Agreement with LN Curtis & Sons
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1 01/28/2025 LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND L.N. CURTIS AND SONS, INC. This Linking Agreement (“Agreement”) is entered into as of this 28th day of April, 2026, between the City of Glendale, an Arizona municipal corporation (“City”), and L.N. Curtis and Sons, Inc., a California corporation, authorized to do business in Arizona (“Contractor”), collectively, the “Parties.” RECITALS A. On April 22, 2024, L.N. Curtis and Sons, Inc., a member of the Sourcewell Cooperative, entered into a contract with Contractor to purchase the goods and services described in Sourcewell Solicitation Contract RFP No. 010424 (“Cooperative Agreement”), which is attached hereto as Exhibit A. The Cooperative Agreement allows its cooperative use by other governmental agencies, including the City. B. Section 2-149 of the City’s Procurement Code permits the Finance Director to procure goods and services by participating with other governmental units in cooperative purchasing agreements when the best interests of the City would be served. C. Section 2-149 also provides that the Finance Director 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. D. The City wishes to contract with Contractor for supplies or services identical to those being provided to other units of government under the Cooperative Agreement. Contractor consents to the City’s cooperative use of the terms and conditions of the Cooperative Agreement, and agrees to provide the supplies and services set forth in the Statement of Work appended hereto as Exhibit B. 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. A. As provided in the Cooperative Agreement, purchases can be made by governmental entities from the date of award, which was April 22, 2024, until the date the contract terminates on March 27, 2028, unless the term is extended by mutual agreement of the parties to the Cooperative Agreement. The Cooperative Agreement, however, may not be extended beyond March 27, 2031. The initial period of this Agreement is the period from the Effective Date of this Agreement until March 27, 2028. B. The City may extend the term of this Agreement for up to three (3) additional one-year extensions if the Cooperative Agreement is likewise extended and the City gives the Contractor notice that it is exercising its option to extend this Agreement 30 days prior to the anniversary of the Effective Date. Glendale extensions are not automatic and shall only occur if the City affirmatively exercises its right to extend this Agreement. 2 01/28/2025 2. 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. 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. 3. Compensation. A. City shall pay Contractor compensation at the same rate and on the same schedule as provided 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 Six hundred thousand dollars ($600,000.00) for the entire term of the Agreement (initial term plus any extensions). 4. Cancellation. This Agreement may be cancelled pursuant to A.R.S. § 38-511. 5. 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. 6. Insurance Certificate. A certificate of insurance applying to this Agreement must be provided to the City prior to the Effective Date. 7. E-verify. Contractor complies with A.R.S. § 23-214 and agrees to comply with the requirements of A.R.S. § 41-4401. 8. 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.R.S § 35-393. 9. Uyghur Forced Labor Prevention Act (UFLPA). Contractor certifies that it does not currently, and during the term of this Agreement, will not use: a. 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 or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. 3 01/28/2025 10. 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. 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 Eric Keppler 11550 W. Glendale Ave. Glendale, AZ 85307 and L.N. Curtis and Sons, Inc. Attn: Angela Mackey 185 Lennon Lane, Suite 110 Walnut Creek, CA 94598 AMackey@LNCurtis.com IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year set forth above. “City” City of Glendale, an Arizona municipal corporation By: ____________________________ Patrick S. Banger City Manager “Contractor” L.N. Curtis and Sons, Inc., a California corporation By: ____________________________ Name: Angela Mackey Title: Director of Customer Service ATTEST: ___________________________ Julie K. Bower (SEAL) City Clerk APPROVED AS TO FORM: ___________________________ Michael D. Bailey City Attorney LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND L.N. CURTIS AND SONS, INC. EXHIBIT A SOURCEWELL COOPERATIVE AGREEMENT SOLICITATION NUMBER: RFP #010424 LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND L.N. CURTIS AND SONS, INC. EXHIBIT B Scope of Work Purchase any of the listed S.C.B.A. Firefighter Personal Protective Gear, accessories or parts, on an as needed basis. LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND L.N. CURTIS AND SONS, INC. EXHIBIT C METHOD AND AMOUNT OF COMPENSATION Per Section 3 of this Agreement. NOT TO EXCEED AMOUNT The total amount of compensation paid to Contractor for full completion of all work required by the Statement of Work must not exceed $600,000.00 for the entire term of the Agreement. DETAILED PROJECT COMPENSATION The term of the agreement commences upon the effective date and continues for full term including all extensions.