The URL can be used to link to this page

2017-102 AGREEMENT FOR AUTOMOTIVE PARTS AND SUPPLIES THIS AGREEMENT, is made and entered into this day of 2017, by and between the CITY OF CLERMONT, FLORIDA, a municipal corporation under the laws of the State of Florida whose address is: 685 W. Montrose Street,Clermont, Florida, (hereinafter referred to as "CITY"), and AUTOZONE PARTS, INC., whose address is: 123 South Front Street, Memphis, TN 38103 (hereinafter referred to as "CONTRACTOR"). WHEREAS, the National IPA through the public procurement process awarded an Agreement for automotive parts and supplies, National IPA Contract Number R170201; WHEREAS, CITY desires to utilize the above-referenced awarded bid, CONTRACTOR's response thereto and Agreement in accordance with CITY's procurement policy; and WHEREAS,CONTRACTOR desires to enter into a contract with CITY based on the terms and conditions of the National IPA Contract Number R170201; WITNESSETH: That the parties hereto, for the consideration hereinafter set forth, mutually agree as follows: ARTICLE I— SCOPE OF WORK The CONTRACTOR shall provide automotive parts and supplies as described in the National IPA Contract Number R170201, which is attached hereto and incorporated herein as Exhibit "A" and shall do everything required by this Agreement and the other Agreement Documents contained in the specifications, which are a part of these Documents. Provided, however, that nothing herein shall require CITY to purchase or acquire any items or services from CONTRACTOR. To the extent of a conflict between this Agreement and Exhibit"A", the terms and conditions of this Agreement shall prevail and govern. In all instances the CITY purchasing policy, resolutions and ordinances shall apply. ARTICLE II—THE CONTRACT SUM CITY shall pay CONTRACTOR,for the faithful performance of the Agreement as set forth in the Agreement documents and the Unit Price Schedule as set forth in Exhibit `B', attached hereto and incorporated herein. ARTICLE III—TERM AND TERMINATION 1. This Agreement is to become effective upon execution by both parties,and shall remain in effect until April 30, 2020,unless terminated or renewed as provided by the National IPA. 2. Notwithstanding any other provision of this Agreement, CITY may, upon 1 written notice to CONTRACTOR, terminate this Agreement if: a) without cause and for convenience upon thirty (30) days written notice to CONTRACTOR b) CONTRACTOR is adjudged to be bankrupt; c) CONTRACTOR makesa general assignment for the benefit of its creditors; d) CONTRACTOR fails to comply with any of the conditions of provisions of this Agreement; or e) CONTRACTOR is experiencing a labor dispute, which threatens, to have a substantial, adverse impact upon performance of this Agreement, without prejudice to any other right or remedy CITY may have under this,Agreement. In the event of such termination, CITY shall be liable only for the payment;of.all,unpaid charges, determined in accordance with the provisions of this Agreement, for work, properly performed and accepted prior to the effective date of termination. 3. Upon mutual agreement of the parties,this Agreement may be renewed for two (2)additional one (1) year terms. ARTICLE IV—COMMENCEMENT AND COMPLETION OF WORK The CONTRACTOR shall.provide automotive parts and supplies forth in the applicable purchase order or notice to proceed. ARTICLE V—PAYMENTS In accordance with the provisions fully, set forth in the General Conditions, CONTRACTOR shall submit a payment request by the third (3rd),day of each calendar month foritems.provided during the preceding calendar month. CITY shall make payment to the CONTRACTOR, within thirty(30) calendar days,on the basis of a duly certified and approved:payment invoice by the CITY for services provided and accepted by the CITY. ARTICLE VI—WARRANTY CONTRACTOR shall warrant all application specific goods sold to CITY under this Agreement to be free from defects in materials and workmanship for the period of the then current standard warranty offered, by CONRTACTOR to its. retail customers for such Goods. Nofwithstandingthe foregoing,.CONTRACTOR agrees that CITY will receive the benefit of anywarranty provided by CONTRACTOR's vendor that CONTRACTOR may pass through to:the CITY. The warranty stated in this section represents the total liability of CONTRACTOR for any goods. ALL OTHER WARRANTIES, BOTH EXPRESS AND IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXCLUDED., CONTRACTOR shall not be.liable to City, for any indirect, special, incidental or consequential damages. CITY agrees to be responsible for and shall indemnify and hold CONTRACTOR harmless from and against all damages, claims or demands to the extent arising out of or resulting from (i) improper installation of goods by Customer; or(ii)any breach of an express product warranty issued by CITY to a customer or end user of any of the goods that exceeds either the scope of the manufacturers' express 2 warranties or such other warranties set forth in this Agreement or agreed to by CONTRACTOR in writing. ARTICLE VII —DISPUTE RESOLUTION - MEDIATION 1. Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to voluntary arbitration or the institution of legal or equitable proceedings by either party. 2. The CITY and CONTRACTOR shall endeavor to resolve claims, disputes and other matters in question between them by mediation. 3. The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in Clermont, Lake County,Florida,unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement Agreements in any court having jurisdiction thereof. ARTICLE VIII— INSURANCE AND INDEMNIFICATION RIDER 1. Worker's Compensation Insurance - The CONTRACTOR shall take out and maintain during the life of this Agreement Worker's Compensation Insurance for all his employees connected with the work of this Project and, in case any work is sublet, the CONTRACTOR shall require the subcontractor similarly to provide Worker's Compensation Insurance for all of the latter's employees unless such employees are covered by the protection afforded by the CONTRACTOR. Such insurance shall comply with the Florida Worker's Compensation Law. In case any class of employees engaged in hazardous work under this Agreement at the site of the Project is not protected under the Worker's Compensation statute, the CONTRACTOR shall provide adequate insurance, satisfactory to the CITY, for the protection of employees not otherwise protected. 2. CONTRACTOR's Public Liability and Property Damage Insurance - The Contactor shall take out and maintain during the life of this Agreement Comprehensive General Liability and Comprehensive Automobile Liability Insurance as shall protect it from claims for damage for personal injury, including accidental death, as well as claims for property damages which may arise from operating under this Agreement whether such operations are by itself or by anyone directly or indirectly employed by it, and the amount of such insurance shall be minimum limits as follows: (a) CONTRACTOR's Comprehensive General, $500,000 Each ($1,000,000 aggregate) Liability Coverages, Bodily Injury Occurrence, & Property Damage Combined Single Limit (b) Automobile Liability Coverages, $300,000 Each Bodily Injury& Property Damage Occurrence, Combined Single Limit 3 Insurance clause for both BODILY INJURY AND PROPERTY DAMAGE shall be amended to provide coverage on an occurrence basis. 3. SubCONTRACTOR's Public Liability and Property Damage Insurance-The CONTRACTOR shall require each of his subCONTRACTORs to procure and maintain during the life of this subcontract, insurance of the type specified above or insure the activities of his subCONTRACTORs in his policy, as specified above. 4. Indemnification Rider (a) To cover to the fullest extent permitted by law, the CONTRACTOR shall indemnify and hold harmless the CITY and its agents and employees from and against all claims, damages, losses and expenses, including but not limited to attorney's fees, arising out of or resulting from the performance of the Work, provided that any such claim, damage, loss or expense is caused in whole or in part by any negligent act or omission of the CONTRACTOR, any subCONTRACTOR, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right to obligation of indemnity which would otherwise exist as to any party or person described in this Article. (b) In any and all claims against the CITY or any of its agents or employees by any employee of the CONTRACTOR, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the indemnification obligations under this Paragraph shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the CONTRACTOR or any subcontractor under workers'or workmen's compensation acts,disability benefit acts or other employee benefit acts. (c) The CONTRACTOR hereby acknowledges receipt of ten dollars and other good and valuable consideration from the CITY for the indemnification provided herein. ARTICLE IX—NOTICES All notices shall be in writing and sent by United States mail, certified or registered, with return receipt requested and postage prepaid,or by nationally recognized overnight courier service to the address of the party set forth below. Any such notice shall be deemed given when received by the party to whom it is intended. CONTRACTOR: AutoZone Parts, Inc. 123 South Front Street Memphis, TN 38103 4 Attn: George Verkamp Director, Commercial Business Development CITY: City of Clermont Attn: Darren Gray, City Manager 685 W. Montrose Street Clermont, FL 34711 ARTICLE X—MISCELLANEOUS 1. Attorneys' Fees. In the event a suit or action is instituted to enforce or interpret any provision of this Agreement, the prevailing party shall be entitled to recover such sum as the Court may adjudge reasonable as attorneys' fees at trial or on any appeal, in addition to all other sums provided by law. 2. Waiver. The waiver by city of breach of any provision of this Agreement shall not be construed or operate as a waiver of any subsequent breach of such provision or of such provision itself and shall in no way affect the enforcement of any other provisions of this Agreement. 3. Severability. If any provision of this Agreement or the application thereof to any person or circumstance is to any extent invalid or unenforceable, such provision,or part thereof, shall be deleted or modified in such a manner as to make the Agreement valid and enforceable under applicable law, the remainder of this Agreement and the application of such a provision to other persons or circumstances shall be unaffected, and this Agreement shall be valid and enforceable to the fullest extent permitted by applicable law. 4. Amendment. Except for as otherwise provided herein, this Agreement may not be modified or amended except by an Agreement in writing signed by both parties. 5. Entire Agreement. This Agreement including the documents incorporated by reference contains the entire understanding of the parties hereto and supersedes all prior and contemporaneous Agreements between the parties with respect to the performance of services by CONTRACTOR. 6. Assignment. Except in the event of merger, consolidation, or other change of control pursuant to the sale of all or substantially all of either party's assets, this Agreement is personal to the parties hereto and may not be assigned by CONTRACTOR, in whole or in part, without the prior written consent of city. 7. Venue. The parties agree that the sole and exclusive venue for any cause of action arising out of this Agreement shall be Lake County, Florida. 5 8. Applicable Law. This Agreement and any amendments hereto are executed and delivered in the State of Florida and shall be governed, interpreted, construed and enforced in,accordance with the laws of the State of Florida. 9. Public Records. Contractor expressly understands records associated with this project are public records and agrees to comply with Florida's Public Records law, to include, to: (a) Keep and maintain public records that ordinarily and necessarily would be required by the CITY in order to perform the services contemplated herein. (b) Provide the public with access to public records on the same terms and conditions that the.CITY would provide the records and at a cost that does not exceed the cost provided in this Florida's Public Records law or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. (d) Meet all requirements for retaining public records and transfer, at no cost, to;.the CITY all public records in possession of CONTRACTOR upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. CONTRACTOR shall use reasonable efforts to provide all records stored electronically to the CITY in a format that is compatible with the information technology systems of the CITY. (e) IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S. DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTRACTOR SHALL CONTACT THE CITY'S CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK'S OFFICE, (352) 241-7331. ARTICLE XI—AGREEMENT DOCUMENTS The Agreement Documents, as listed below are herein made fully a part of this Agreement as if herein repeated. Document Precedence: 1. This Agreement 2. Purchase Order/Notice to Proceed 3. All documents contained in the National IPA Contract Number R170201. 6 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this Aday of 4,,- v,,e , 2017. City of Clermont ,,,,...e47--:',,,,.', Ade /1::,,,,,,,, Da e r , Manage n , ,;Attest:/,'._ T ', , - --: '.'fr,1 Tracy Ackroyd Howe, City Clerk AutoZone Parts, Inc. e: -4--;72..__J'(:- , ByLtP�� tt = 375.e. Se. U-c.r S (Name Printed or Typed) 0 tP CAllintkari-ClA-t-- V F OF COwt w -t-c'A'( SA-C2 S 0 Title ; o m < a, m m v a Attest: A .. r aCorporate Secretary O r (Name Printed or Typed) 7 EXHIBIT A NJ 1ATI ENAL I PA 2555 Meridian Blvd., Suite 300, Franklin, TN 37067 NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE April 28, 2017 George Verkamp Director, Commercial Business Development AutoZone Parts, Inc 123 South Front Street Memphis, TN 38103 Re: Award of Contract # R170201 Dear Mr. Verkamp: Per official action taken by the Board of Directors of Region 4 Education Service Center, on April 25, 2017, National IPA is pleased to announce that after approval of the exceptions as agreed upon in the terms and conditions that AutoZone Parts, Inc has been awarded an annual contract for the following, based on the sealed proposal (RFP# 17-02) submitted on February 23, 2017: Commoditv/Service Supplier Automotive AutoZone Parts, Inc Parts and Supplies This contract is effective May 1, 2017 and will expire on April 30, 2020. As indicated above, your Contract # is R170201. This contract may be renewed annually for an additional two (2) years if mutually agreed by Region 4 ESC/National IPA and AutoZone Parts, Inc. Your participation in the proposal process is appreciated and we look forward to a successful partnership. Please feel free to provide copies of this letter to your sales representative(s) to assist in their daily course of business. If you have any questions, please contact Al Piper, Contract Manager assigned to your contract at phone # 615-380-1307 or alan.oiper@nationaliDa.orq Sincerely, • Al Piper, CPPB Contract Manager www.NationalIPA.org EXPERIENCED * FOCUSED TRUSTED • • RFP 17-02 MENLICarailzarcummusuggiu The undersigned hereby proposes and agrees to furnish goods and/or services In strict compliance with the terms, specifications and conditions at the prices proposed within response unless noted in writing. The undersigned further certifies that he/she is an officer of the company and has authority to negotiate and bind the company named below and has not prepared this proposal in collusion with any • other Offeror and that the contents of this proposal as to prices,terms or conditions of said proposal have not been communicated by the undersigned nor by any employee or agent to any person engaged in this type of business prior to the official opening of this proposal. Prices are guaranteed: Company name AutoZone Pam Inc.('AutoZone") Address 123 South Front Street City/state/zip Memphis,TN 38103 Telephone No. 503.799-2937 Fax No. Email address George.verkamp@autozone.com Printed name Tee SeMerS Position with company Senior Vice P R ident/ ce President✓11KL{7 tar Authorized signature �� r� 1 11 Accepted by The Cooperative Purchasl g Network: Term of contra to .1 •1 Unless otherwis:stated,all contracts are fora for an additi• • :I two ,for of three(3)years with an option to renew annually shall hon• all ad years if agreed to by Region 4 ESC and the awarded vendor.Awarded vendor istrative fees for any sales made based on a contract whether renewed or not. Region 4 SC A u ortzed Board Member L/, A, �� ael to Print Name AfIe1_ . .t �.J! Regio 4 E C u1/.razed Board 4a. J5 ate Print a TCPN Contract Number Rvi 0201 25 Jili//ilui'oZone® RFP 17-02 APPENDIX A VENDOR CONTRACT AND SIGNATURE FORM This Vendor Contract and Signature Form ("Contract') is made as of 2017, by and between AutoZone Parts, Inc.,for itself and affiliates and Region 4 Education Service Center("Region 4 ESC) for the purchase of Automotive Parts and Supplies RECITALS WHEREAS, both parties agree and understand that the following pages will constitute the contract between the successful vendor(s) and Region 4 ESC, having its principal place of business at 7145 West Tidwell Road, Houston,TX 77092. WHEREAS, Vendor agrees to include, in writing, any required exceptions or deviations from these terms, conditions, and specifications; and it is further understood that, if agreed to by Region 4 ESC, said exceptions or deviations will be incorporated into the final contract"Vendor Contract." WHEREAS, this contract consists of the provisions set forth below, including provisions of all attachments referenced herein. In the event of a conflict between the provisions set forth below and those contained in any attachment, the provisions set forth below shall control. WHEREAS, the Vendor Contract will provide that any state, county, special district, local government, school district, private K-12 school, technical or vocational school, higher education institution (including community colleges, colleges and universities, both public and private), other government agencies or non-profit organization may purchase products and services at prices indicated in the Vendor Contract upon registering and becoming a member with TCPN; and it being further understood that Region 4 ESC shall act as the Lead Public Agency with respect to all such purchase agreements. WHEREAS, TCPN has the administrative and legal capacity to administer purchases on behalf of Region 4 ESC under the Vendor Contract with participating public agencies and entities, as permitted by applicable law. ARTICLE 1-GENERAL TERMS AND CONDITIONS 1.1 TCPN shall be afforded all of the rights, privileges and indemnifications afforded to Region 4 ESC under the Vendor Contract, and such rights, privileges and indemnifications shall accrue and apply with equal effect to TCPN, including, without limitation, Vendors obligation to provide insurance and other indemnifications to Lead Public Agency. 1.2 Awarded vendor shall perform all duties, responsibilities and obligations, set forth in this agreement, and required under the Vendor Contract. 1.3 TCPN shall perform its duties, responsibilities and obligations as administrator of purchases, set forth in this agreement, and required under the Vendor Contract. 1.4 purchasina procedure: • Purchase orders are issued by participating governmental agencies to the awarded vendor indicating on the PO "Per TCPN Contract#R • Vendor delivers goods/services directly to the participating agency. • Awarded vendor invoices the participating agency directly. 16 III/iu ®Z ffe RFP 17-02 • Awarded vendor receives payment directly from the participating agency. • Awarded vendor reports sales monthly to TCPN. 1.5 Customer Support: The vendor shall provide timely and accurate technical advice and sales support to Region 4 ESC staff, TCPN staff and participating agencies. The vendor shall respond to such requests within one(1)working day after receipt of the request. ARTICLE 2-ANTICIPATED TERM OF AGREEMENT 2.1 Unless otherwise stated,all contracts are for a period of three(3)years with an option to renew annually for an additional two (2) years if agreed to by Region 4 ESC. Region 4 ESC will notify the vendor in writing if the contract is.extended. Awarded vendor shall honor all administrative fees for any sales made under this contract whether renewed or not. 2.2 Region 4 ESC shall review the contract prior to the renewal date and notify the current awarded vendor, no less than ninety (90) days of Region 4 ESC's intent renew the contract. Upon receipt of notice, awarded vendor must notify Region 4 ESC if it elects not to renew. Awarded vendor shall honor the administrative fee for r.:any sales incurred throughout the life of the contract on any sales made-based ea-a-Regiaa-4-E4G-seatrast made under this contract only if contract is renewedethef . Region 4 ESC reserves the right to exercise each two-year extension ARTICLE 3-REPRESENTATIONS AND COVENANTS 3.1. Scope` This contract is based on the need to provide the economic benefits of volume purchasing and reduction in administrative costs through cooperative purchasing to_schools and other members. Although contractors may restrict sales to certain public units (for example, state agencies or local government units);any contract that prohibits sales from being made to public school districts may not be considered. 'Sales-without restriction to'any Members are preferred. These types of contracts are commonly referred to as being"piggybackable". 3.2. Compliance: Cooperative Purchasing Agreements between TCPN and its Members have been established under state procurement law. 3.3. Offeror's Promise: Offeror agrees all prices, terms, warranties, and benefits granted by Offeror to Members through this contract are comparable to or better than the equivalent terms offered by Offeror to any present customer meeting the same qualifications or requirements. ARTICLE 4-FORMATION OF CONTRACT 4.1. Offeror Contract Documents: Region 4 ESC will review proposed offeror contract documents. Vendor's contract document shall not become part of Region 4 ESC's contract with vendor unless and until an authorized,representative of Region 4 ESC reviews and approves it. 4.2. Form of Contract: The form of contract for this solicitation shall be the Request for Proposal, the awarded proposal(s) and best and final offer(s), and properly issued and reviewed purchase orders referencing the requirements of the Request for Proposals. If a firm submitting an offer requires Region 4 ESC and/or Member to sign an additional agreement, a copy of the proposed agreement must be included with the proposal. 4.3. gntire Aore_ement (Parol evidence): The contract, as specified above, represents the final written expression of agreement. All agreements are contained herein and no other agreements or representations that materially alter it are acceptable. 17 J/I//iiluIoZone® RFP 17-02 4.4. Assianment of Contract: No assignment of contract may be made without the prior written approval of Region 4 ESC. Purchase orders and payment can only be made to awarded vendor unless otherwise approved by Region 4 ESC. Awarded vendor is required to notify Region 4 ESC when any material change in operations is made that may adversely affect members (i.e. bankruptcy, change of ownership, merger, etc.). 4.5. Novation: If contractor sells or transfers all assets or the entire portion of the assets used to perform this contract, a successor in interest must guarantee to perform all obligations under this contract. Region 4 ESC reserves the right to accept or reject any new party. A simple change of name agreement will not change the contractual obligations of contractor. 4.6. Contract Alterations: No alterations to the terms of this contract shall be valid or binding unless authorized and signed by a Region 4 ESC staff member and vendor. 4.7. Order of Precedence: In the event of a conflict in the provisions of the contract as accepted by Region 4 ESC, the following order of precedence shall prevail: • Special terms and conditions • General terms and conditions • Specifications and scope of work • Attachments and exhibits • Documents referenced or included in the solicitation 4.8 Supplemental Aareements: The entity participating in the Region 4 ESC contract and awarded vendor may enter into a separate supplemental agreement to further define the level of service requirements over and above the minimum defined in this contract i.e. invoice requirements, ordering requirements, specialized delivery, etc. Any supplemental agreement developed as a result of this contract is exclusively between the participating entity and awarded vendor. Neither Region 4 ESC, TCPN, its agents, members and employees shall be made party to any claim for breach of such agreement. ARTICLE 5-TERMINATION OF CONTRACT 5.1. Cancellation for Non-Performance or Contractor Deficiency: Region 4 ESC may terminate any contract if Members have not used the contract, or if purchase volume is determined to be low volume in any 12-month period. Region 4 ESC reserves the right to cancel the whole or any part of this contract due to failure by contractor to carry out any obligation, term or condition of the contract. Region 4 ESC may issue a written deficiency notice to contractor for acting or failing to act in any of the following: i. Providing material that does not meet the specifications of the contract; ii. Providing work and/or material that was not awarded under the contract; iii. Failing to adequately perform the services set forth in the scope of work and specifications; iv. Failing to complete required work or furnish required materials within a reasonable amount of time; v. Failing to make progress in performance of the contract and/or giving Region 4 ESC reason to believe that contractor will not or cannot perform the requirements of the contract; and/or vi. Performing work or providing services under the contract prior to receiving an authorized purchase order from Region 4 ESC or participating member prior to such work 18 _J,I///AutoZone RFP 17-02 Upon receipt of a written deficiency notice, contractor shall have ten (10) days to provide a satisfactory response to Region 4 ESC. Failure to adequately address all issues of concern may result in contract cancellation. Upon cancellation under this paragraph, all goods, materials,work, documents, data and reports prepared by contractor under the contract shall become the property of the Member on demand. Termination for Cause: If, for any reason, the Vendor fails to fulfill its obligation in a timely manner, 5.2 or if the vendor violates any of the covenants, agreements, or stipulations of this contract Region 4 ESC reserves the right to terminate the contract immediately and pursue all other applicable remedies afforded by law. Such termination shall be effective by delivery of notice, to the vendor, specifying the effective date of termination. In such event, all documents, data, studies, surveys, drawings, maps, models and reports prepared by vendor for this solicitation may become the property of the participating agency or entity. If such event does occur then vendor will be entitled to receive just and equitable compensation for the satisfactory work completed on such documents. AutoZone requests modification to this section. Termination is only permitted upon mutual consent with prior opportunity for AutoZone to remedy similar to section 5.1. 5.3 pelivery/Service Failures: Failure to deliver goods or services within the time specified, or within a reasonable time period as interpreted by the purchasing agent or failure to make replacements or corrections of rejected articles/services when so requested shall constitute grounds for the contract to be terminated. - -- - -• - .- - • -- • - -•- - • • • - - - --- •• - -- . . - - 5.4 Force Maieure: If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed,except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, or other industrial disturbances, act of public enemy, orders of any kind of government of the United States or the State of was New York or any civil or military authority; insurrections; riots;epidemics; landslides; lighting; earthquake; fires; hurricanes; storms; floods; washouts; droughts; arrests; restraint of government and people;civil disturbances;explosions,breakage or accidents to machinery,pipelines or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable in the judgment of the party having the difficulty. 5.5 Standard Cancellation: Region 4 ESC may cancel this contract in whole or in part by providing written notice. The cancellation will take effect 30 business days after the other party receives the notice of cancellation. After the 30th business day all work will cease following completion of final purchase order. Vendor may be requested to provide additional items not already on contract at any time. AutoZone reserves the right to decline non-contract item requests ARTICLE 6-LICENSES 6.1 putv to keen current license: Vendor shall maintain in current status all federal, state and local licenses, bonds and permits required for the operation of the business conducted by vendor. Vendor shall remain fully informed of and in compliance with all ordinances and regulations pertaining to the lawful provision of services under the contract. Region 4 ESC reserves the right to stop work and/or cancel the contract of any vendor whose license(s)expire, lapse, are suspended or terminated. 19 JII//iiluIoZone® RFP 17-02 6.2 Survival Clause: All applicable software license agreements, warranties or service agreements that were entered into between Vendor and Customer under the terms and conditions of the Contract shall survive the expiration or termination of the Contract. All Purchase Orders issued and accepted by Order Fulfiller shall survive expiration or termination of the Contract. ARTICLE 7-DELIVERY PROVISIONS 7.1 peliverv: Vendor shall deliver said materials purchased on this contract to the Member issuing a Purchase Order upon acceptance of Purchase Order by Vendor. Conforming product shall be shipped within 7 days of receipt of Purchase Order. If delivery is not or cannot be made within this time period the vendor must receive authorization from the purchasing agency for the delayed delivery. At this point the participating entity may cancel the order if estimated shipping time is not acceptable. 7.2 inspection &Acceptance: If defective or incorrect material is delivered, purchasing agency may make the determination to return the material to the vendor at no cost to the purchasing agency. The vendor agrees to pay all shipping costs for the return shipment. Vendor shall be responsible for arranging the return of the defective or incorrect material. ARTICLE 8-BILLING AND REPORTING 8.1 payments: The entity using the contract will make payments directly to the awarded vendor. Payment shall be made after satisfactory performance, in accordance with all provisions thereof, and upon receipt of a properly completed invoice. 8.2 Invoices: The awarded vendor shall submit invoices to the participating entity clearly stating "Per TCPN Contract" The shipment tracking number or pertinent information for verification shall be made available upon request. 8.3 Tax Exempt Status: Since this is a national contract, knowing the tax laws in each state is the sole responsibility of the vendor. 8.4 Reoortinq: The awarded vendor shall provide TCPN with an electronic accounting report, in a format agreed to by the parties on a monthly basis summarizing all contract Sales for the applicable month. Reports of Contract Sales for Region 4 ESC and member agencies in each calendar month shall be provided by awarded vendor to TCPN by the 1-G' - 15th day of the following month. If there are no sales to report, Vendor is still required to communicate that information via email. Failure to provide a monthly report of the administrative fees within the time and manner specified herein shall constitute a material breach of this contract and if not cured within thirty(30)days of written to Supplier shall be deemed a cause for termination of the contract at Region4 ESC's sole discretion. ARTICLE 9-PRICING 9.1 pest once guarantee: The awarded vendor agrees to provide pricing to Region 4 ESC and its participating entities as indicated in section 3.3 and the pricing shall remain so throughout the duration of the contract. Pricing offered to Federal government buying consortiums for goods and services is exempt from this requirement. The awarded vendor, however, agrees to lower the cost of any product purchased through TCPN following a reduction in the manufacturer or publisher's direct cost. 20 JII/iY/SutoZone® RFP 17-02 9.2 price increase: Should it become necessary or proper during the term of this contract to make any change in design or any alterations that will increase expense Region 4 ESC must be notified immediately. Price increases must be approved by Region 4 ESC and no payment for additional materials or services, beyond the amount stipulated in the contract, shall be paid without prior approval. All price increases must be supported by manufacture documentation, or a formal cost justification letter. Awarded vendor must honor previous prices for thirty (30) days after approval and written notification from Region 4 ESC if requested. It is the awarded vendor's responsibility to keep all pricing up to date and on file with Region 4 ESC. All price changes must be provided to Region 4 ESC, using the same format as was accepted in the original contract. 9.3 Additional Charaes: All deliveries shall be freight prepaid, F.O.B. destination and shall be included in all pricing offered unless otherwise clearly stated in writing. 9.4 price reduction and adjustment: Price reduction may be offered at any time during contract and shall become effective upon notice of acceptance from Region 4 ESC. Special, time-limited reductions are permissible under the following conditions: 1)reduction is available to all Members equally;2)reduction is for a specific time period, normally not less than thirty (30) days; 3) original price is not exceeded after the time-limit; and 4) Region 4 ESC has approved the new prices prior to any offer of the prices to a Member.Vendor shall offer Region 4 ESC any published price reduction during the contract period. AutoZone agrees to comply with applicable laws to the extent that a 9.6 private employer who is not a government contractor must comply with the same Administrative Fees: All pricing submitted to Region 4 ESC shall include the administrative fee to be remitted to TCPN by the awarded vendor. The awarded vendor agrees to pay administrative fees monthly to TCPN in the amount of 2.5% of the total purchase amount paid to awarded vendor, less refunds, credits on returns, rebates and discounts, for the sale of products and/or services to Region 4 ESC and member agencies pursuant to the contract Administrative fee payments are to accompany the contract monthly sales report by the 48th 15th day of the following month, in the amount indicated on the report as being due. Administrative fee payments are to be paid by the awarded vendor via Automated Clearing House to a TCPN designated financial institution. Failure to provide a monthly payment of the administrative fees within the time and manner specified herein shall constitute a material breach of the contract and if not cured within thirty(30) day of written notice to awarded vendor shall be deemed a cause for termination of the contract, at Region 4 ESC's sole discretion. All administrative fees not paid when due shall bear interest at a rate equal to the lesser of 1 %% per month or the maximum rate permitted by law until paid in full. ARTICLE 10-PRICING AUDIT 10.1 Audit riahts: Vendor shall, at Vendor's sole expense, maintain appropriate due diligence of all purchases made by Region 4 ESC and any entity that utilizes this Agreement. TCPN and Region 4 ESC each reserve the right to audit the accounting for a period of three (3) years from the time such purchases are made. This audit right shall survive termination of this Agreement for a period of one(1) year from the effective date of termination. In the State of New Jersey, this audit right shall survive termination of this Agreement for a period of five(5)years from the date of final payment. Such records shall be made available to the New Jersey Office of the State Comptroller upon request. Region 4 ESC 21 ��//////latoZone® RFP 17-02 shall have the authority to conduct random audits of Vendor's pricing that is offered to eligible entities at Region 4 ESC's sole cost and expense. Notwithstanding the foregoing, in the event that Region 4 ESC is made aware of any pricing being offered to eligible agencies that is materially inconsistent with the pricing under this agreement, Region 4 ESC shall have the ability to conduct an extensive audit of Vendor's pricing at Vendor's sole cost and expense. Region 4 ESC may conduct the audit internally or may engage a third-party auditing firm. In the event of an audit, the requested materials shall be provided in the format and at the location designated by Region 4 ESC or TCPN. AutoZone requests modification to this section to indicate that audits may only take place at AutoZone HQ in Memphis with an AutoZone escort. ARTICLE 11-OFFEROR PRODUCT LINE REQUIREMENTS 11.1 Current products: Proposals shall be for materials and equipment in current production and marketed to the general public and education/government agencies at the time the proposal is submitted. 11.2 piscontinued products: If a product or model is discontinued by the manufacturer, vendor may substitute a new product or model if the replacement product meets or exceeds the specifications and performance of the discontinued model and if the discount is the same or greater than the discontinued model. 11.3 New products/Services: New products and/or services that meet the scope of work may be added to the contract. Pricing shall be equivalent to the percentage discount for other products. Vendor may replace or add product lines to an existing contract if the line is replacing or supplementing products on contract, is equal or superior to the original products offered, is discounted in a similar or to a greater degree, and if the products meet the requirements of the solicitation. No products and/or services may be added to avoid competitive procurement requirements. Region 4 ESC may require additions to be submitted with documentation from Members demonstrating an interest in, or a potential requirement for, the new product or service. Region 4 ESC may reject any additions without cause. 11.4 Options: Optional equipment for products under contract may be added to the contract at the time they become available under the following conditions: 1) the option is priced at a discount similar to other options; 2)the option is an enhancement to the unit that improves performance or reliability. 11.5 product line: Offerors with a published catalog may submit the entire catalog. Region 4 ESC reserves the right to select products within the catalog for award without having to award all contents. Region 4 ESC may reject any addition of equipment options without cause. 11.6 Warranty conditions: All supplies, equipment and services shall include manufacturer's minimum standard warranty and : -- -- - _ - - - -__ - . - - _ - - ==- - •- :. vendor's standard labor warranty will be passed through. 11.7 >..__ ._,._.,...,;.:...-,.. - - • -= - - - - - - -- = - - - - • --- ARTICLE 12-SITE REQUIREMENTS 12.1 Cleanup:Vendor shall clean up and remove all debris and rubbish resulting from their work as required or directed by Member. Upon completion of the work, the premises shall be left in good repair and an orderly, neat, clean and unobstructed condition. 12.2 preparation: Vendor shall not begin a project for which Member has not prepared the site, unless vendor does the preparation work at no cost, or until Member includes the cost of site preparation in a purchase order. Site preparation includes, but is not limited to: moving furniture, installing wiring for networks or power, and similar pre-installation requirements. 22 _J,l///il ftOZone® RFP 17-02 12.3 -. .�._...�....�_.T.,.: •.,. AutoZone agrees to comply with applicable laws to the extent that a private employer who is not a government contractor must comply with the same. 12.4 Safety measures: Vendor shall take all reasonable precautions for the safety of employees on the worksite, and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Vendor shall post warning signs against all hazards created by its operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage. 12.5 Smoking: Persons working under the contract shall adhere to local smoking policies. Smoking will only be permitted in posted areas or off premises. 12.6 Stored materials: Upon prior written agreement between the vendor and Member, payment may be made for materials not incorporated in the work but delivered and suitably stored at the site or some other location, for installation at a later date. An inventory of the stored materials must be provided to Member prior to payment. Such materials must be stored and protected in a secure location, and be insured for their full value by the vendor against loss and damage. Vendor agrees to provide proof of coverage and/or addition of Member as an additional insured upon Member's request. Additionally, if stored offsite, the materials must also be clearly identified as property of buying Member and be separated from other materials. Member must be allowed reasonable opportunity to inspect and take inventory of stored materials, on or offsite, as necessary. Until final acceptance by the Member, it shall be the Vendor's responsibility to protect all materials and equipment. The Vendor warrants and guarantees that title for all work, materials and equipment shall pass to the Member upon final acceptance. ARTICLE 13-MISCELLANEOUS 13.1 funding Out Clause: Any/all contracts exceeding one(1) year shall include a standard "funding out" clause. A contract for the acquisition, including lease, of real or personal property is a commitment of the entity's current revenue only, provided the contract contains either or both of the following provisions: "Retains to the entity the continuing right to terminate the contract at the expiration of each budget period during the term of the contract and is conditioned on a best efforts attempt by the entity to obtain appropriate funds for payment of the contract." 13.2 pisclosures: Offeror affirms that he/she has not given, offered to give, nor intends to give at any time hereafter any economic opportunity,future employment,gift, loan,gratuity, special discount,trip,favor or service to a public servant in connection with this contract. Include a complete description of any and all relationships that might be considered a conflict of interest in doing business with participants in TCPN. The Offeror affirms that,to the best of his/her knowledge,the offer has been arrived at independently, and is submitted without collusion with anyone to obtain information or gain any favoritism that would in any way limit competition or give an unfair advantage over other vendors in the award of this contract. 13.3 Indemnity: The awarded vendor shall protect, indemnify, and hold harmless both Region 4 ESC and TCPN and its participants, administrators, employees and agents against all claims, damages, losses and expenses arising out of or resulting from the actions of the vendor, vendor employees or vendor subcontractors in the preparation of the solicitation and the later execution of the contract, including 23 ®7/17/ArtoZ®ne® RFP 17-02 any supplemental agreements with members. Any litigation involving either Region 4 ESC or TCPN, its administrators and employees and agents will be in New York City, NY. Any litigation involving TCPN members shall be in the jurisdiction of the participating agency. AutoZone requests modification to this section to the extent that indemnification language is mutual. 13.4 - - e. _ = = -= • - = • = = = _ T. ••- - - Not applicable to AutoZone 13.5 jVlarketinq: Awarded vendor agrees to allow Region 4 ESC/TCPN to use their name and logo within website, marketing materials and advertisement. Any use of. TCPN name and logo or any form of publicity, inclusive of press releases, regarding this contract by awarded vendor must have prior approval from TCPN. .AutoZone requests modification to this section to indicate that both parties must have prior approval to use either party's logo. 13:6. Certificates of Insurance:Certificates of insurance shall be delivered to the Region 4 ESC participant prior to commencement of work. The insurance company shall be licensed in the applicable state in which work is being conducted. The awarded vendor shall give the participating entity a minimum of ten(10) days' notice prior to any modifications or cancellation of policies. The awarded vendor shall require all subcontractors performing any work to maintain coverage as specified. J..eaal Obligations: It is the Offerors responsibility to be aware of and comply with all local, state, and 13.7 federal laws governing the sale of products/services identified in this REP and any awarded contract and shall comply with all while fulfilling the RFP. Applicable laws and regulation must be followed even if not specifically identified herein. AutoZone requests modification to this. section. Provided that AutoZone will be required to comply only with applicable laws to the extent that a private employer who is not"a government contractor must comply with the same. 13.8 Open Records Policy: Because Region 4 ESC contracts are awarded by a governmental entity, responses submitted are subject to release aspublic information after contracts are executed. If a vendor believes that its response, 'or parts of its response, may be exempted from disclosure, the vendor must specify page-by-page and line-bv-line the parts of the response, which it believes, are exempt. In addition, the Offeror must specify which exception(s) are applicable and provide detailed reasons to substantiate the exception(s). Offerormust provide this information on the "Acknowledgement and Acceptance to Region 4 ESC's Open Record Policy" form:found at the beginning of this solicitation. Any information that is unmarked will be_considered public information and released, if requested under the Public Information Act. The determination ofwhether information is confidential and not subject to disclosure is the duty of the Office of Attorney General (OAG). Region 4 ESC must provide the OAG sufficient information to render an opinion and therefore,vague and general claims to confidentiality by the Offeror are not acceptable. Region 4 ESC must comply with the opinions of the OAG. Region 4 ESC assumes no responsibility for-asserting legal arguments on behalf of any vendor. Offeror are advised to consult with their legal counsel concerning disclosure issues resulting from this procurement process and to take precautions to safeguard trade secrets and other proprietary information. After completion of award,these documents will be available for public inspection. 24 _,ill///ilutoZone® RFP 17-02 VENDOR CONTRACT SIGNATURE FORM The undersigned hereby proposes and agrees to furnish goods and/or services in strict compliance with the terms, specifications and conditions at the prices proposed within response unless noted in writing. The undersigned further certifies that he/she is an officer of the company and has authority to negotiate and bind the company named below and has not prepared this proposal in collusion with any other Offeror and that the contents of this proposal as to prices, terms or conditions of said proposal have not been communicated by the undersigned nor by any employee or agent to any person engaged in this type of business prior to the official opening of this proposal. Prices are guaranteed: 120 days Company name AutoZone Parts Inc.("AutoZone") Address 123 South Front Street City/State/Zip Memphis,TN 38103 Telephone No. 503-799-2917 Fax No. Email address George.verkamp@autozone.com Printed name Phil Daniele/Eric Gould Position with company Senior Vice President/Vice President Upon successful award AutoZone will execute in accordance with mutually Authorized signature accepted terms and conditions. Accepted by The Cooperative Purchasing Network: Term of contract July 1,2017 to June 30,2018 Unless otherwise stated,all contracts are for a period of three(3)years with an option to renew annually for an additional two(2)years if agreed to by Region 4 ESC and the awarded vendor.Awarded vendor shall honor all administrative fees for any sales made based on a contract whether renewed or not. Region 4 ESC Authorized Board Member Date Print Name Region 4 ESC Authorized Board Member Date Print Name TCPN Contract Number 25 //// ® ; RFP 17-02 IVi//iilviZone® Tab 4 Product/Services Specifications (pgs. 26-29, Appendix B) 26 I/FiiltoZone RFP 17-02 Appendix B: PRODUCT/SERVICES SPECIFICATIONS Vendor(s)shall, at the request of any member institution, perform and provide these products and/or covered.services under theterms of this agreement. The supplier shall assist the end user with making a determination of their individual needs, as stated below. Pricing: Vendor shall submit pricing based on the following: • Product Category • Verifiable.Price List—Available at www.autozonepro.com with valid user name and password • Percent Discount(from stated verifiable price list) - All categories set at 50% discount from Electronic price lists Jnust accompany the proposal. The following is a list of suggested (but not limited to) categories. List all products along with equipment specification (if not included in price list)that you are responding to: ➢ Accessories - Interior& Exterior ➢ Air Conditioning ➢ Battery&Accessories ➢ Belts & Hoses • Body&Trim NOT AVAILABLE ➢ Brakes ➢ Charging&Starting ➢ Cooling & Heating ➢ Engine Parts& Mounts • Exhaust ➢ Filters& PVC Valves ➢ Fuel&Emissions ➢ Hardware& Fasteners ➢ Ignition &Tune-up ➢ Lighting & Electrical ➢ Oil, Fluids&Chemicals ➢ Performance ➢ Suspension&Steering ➢ Tire&Wheel NOT AVAILABLE ➢ Tools& Shop Equipment ➢ Transmission&Transaxle 27 l r.%Z9170 RFP 17-02 > Truck&Towing > Waxes&Washers ➢ Wiper Blades ➢ Additional Services or Products Available All products must be new and of the latest design and quoted from the most up to date product line catalog; In some instances,the product may be remanufactured at which time the participating entity must be notified at time of quote and/or before purchase is finalized. In your response, please describe your company's procedures for the following: > Battery and Radiator Core Charges( including pick-up&delivery) D Delivery Time for stock and non-stock parts D Delivery Time for emergency parts D Return Policy In your response, please describe your company' procedures for the following services if offered: D Used Oil and Battery Recycling > Battery Testing > Custom Hydraulic Hose ➢ Electrical& Module Testing D Loaner Tool Program ➢ Drum/Rotor Resurfacing > Machine Shop D Paint Shop& Mixing Describe any additionaldiscounts available for volume purchases, special manufacturer offers, minimum order quantity,free goods program, total annual spend, etc. 28 }`i/// e RFP 17-02 PLEASE DESCRIBE YOUR COMPANY'S PROCEDURE FOR THE FOLLOWING Battery and Radiator Core Charges(including pick-up&delivery): AutoZone provides each entity with the choice to be charged for cores,or to be core-deferred. Core- deferred-There are no charges for cores, unless the core is not received within 72 hours. Core- deferral eliminates paperwork for the shop and accounting. Delivery Time for stock and non-stock parts: For AutoZone stocked parts,the delivery commitment is as follows: 0—3 miles=30 minutes(or less) 3-5 miles=45 minutes(or less) 5—7 miles=60 minutes(or less)7+miles=Scheduled Delivery For non-stocked parts,AutoZone could deliver the day the order is placed. However, in most cases,the delivery would occur within 1-3 business days. Delivery Time for emergency parts: If the product is in stock at AutoZone, the delivery commitment is as follows: 0—3 miles=30 minutes(or less) 3—5 miles=45 minutes(or less) 5—7 miles=60 minutes(or less) 7+ miles=Scheduled Delivery AutoZone will make every attempt to expedite emergency ports, beyond the times shown above. Entities should engage with their local AutoZone servicing store at the beginning of the relationship to discuss how emergency situations should be handled:.AutoZone recognizes that service level needs will vary by entity and by situation. Return Policy: AutoZone will accept returns, which are in original packaging and in a new,saleable condition. PLEASE DESCRIBE YOUR COMPANY'S PROCEDURES FOR THE FOLLOWING SERVICES Used Oil and Battery Recycling:AutoZone is an authorized collector of cores, indemnified by Johnson Controls. AutoZone can also accept used oil for recycling. Battery Testing:AutoZone provides free battery testing at AutoZone stores Custom Hydraulic Hose:N/A Electrical&Module Testing:N/A Loaner Tool Program:AutoZone has a tool loaner program,available to agencies. The agency puts down a deposit to borrow a tool,and receives the deposit when the tool is returned in good condition. Drum/Rotor Resurfacing:N/A Machine Shop:N/A Paint Shop`&Mixing:N/A 29 -J/I//ilutoZone® RFP 17-02 JII//iiluroZone® Tab 6 Pricing (pgs. 30-31, Appendix C) 30 IJil///ilvtoZone® RFP 17-02 Appendix C: PRICING Electronic Price Lists • Respondents must submit products, services,warranties, etc. in price list. • Prices listed will be used to establish the extent of a manufacturer's product lines, services, warranties, etc. that are available from a particular offeror and the pricing per item. • Services such as installation,delivery,tech support,training,and other services must be priced or listed as free in order to be offered on the contract. Unlisted services will not be accepted. • Electronic price lists must contain the following: (if applicable) • Manufacturer part# • Vendor part#(if different from manufacturer part#) • Description • Manufacturers Suggested List Price and Net Price • Net price to Region 4 ESC (including freight) • Media submitted for price list must include the respondents' company name, name of the solicitation, and date on CD, DVD or Flash Drive(i.e. Pin or Jump Drives). • Please submit price lists and/or catalogs in excel or delimited format only. Not to Exceed Pricing • Region 4 ESC requests pricing be submitted as not to exceed for any participating entity. • Unlike fixed pricing the awarded vendor can adjust submitted pricing lower if needed but, cannot exceed original pricing submitted for solicitation. • Vendor must allow for lower pricing to be available for similar product and service purchases. AutoZone has submitted pricing in the following format: - Excel file on Flash drive marked "AZ" Participating public agencies can reference AutoZone pricing at www.autozonepro.com with a valid NIPA/TCPN member, user name and password. 31 ///lam ®Z ne® RFP 17-02 Appendix D: GENERAL TERMS & CONDITIONS ACCEPTANCE FORM Signature on Vendor Contract Signature form certifies complete acceptance of the General Terms and Conditions in this solicitation, except as noted below (additional pages may be attached, if necessary). Check one of the following responses to the General Terms and Conditions: 0 We take no exceptions/deviations to the general terms and conditions (Note: If none are listed below, it is understood that no exceptions/deviations are taken.) DI We take the following exceptions/deviations to the general terms and conditions. All exceptions/deviations must be clearly explained Reference the corresponding general terms and conditions that you are taking exceptions/deviations to. Clearly state if you are adding additional terms and conditions to the generalterms and conditions. Provide details on your exceptions/deviations below: (Note: Unacceptable exceptions shall remove your proposal from consideration for award. Region 4 ESC shall be the sole judge on the acceptance of exceptions/deviations and the decision shall be final.) Section/Page Term,Condition, or Exception/Deviation Region 4 Specification Accepts 2:1 Condition See recommended modification made to section Page 17 2:2. Condition See recommended modification made to section Page 17 4:6 Condition See recommended modification made to section Page 18 5:2 Condition See,modification request at bottom of section Page 19 5:3 Condition See recommended modification made to section Page 19 5:5 Condition See modification request at bottom of section Page 19 7:1 Condition See recommended modification made to section Page 20 8:4 _ Condition See recommended modification made to section Page 20 9:1 Condition See recommended modification made to section Page,20 9:6 Condition See recommended modification made to section Page 21 10:1 Condition See modification request at bottom of section Page 21-22 32 N,/�/* ® ® RFP 17-02 Term, Condition or Region 4 Section/Page ,Specification Exception/Deviation Accepts See recommended modification made to 11:6 Page 22 Condition section 11:7 Page 22 Condition AutoZone cannot comply with this condition 12:3:Page 23 Condition See modification request at bottom of section .13:3 Page 23- 24 Condition See modification request at bottom of section 13:4 Page 24 Condition Franchise taxes do not apply to AutoZone 13:5 Page 24 Condition See modification request at bottom of section 13:7 Page 24. Condition See modification request at bottom of section 5:4 Page 19 Condition See modification to venue 9:5 Page 21. Condition See modification request at bottom of section 33 Jil//liluroZone® RFP 17-02 1110°( fJjregionç111013600 °, The Cooperative Purchasing Network Vendor Contract Launch Vendors must commit to attending a contract launch meeting with a member of the Business Development Team should they be awarded a contract with Region 4 ESC through this RFP. Vendor contract launches are meant to establish a good relationship with awarded vendors and help to ensure compliance and effective administration over the life of the contract. It is highly recommended that the individuals who will handle contract management, reporting and marketing are in attendance. If awarded, please provide contact information for scheduling: AutoZone Vendor George Verkamp Point of Contact Director,Commercial Business Development Title 503-799-2917 Phone Number George.verkamp@autozone.com Email Address t7 /4 Signature: Date: 2/23/2017 34 EXHIBIT B AutoZone Pricing Pricing under the awarded agreement is a 50%discount off list price published on the industry-leading online ordering system at www.Autozonepro.com. On a daily basis,AutoZone's"best pricing logic program" automatically calculates the percent-off discount against any regional or national promotional pricing programs. If the promotional pricing offer provides a lower price than the catalog's normal discount pricing plan,the agency receives the lower of the two prices. Rent a Tool Program and on-site inventory management services also available. CONTRACT APPROVAL FORM TO: DARREN GRAY, CITY MANAGER THRU: FREDDY SUAREZ, PURCHASING DIRECTOR c-F-D FROM: MARILYN RODRIGUEZ, CONTRACTS COORDINATOR MP' SUBJECT: AUTOMOTIVE PARTS AND SUPPLIES DATE: OCTOBER 12, 2017 THE PURCHASING DIRECTOR RECOMMENDS THE FOLLOWING: 1. APPROVE: Agreement between the City of Clermont and AutoZone Parts, Inc. to provide automotive parts and supplies for the Public Works Department. The agreement shall take effect on the date of execution by both parties and shall remain in effect until April 30, 2020, unless renewed or terminated as provided by the National IPA contractual agreement. Upon mutual agreement, the agreement may be renewed for two (2) additional one (1) year terms. 2. Why is this action necessary: In accordance with the City of Clermont Purchasing Policy, the City Manager is authorized to approve contracts under $50,000 that do not require a budget amendment. 3. ADDITIONAL INFORMATION: At the request of the Public Works Department, the Purchasing Department sought a contract with the National IPA, contract number R170201. The estimated annual expenditures is less than $4,000 and it is included in the Public Works Department budget. The Purchasing Department issued RFI 1708-001 to notify local vendors of the City's intent to utilize the National IPA contract to provide automotive parts and supplies. At the completion of the RFI the Purchasing Department received no interest. The National IPA contract was fully competed, advertised, and complies with the City of Clermont Purchasing Policy. 4. FISCAL IMPACT: The fiscal impact may vary based on loan amount. 5. EXHIBITS: National IPA Bid Tabulation Automotive Parts and Supplies Agreement APPROVAL AUTHORITY Approved Disapproved ❑ Reason/Suggestion (If disapproved) /p Ltto rigrre Title Date 1 region.¢° NATIONALIPA MTCPN. The Cooperative Pm/lasing Neiwod Enhanced Portfolio I Unified Focus I Continued Trust Bid Tab Summary Automotive Parts RFP#17-02 The Cooperative Purchasing Network Evaluation Criteria Total Weighted Description Value Auto Zone Products/Pricing 40 36 Performance Capability 25 23 Qualification&Experience 25 23 Value Add 10 6 Total 100 88 It is recommended that the following contract award be made: Contract Automotive Parts Award Auto Zone