ATTACHMENTS, AND SUPPLIES

3.17 Additional Scope Definitions: In addition to HEAVY CONSTRUCTION EQUIPMENT WITH
RELATED ACCESSORIES, ATTACHMENTS, AND SUPPLIES, this solicitation should be read to
include, but not to be limited to:

3.17.1 Subject to section 3.17.2 below, the following types of heavy construction equipment:
wheeled, tracked, and backhoe loaders, motor graders, wheeled and tracked excavators, bulldozers,
compactors, scrapers, articulated and rigid haulers, cranes, highway-class asphalt pavers, screeds,
pavement milling machines, and rollers.

3.17.2 A Proposer must meet at least one of the following four requirements to be considered
within scope of this solicitation. For purposes of Section 3.17.2 and it’s subsections, the term
“published” means that the information is readily available through the proposer’s printed literature
or website and that the proposer has verified the accuracy of the information:

3.17.2.1 At least one wheel loader with published net horsepower (HP) of at least 330 HP,
and a crawler excavator with published net HP of at least 500 HP and maximum operating
weight of at least 150,000 Ibs.

3.17.2.2 At least one motor grader with a published maximum operating weight of at least

30,000 Ibs.

3.17.2.3 At least one crane with a published maximum lifting capacity of at least 300 tons
and a published maximum boom length of at least 150 feet.

3.17.2.4 At least one highway-class asphalt paver with a published maximum operating
weight of at least 19,000 Ibs.

3.17.3 Sourcewell reserves the right to limit the scope of this solicitation for Sourcewell and
current and potential Sourcewell member agencies.

3.17.3.1 This solicitation should NOT be construed to include any of the following:
a. Construction services
b. Equipment accessory, attachment and supply only solutions, or
c. Vendors whose primary business is covered under categories included in the
following Sourcewell RFPs:

1.

ii.

iii.

iv.

vi.

Medium Construction Equipment with Related Accessories,
Attachments, and Supplies (See Sourcewell RFP #042815)

Portable Construction and Maintenance Equipment and Trailers with
Related Accessories, Attachments, and Supplies (See Sourcewell
RFP #052015)

Grounds Maintenance Equipment, Attachments, Accessories, and
Related Services (See Sourcewell RFP #062117)

Forklifts, Lift Trucks, and Related Material Handling Equipment,
Attachments, Accessories, and Services (See Sourcewell RFP
#101816)

Roadway Maintenance Equipment with Related Accessories,
Attachments, Materials, and Supplies (See Sourcewell RFP #052417)
Public Utility Equipment with Related Accessories and Supplies (See
Sourcewell #012418)

3.18 Overlap of Scope: When considering equipment/products/services, or groups of equipment/
products/services submitted as a part of your response, and whether inclusion of such will fall within a
“Scope of Proposal,” please consider the validity of an inverse statement.

3.18.1 For example, pencils and post-it-notes can generally be classified as office supplies and
office supplies generally include pencils and post-it-notes.

3.18.2 In contrast, computers (PCs and peripherals) can generally be considered office supplies;
however, the scope of office supplies does not generally include computer servers and
infrastructure.

3.18.3 In conclusion: With this in mind, individual products and services must be examined
individually by Sourcewell, from time to time and in its sole discretion, to determine their
compliance and fall within the original “Scope” as intended by Sourcewell.

3.19 Best and Most Responsive — Responsible Proposer: It is the intent of Sourcewell to award a Contract
to the best and most responsible and responsive Proposer(s) offering the best overall quality and selection
of equipment/products and services meeting the commonly requested specifications of Sourcewell and
Sourcewell Members, provided the Proposer’s Response has been submitted in accordance with the
requirements of this RFP. Qualifying Proposers who are able to anticipate the current and future needs and
requirements of Sourcewell and Sourcewell member agencies; demonstrate the knowledge of any and all
applicable industry standards, laws and regulations; and possess the willingness and ability to distribute,
market to and service Sourcewell Members in all 50 states are preferred. Sourcewell requests proposers
submit their entire line of products and services as it applies and relates to the scope of this RFP.

3.20 Sealed Proposals: Sourcewell will receive sealed proposal responses to this RFP in accordance with
accepted standards set forth in the Minnesota Procurement Code and Uniform Municipal Contracting Law.
Awards may be made to responsible and responsive Proposers whose proposals are determined in writing
to be the most advantageous to Sourcewell and its current or qualifying future Sourcewell Member
agencies.

3.21 Use of Contract: Any Contract resulting from this solicitation shall be awarded with the understanding
that it is for the sole convenience of Sourcewell and its Members. Sourcewell and/or its members reserve
the right to obtain like equipment/products and services solely from this contract or from another contract
source of their choice or from a contract resulting from their own procurement process.

3.22 Awarded Vendor’s interest in a contract resulting from this RFP: Awarded Vendors will be able
to offer to Sourcewell, and current and potential Sourcewell Members, only those products/equipment and
services specifically awarded on their Sourcewell Awarded Contract(s). Awarded Vendors may not offer
as “contract compliant,” products/equipment and services which are not specifically identified and priced
in their Sourcewell Awarded Contract.

3.23 Sole Source of Responsibility- Sourcewell desires a “Sole Source of Responsibility” Vendor. This
means that the Vendor will take sole responsibility for the performance of delivered equipment/products/
services. Sourcewell also desires sole responsibility with regard to:

3.23.1 Scope of Equipment/Products/Services: Sourcewell desires a provider for the broadest
possible scope of products/equipment and services being proposed over the largest possible
geographic area and to the largest possible cross-section of Sourcewell current and potential
Members.

3.23.2 Vendor use of sub-contractors in sourcing or delivering equipment/product/services:
Sourcewell desires a single source of responsibility for equipment/products and services proposed.
Proposers are assumed to have sub-contractor relationships with all organizations and individuals
whom are external to the Proposer and are involved in providing or delivering the
equipment/products/services being proposed. Vendor assumes all responsibility for the
equipment/products/services and actions of any such Sub-Contractor. Suggested Solutions Options
include:

3.23.3 Multiple solutions to the needs of Sourcewell and Sourcewell Members are possible.
Examples could include:

3.23.3.1 Equipment/Products Only Solution: Equipment/Products Only Solution may be
appropriate for situations where Sourcewell or Sourcewell Members possess the ability,
either in-house or through local third party contractors, to properly install and bring to
operation those equipment/products being proposed.

3.23.3.2 Turn-Key Solutions: A Turn-Key Solution is a combination of
equipment/products and services that provides a single price for equipment/products,
delivery, and installation to a properly operating status. Generally this is the most desirable
solution because Sourcewell and Sourcewell Members may not possess, or desire to
engage, personnel with the necessary expertise to complete these tasks internally or through
other independent contractors.

3.23.3.3 Good, Better, Best: Where appropriate and properly identified, Proposers may
offer the choice “of good, better, best” multiple-grade solutions to meet Sourcewell
Members’ needs.

3.23.3.4 Proven — Accepted — Leading-Edge Technology: Where appropriate and
properly identified, Proposers may provide a spectrum of technology solutions to
complement or enhance the proposed solutions to meet Sourcewell Members’ needs.

3.23.4 If applicable, Contracts will be awarded to Proposer(s) able to deliver a proposal meeting
the entire needs of Sourcewell and its Members within the scope of this RFP. Sourcewell prefers
Proposers submit their complete product line of products and services described in the scope of this
RFP. Sourcewell reserves the right to reject individual, or groupings of specific equipment/products
and services proposals as a part of the award.

3.24 Geographic Area to be Proposed: This RFP invites proposals to provide HEAVY
CONSTRUCTION EQUIPMENT WITH RELATED ACCESSORIES, ATTACHMENTS, AND
SUPPLIES to Sourcewell and Sourcewell Members throughout the entire United States and possibly
internationally. Proposers will be expected to express willingness to explore service to Sourcewell Members
located abroad; however the lack of ability to serve Members outside of the United States will not be cause
for non-award. The ability and willingness to serve Canada, for instance, will be viewed as a value-added
attribute.

3.25 Contract Term: At Sourcewell’s option, a Contract resulting from this RFP will become effective
either on the date awarded by the Sourcewell Executive Director and Chief Procurement Officer or on the
day following the expiration date of an existing Sourcewell procurement contract for the same or similar
product/equipment and services.

3.25.1 Sourcewell is seeking a Contract base term of four years as allowed by Minnesota
Contracting Law. Full term is expected. However, one additional one-year renewal/extension may
be offered by Sourcewell to Vendor beyond the original four year term if Sourcewell deems such
action to be in the best interests of Sourcewell and its Members. Sourcewell reserves the right to
conduct periodic business reviews throughout the term of the contract.

3.26 Minimum Contract Value: Sourcewell anticipates considerable activity resulting from this RFP and
subsequent award; however, no commitment of any kind is made concerning actual quantities to be
acquired. Sourcewell does not guarantee usage. Usage will depend on the actual needs of the Sourcewell
Members and the value of the awarded contract.

3.27 [This section is intentionally blank.]

3.28 Contract Availability: This Contract must be available to all current and potential Sourcewell
Members who choose to utilize this Sourcewell Contract to include all governmental and public agencies,
public and private primary and secondary education agencies, and all non-profit organizations nationally.

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3.28.1 With respect to Members within the Commonwealth of Virginia, this RFP is intended to
be a “joint procurement agreement” as described in Vir. Code § 2.2-4304(A), and those Virginia
Members identified in Appendix C must be allowed to use this Contract as a Joint Purchaser.

3.28.2 For Members within Canada, this RFP is intended to include municipalities and publicly-
funded academic institutions, schools boards, health authorities, and social services (MASH
sectors). In addition this RFP is intended to include current and potential Members of the Rural
Municipalities of Alberta (RMA), and their represented Associations (SARM, SUMA and AMM).

3.29 Proposer’s Commitment Period: In order to allow Sourcewell the opportunity to evaluate each
proposal thoroughly, Sourcewell requires any response to this solicitation be valid and irrevocable for
ninety (90) days after the date proposals are opened.

F. EXPECTATIONS FOR EQUIPMENT/PRODUCTS AND SERVICES BEING PROPOSED

3.30 Industry Standards: Except as contained herein, the specifications or solutions for this RFP
shall be those accepted guidelines set forth by the HEAVY CONSTRUCTION EQUIPMENT WITH
RELATED ACCESSORIES, ATTACHMENTS, AND SUPPLIES industry, as they are generally
understood and accepted within that industry across the nation. Submitted products/equipment, related
services and accessories, and their warranties and assurances are required to meet and/or exceed all current,
traditional and anticipated standards, needs, expectations, and requirements of Sourcewell and its Members.

3.30.1 Deviations from industry standards must be identified by the Proposer and
explained how, in their opinion, the equipment/products and services they propose will render
equivalent functionality, coverage, performance, and/or related services. Failure to detail all such
deviations may comprise sufficient grounds for rejection of the entire proposal.

3.30.2 Technical Descriptions/Specifications. Excessive technical descriptions and specifications
that unduly enlarge the proposal response may cause Sourcewell to reduce the evaluation points
awarded on Form G. Proposers must supply sufficient information to:

3.30.2.1 demonstrate the Proposer’s knowledge of industry standards and Member agency
needs and expectations;

3.30.2.2 Identify the equipment/products and services being proposed as applicable to the needs
and expectations of Sourcewell Member agencies; and

3.30.2.3 differentiate equipment/products and services from other industry manufacturers and
providers.

3.31 New Current Model Equipment/Products: Proposals submitted shall be for new, current model
equipment/products and services with the exception of certain close-out products allowed to be offered on
the Proposer’s “Hot List” described herein.

3.32 Compliance with laws and standards: Ali items supplied on this Contract shall comply with any
current applicable safety or regulatory standards or codes.

3.33 Delivered and operational: Products/equipment offered herein are to be proposed based upon being
delivered and operational at the Sourcewell Member’s site. Exceptions to “delivered and operational” must
be clearly disclosed in the “Total Cost of Acquisition” section of the proposal.

3.34 Warranty: The Proposer warrants that all products, equipment, supplies, and services delivered under
this Contract shall be covered by the industry standard or better warranty. All products and equipment
should carry a minimum industry standard manufacturer’s warranty that includes materials and labor. The
Proposer has the primary responsibility to submit product specific warranty as required and accepted by

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industry standards. Dealer/Distributors agree to assist the purchaser in reaching a solution in a dispute over
warranty’s terms with the manufacturer. Any manufacturer’s warranty that is effective past the expiration
of the warranty will be passed on to the Sourcewell member. Failure to submit a minimum warranty may
result in non-award.

3.35 Additional Warrants: The Proposer warrants that all products/equipment and related services
furnished hereunder will be free from liens and encumbrances; defects in design, materials, and
workmanship; and will conform in all respects to the terms of this RFP including any specifications or
standards. In addition, Proposer/Vendor warrants the products/equipment and related services are suitable
for and will perform in accordance with the ordinary use for which they are intended.

G. SOLUTIONS-BASED SOLICITATION

3.36 The Sourcewell solicitation and contract award process is not based on detailed specifications. Instead,
this RFP is a “Solutions-Based Solicitation.” Sourcewell expects respondents to understand and anticipate
the current and future needs of Sourcewell and its members—within the scope of this RFP—and to propose
solutions that are commonly desired or required by law or industry standards. Proposal will be evaluated in
part on your demonstrated ability to meet or exceed the needs and requirements of Sourcewell and our
member agencies within the defined scope of this RFP.

3.37 While Sourcewell does not typically provide product and service specifications, the RFP may contain
scope refinements and industry-specific questions. Where specific items are specified, those items should
be considered the minimum required, which the proposal can exceed in order to meet Members’ needs.

Sourcewell may award all of the respondent’s proposal or may limit the award to a subset of the proposal.
INSTRUCTIONS FOR PREPARING YOUR PROPOSAL

A. INQUIRY PERIOD

4.1 The inquiry period begins on the date of first advertisement and continues until to the Deadline for
Submission.” RFP packages will be distributed to potential Vendors during the inquiry period.

B. PRE-PROPOSAL CONFERENCE

4.2 A pre-proposal conference will be held at the date and time specified in the timeline on page one of this
RFP. Conference information will be sent to all potential Proposers, and attendance is optional. The purpose
of this conference is to allow potential Proposers to ask questions regarding this RFP and Sourcewell’s
competitive contracting process. Only answers issued by written addendum by Sourcewell to questions
asked before the deadline for questions are binding on the parties to an awarded contract.

C. IDENTIFICATION OF KEY PERSONNEL

4.3 Awarded Vendors will designate one senior staff member to represent the Vendor to Sourcewell. This
contact person will correspond with members for technical assistance, questions, or concerns that may arise,
including instructions regarding different contacts for different geographical areas or product lines.

4.4 These designated individuals should also act as the primary contact for marketing, sales, and any other
area deemed essential by the Proposer and Sourcewell.

D. PROPOSER’S EXCEPTIONS TO TERMS AND CONDITIONS

4.5 Any exceptions, deviations, or contingencies regarding this RFP that a Proposer requests must be

documented on Form C, Exceptions To Proposal, Terms. Conditions And Solutions Request.

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4.6 Exceptions, deviations or contingencies requested in the Proposer’s response, while possibly necessary
in the view of the Proposer, may result in lower scoring or disqualification of a proposal.

E. PROPOSAL FORMAT

4.7 All Proposers must examine the entire RFP package to seek clarification of any item or requirement
that may not be clear and to check all responses for accuracy before submitting a proposal.

4.8 All proposals must be properly labeled and sent to “Sourcewell, 202 12th Street NE Staples, MN
56479.”

4.9 All proposals must be physically delivered to Sourcewell at the above address with all required hard
copy documents and signature forms/pages inserted as loose pages at the front of the Vendor’s response.
The proposal must include these items.

4.9.1 Hard copy original of completed, signed, and dated Forms C, D, F; hard copy of the signed
signature-page only from Forms A and P from this RFP;

4.9.2 Signed hard copies of all addenda issued for the RFP;
4.9.3 Hard copy of Certificate of Insurance verifying the coverage identified in this RFP; and

4.9.4 A complete copy of your response on a flash drive (or other approved electronic means). The
electronic copy must contain completed Forms A, B, C, D, F, and P, your statement of products
and pricing (including apparent discount), and all appropriate attachments. In order to ensure that
your full response is evaluated, you must provide an electronic version of any material that you
provide in a hard copy format.

Asa public agency, Sourcewell’s proposals, responses, and awarded contracts are a matter of public
record, except for such data that is classified as nonpublic. Accordingly, public data is available for
review through a properly submitted public records request. To redact nonpublic information from
your proposal (under Minnesota Statute §13.37), you must make your request within thirty (30)
days of the contract award or non-award date.

4.10 All Proposal forms must be submitted in English and must be legible. All appropriate forms must be
executed by an authorized signatory of the Proposer. Blue ink is preferred for signatures.

4.11 Proposal submissions should be submitted using the electronic forms provided. Proposers that use
alternative documents are responsible for ensuring that the content is substantially similar to the Sourcewell
form and that the document is readable by Sourcewell.

4.12 The Proposer must ensure that the proposal is in the physical possession of Sourcewell before the
submission deadline.

4.12.1 Proposals must be submitted in a sealed envelope or box properly addressed to Sourcewell
and prominently identifying the proposal number, proposal category name, the message “Hold for
Proposal Opening,” and the deadline for proposal submission. Sourcewell is not responsible for
untimely proposals. Proposals received by the deadline for proposal submission will be opened
and the name of each Proposer and other appropriate information will be publicly read.

4.13 Proposers are responsible for checking directly on the Sourcewell website for any addendums to this
RFP. Addendums to this RFP can change the terms and conditions of the RFP, including the proposal
submission deadline.

F. QUESTIONS AND ANSWERS ABOUT THIS RFP
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